Mergers & Acquisitions
MET Fine Printers of Vancouver, BC, led by President Nikos Kallas, purchased certain assets and business activities of Rhino Print Solutions, including its Calgary facility, which will be integrated into MET’s operations. Full terms of the arrangement between the two private companies are not being disclosed.

Senior members of the Rhino team are joining MET and all business will operate exclusively under MET Fine Printers. MET’s President Nikos Kallas and the senior management group will lead the expanded company.

“We’re excited about the opportunities and benefits made possible through combining the talents, resources and experience of our companies,” said Kallas.

In August 2014, RP Graphics Group Ltd. announced it had acquired and integrated Rhino's Toronto facility, formerly Marcam Cross Media Limited. David Allen, CEO and President of Rhino, acquired Marcam two years ago in May 2013.
Esko has acquired Minneapolis, Minnesota’s MediaBeacon Inc., which develops Digital Asset Management (DAM) software. MediaBeacon’s DAM tools, currently sold primarily in the United States through direct distribution and OEM partnerships, are applied in a range of industries from retail and consumer packaged goods to media, print and the public sector.

“It is Esko’s strategy to digitize and integrate the entire packaging production workflow from design all the way to finished packs and displays in the store. With this acquisition, we further our transformation from a prepress solution provider to an end-to-end supplier in the packaging world,” said Udo Panenka, Esko President.

Headquartered in Gent, Belgium, Esko employs around 1,400 people worldwide with direct sales and service organizations in Europe, Middle East and Africa, the Americas and the Asia Pacific, Japan and China regions. It has a network of distribution partners in more than 50 countries.

Jason Bright, CEO and founder of MediaBeacon, is assume the role of Chief Technology Officer to work with the Esko R&D teams to drive software integration between the a range of platforms.

Heidelberger Druckmaschinen AG today signed an agreement with investment company CoBe Capital for Heidelberg to acquire the European Printing Systems Group (PSG) headquartered in the Netherlands. Through this acquisition, for which the purchase price is to remain undisclosed, Heidelberg would expand its services and consumables business.

Heidelberg expects the acquisition of the PSG Group, which is subject to regulatory approval, to result in additional sales of around €130 million for the Heidelberg Group, primarily through services and consumables business. The medium-term goal at Heidelberg is for services and consumables to account for over 50 percent of total Group sales. The figure currently stands at around 40 percent.

PSG has approximately 400 employees in the Benelux countries (Belgium, the Netherlands, and Luxembourg) and southern Europe. It has worked closely with Heidelberg for several decades. PSG currently generates over half of its revenue through the sale of services and consumables, with Heidelberg products accounting for the majority of the company’s equipment sales.

“PSG’s strength in the services and consumables business and its outstanding access to customers are very attractive to us,” said Gerold Linzbach, CEO of Heidelberg. “Having eliminated unprofitable portfolio items, we’re now starting to actively expand our portfolio in order to return the company to growth."

Grenville Management and Printing of Toronto, led by President Michael Burke, has purchased NCO Technologies, resulting in a combined company now operating as NCOGrenville. NCO Technologies is described as the largest dealer of Canon Imaging Systems in Ontario.

NCO has been serving thousands of private and public sector clients for over 40 years. Previously based out of Newmarket, NCO Technologies, while retaining its management, sales and support teams, is moving to its downtown Toronto and Markham facilities.

As a combined company, NCOGrenville will be able to provide both hardware and software solutions for building document workflows, offering a suite of on-site and off-site services to private and public sectors across Canada.

 

Cimpress entered into a definitive agreement to acquire Exagroup SAS, a Web-to-print business in Europe that focuses on serving French-language graphic arts professionals and printers. Exagroup was founded in 1999. Cimpress is the newly named holding company for Vistaprint, which now holds several European Web-to-print assets in addition to its well-known North American entity.

Under the terms of the agreement, Cimpress will acquire 70 percent of the shares of Exagroup for a purchase price of approximately €91.5 million with an option to acquire the remaining 30 percent of the shares in 2019 for a price between €39 million and €47 million, subject to the achievement of financial performance targets for calendar year 2017.

The acquisition, according to Cimpress, supports its strategy of building an operational platform for producing mass customizable products like signage, printing, apparel and promotional products. Cimpress produces more than 80 million unique products a year via its network of computer integrated manufacturing facilities. Exagroup provides an existing network of outsourcing partners.

Exagroup’s largest brand, Exaprint, follows a trade-printing model in that it serves graphic arts professionals and offline printers who, in turn, resell to end customers. Exagroup also goes to market via a network of almost 1,000 Web-to-store retail partners under the PrintyShop brand and via the Pure Impression brand.

“Over the past 15 years, Exagroup has earned the loyalty of local printers, copy shops and graphic arts professionals by delivering a wide array of innovative, creative and high-quality products via a simple-to-use extranet," said Robert Keane, President and CEO of Cimpress, "Complemented by white-label marketing tools that enable resellers to fully control and own the relationship with the end customer.”

Keene continued to explain Cimpress plans to continue to invest in what he refers to as a reseller-focused value proposition – “to bring even more value to Exagroup resellers.”

In calendar year 2014, Exagroup’s revenue was approximately €76 million, reflecting year-over-year growth of 17 percent. Exagroup’s free cash flow in calendar year 2014 was approximately €5 million and its EBITDA was approximately €14 million.

Subject to satisfaction of various closing conditions, including antitrust clearance, Cimpress expects the transaction to close during its fourth fiscal quarter of 2015. Cimpress’ portfolio of brands includes Vistaprint, Albelli, Drukwerkdeal, Pixartprinting, among others.

 

Central National-Gottesman Inc., a U.S.-based distributor of pulp, paper and forestry products, announced today its purchase of Spicers Canada, adding to the company’s portfolio of regional paper merchants.

 

Headquartered in Vaughan, Ontario, Spicers Canada is one of the country’s largest distributors of fine paper, sign and display media, industrial packaging and graphic arts supplies. The company operates 15 warehouse locations throughout Canada, as well as sheeting facilities and cash-and-carry stores serving local markets.

“Spicers Canada has a very strong competitive position in the market, reflecting its scale, deep set of service capabilities and exceptional leadership,” said Andrew Wallach, President and CEO, Central National-Gottesman (CNG). “We are looking forward to working with [President] Cory Turner and his team to build upon the company’s excellent reputation and market leadership.”

Spicers Canada is a subsidiary of Australia-based PaperlinX Limited and ties its history back 70 years in Canada. CNG states Spicers Canada and its nearly 500 employees will continue to operate independently.

Spicers Canada represents the eighth acquisition of a regional paper merchant since 2010 for CNG’s North American distribution division and is expected to add approximately $400 million in annual sales.

“This transaction is an excellent fit with our existing strategy to grow organically and through strategic acquisitions,” added Ken Wallach, CNG’s Executive Chairman. “We believe it demonstrates our enduring commitment to the paper distribution business in North America.”


Spicers Canada joins CNG merchants Lindenmeyr Munroe, Spicers Paper (US) and Kelly Paper in the company’s Distribution Group. The deal is expected to close at the end of February pending approval by the Competition Bureau of Canada.

CNG is a $5 billion, global marketer of pulp, paper, tissue, packaging and plywood. The company was founded in 1886 and headquartered in Purchase, NY.

RR Donnelley & Sons of Chicago signs an agreement to purchase book manufacturer Courier Corp., which terminated an earlier US$260 million merger agreement with Quad/Graphics.

RockTenn Co. and MeadWestvaco Corp. agree to merge and create a nearly US$16 billion packaging powerhouse supplying a vast range of consumer and food product containers, supported by a network of forest resources, mills and printing facilities.

Headquartered in Norcross, Georgia, RockTenn alone has around 27,000 employees throughout the United States, Canada, Mexico, Chile, Argentina and China. The company is involved with corrugated packaging, merchandising displays, consumer packaging and related recycling.

MeadWestvaco is also a global company that operates in the healthcare, beauty and personal care, food, beverage, home and garden, tobacco, and agricultural industries. It has a network of 125 facilities and 15,000 employees in North America, South America, Europe and Asia.

“This transaction brings together two highly complementary organizations to create a new, more powerful company with leadership positions in the global consumer and corrugated packaging markets,” said Steven Voorhees, CEO of RockTenn. Voorhees is to serve as CEO and President of the newly combined company. John Luke Jr., current Chairman and CEO of MeadWestVaco is to become Non-executive Chairman of the Board of Directors, comprised of eight directors from RockTenn and six directors from MeadWestVaco.

The transaction requires the approval of shareholders of both companies and is subject to regulatory approvals. If approved, the merger will create a company, to be named prior to closing, with a combined equity value of US$16 billion – based on net sales of US$15.7 billion and adjusted EBITDA of US$2.9 billion, including the impact of $300 million in estimated annual synergies to be achieved over three years.

Under the terms of the agreement, which has been unanimously approved by the boards of directors of both companies, MeadWestvaco stockholders will receive 0.78 shares of the new company for each share they currently hold. RockTenn shareholders will be entitled to elect to receive either 1.00 shares of the new company or cash in an amount equal to the average price of RockTenn common stock during a five-day period before closing.

The resulting ownership of the new company will be approximately 50.1 percent by MeadWestvaco shareholders and 49.9 percent by RockTenn shareholders. Based on the shares outstanding today, approximately seven percent of RockTenn shares will receive cash in lieu of stock. The parties also plan to spin-off of MeadWestvaco’s specialty chemicals business after completing the merger. The specialty chemicals are produced for the automotive, energy and infrastructure industries.

In Canada, RockTenn’s current presence includes containerboard mills in La Tuque, Quebec, as well as container plants in Calgary, Alberta; Guelph, Ontario; Milton, Ontario; and Regina, Saskatchewan. It has display merchandising locations in Etobicoke (manufacturing), Montreal (assembly) and Toronto (assembly), as well as prepress facilities in Mississauga, Ontario, and Richmond, British Columbia. RockTenn also has a food-board plant in Montreal, QC, folding carton facilities in Candiac and Ste-Marie, QC, as well as a partitions operation in Pickering, Ontario.

Annex Business Media, which owns PrintAction magazine, has teamed up with Newcom Business Media to acquire 67 trade-publishing brands from Vancouver-based Glacier Media Inc., a deal worth $19.65 million.

Among the 67 brands purchased, some of the media properties will immediately become part of Annex or Newcom’s existing companies. Mike Fredericks, President and CEO of Annex Business Media, states a new company called the Annex Newcom Limited Partnership has been formed as a joint venture to control the remaining assets not immediately taken on by either Annex or Newcom.

Holding more than 40 B2B brands before the acquisition, Annex Business Media, with locations in Simcoe and Aurora, Ontario, takes control of the following Glacier Media properties: Canadian Consulting Engineer; Pulp & Paper Canada; Pulp & Paper Annual Mill Directory; Pulp & Paper Buyer's Guide; Canadian Contractor; Propainter; Heating, Plumbing & Air Conditioning; Produits de Chaufage et Climatazation; On-Site; Canadian Plastics; Canadian Plastics Directory; Plastique Et Moules; Maintenance Repair Operations; Electronic Products & Technology; EP&T Directory (Electrosource); Canadian Packaging; Design Engineering; Canadian Metalworking; Plant; and Plant West.

The vast majority of the titles directly purchased by Annex are published as print magazines, in addition to their online properties and industry conferences or trade shows. Annex also takes over the online titles of Frasers.com and Canadianmanufacturing.com including Cleantech. “Theses are some of the best titles in B2B publishing in Canada that were developed over decades of publishing leadership in Canada by companies like MacLean Hunter and Southam,” said Fredericks, noting the deal also includes Scott’s Directories. “Annex believes in Canadian B2B markets and providing high-quality content to business communities whether in print, digital or live events."

Annex Media prints all of its previously owned magazine assets in-house at the Simcoe, Ontario, facility, on a Heidelberg SM74 press. Fredericks explains, that once the current printing arrangements are completed, production of the newly purchased titles will also transition over to the Simcoe plant in the next number of months. Annex is currently in the final stages of reviewing presses to replace the SM74.

Newcom Business Media is based on Toronto with an office in Montreal. The media company produces five primary print titles, including Today’s Trucking, Truck and Trailer, Transport Router, Canadian Technician and Plumbing + HVAC, as well as three large trade shows associated with these titles.

“This is a great opportunity for both companies to expand into areas that complement our core businesses, and for these brands and their teams to grow as part of our focused B2B approach,” said Fredericks. “We look forward to welcoming these operations to our company, and in time a group of new customers to the print plant.”

The acquisition by Annex and Newcom includes approximately 230 employees in editorial, sales, circulation, production, digital, and administration positions. The purchased Glacier Media properites are to continue operating out of their Toronto location for the foreseeable future.


Quad/Graphics Inc. of Wisconsin signed an agreement to acquire Massachusetts’ book manufacturer Courier Corporation for approximately $260 million. Days earlier Quad plans to buy 20 or more HP inkjet web presses over the next three years.

Under terms of the agreement, Quad/Graphics' $260 million purchase of Courier, including approximately $25 million in net debt and capital leases, is to consist of approximately $129 million in cash and approximately 4.8 million shares. Quad will pay Courier shareholders the equivalent of a total purchase price of $20.50 per share.

“After a careful and thorough evaluation process, the Courier board has determined that the transaction with Quad/Graphics maximizes value for our shareholders,” said James Conway III, Courier’s Chairman, President and CEO, adding the combination opens up what he calls a world of additional opportunities. “The addition of Courier's four-color offset presses, digital inkjet presses, end-to-end process management and integrated software solutions further enhances Quad/Graphics' efforts to transform the book industry to the benefit of publishers and readers everywhere."

Quad states the acquisition of Courier, which will be reviewed by regulators, accelerates its 3-year strategy to transform its book platform, which is to include the purchase of at least 20 HP high-speed inkjet web presses, as well as associated front-end workflow and back-end finishing.

Quad plans to put into production five HP web presses this year, the first of which was to begin installation this month. The other 15-plus presses will be installed in the remaining two-year period. Once all units are installed, Quad/Graphics states it will have the capacity to produce nearly 3-billion colour pages each month.

“Using digital technology, Courier pioneered the development of customization solutions that now bring class-specific versions of academic textbooks to millions of students each year,” said Joel Quadracci, Quad/Graphics Chairman, President & CEO. “The company has continually reinvested in its platform, and with our previously announced investment in 20-plus digital presses and integrated systems, together we will accelerate a broad industry transition to a print-on-demand, zero-inventory model."

Verso Corporation of Memphis, a producer of printing and specialty papers and pulp, completed its $1.4 billion acquisition of NewPage Holdings. Completion of the deal comes just after NewPage divested itself of two mills, which are being taken over by Catalyst Paper of Richmond, British Columbia.

Ricoh Company has acquired PTI Marketing Technologies, described as a software-as-a-service (SaaS) asset management and marketing solutions provider. The undisclosed multi-million-dollar acquisition builds on an existing technology partnership between Ricoh and PTI.
 
Ricoh previously invested in PTI in August 2012 and in 2013 made a strategic investment in Avanti Computer Systems of Toronto, which develops management information systems, including its recent Slingshot platform.
 
“Through our acquisition of this leading innovator in the marketing technology space, we can satisfy the growing customer demand for improved workflow and marketing asset management to further grow the value Ricoh brings to our global customers, particularly commercial printers and corporate print centers,” said Ted Takahashi, Senior VP, Production Print Global Marketing Center, Ricoh Company Ltd. “It’s also mutually beneficial to our customers: it will further enable Ricoh customers to leverage PTI’s innovative platform and comprehensive marketing asset management technology, while offering PTI customers more seamless access to the broad Ricoh hardware, software and services portfolio. It’s a win-win-win.”
 
Coleman Kane, President and CEO of PTI, will continue to lead his team and PTI will continue to operate under its current name, management team and structure, at its Solana Beach, California headquarters and Chicago office.
 
“We have worked closely with the Ricoh team around the world for many years, and this acquisition is the ultimate step in this great collaboration,” said Kane. ”I am confident that customers of all sizes and the many industries we serve will continue to see benefits from this successful relationship.”

Cascades Inc. of Kingsey Falls, Quebec, reached an agreement to sell its North American boxboard manufacturing and converting assets to Atlanta-based Graphic Packaging Holding Company for $44.9 million.

Under the terms of the transaction, Graphic Packaging anticipates the purchase price will be approximately US$39 million based on trailing 12 month sales of approximately US$215 million and adjusted EBITDA of approximately US$5 million.

“The acquisition of Cascades' Norampac paperboard assets enhances our position in North American folding cartons and enables us to extend our customer reach in Canada,” said David Scheible, Graphic Packaging's Chairman, President and CEO. "The transaction is a continuation of our acquisition strategy to grow integrated folding carton converting volumes in key geographies and end-markets.”

 

The purchase, expected to close in the first quarter of 2015, affects five Canadian plants, which collectively employ approximately 670 workers, including:

East Angus, Québec, a mill that manufactures recycled coated boxboard for the production of folding cartons. Founded in 1910, it was purchased by Cascades in 1983;

Jonquière, Québec, a mill that manufactures three-ply coated boxboard from virgin or recycled fibre. Founded in 1963, it was acquired by Cascades in 1984;

Winnipeg, Manitoba, a plant that manufactures folding cartons. Founded in 1905, it was acquired by Cascades in 2001;

Mississauga, Ontario, a plant that manufactures high-end graphic packaging. Founded in 1986, it was purchased by Cascades in 1992: and

Cobourg, Ontario, a plant that manufactures high-end flexographic boxboard containers. It was built by Cascades in 1993.

"Today, Cascades is announcing an important decision that once again signals its commitment to refocusing its activities in the strategic sectors in which it excels,” said Mario Plourde, President and Chief Executive Officer of Cascades. “This transaction follows in the wake of a number of other actions taken during the course of the year, with a view to reducing our debt load and focusing our investments in certain core packaging sectors, as well as in the tissue paper and recovery sectors.”

Plourde continues to says that it is important to note this acquisition does not affect Cascades’ European boxboard operations.

"The investments made in past years in these boxboard manufacturing and converting units have led to an opportunity to create synergies with a player such as Graphic Packaging,” said Marc-André Dépin, President and Chief Executive Officer of Norampac. “By exiting this sector of activity in North America, Cascades and Norampac are turning a page in their history. We sincerely thank our employees for their loyal services, and we wish them all the best in the future.”

Founded in 1964, Cascades produces, converts and markets packaging and tissue products that are composed mainly of recycled fibres. The company employs close to 12 000 people, who work in a hundred production units in North America and Europe.

Heidelberg has acquired Belgian printing chemicals supplier BluePrint Products NV to expand its portfolio of printing chemicals and consumables.

BluePrint, based in Sint-Niklaas, southeast of Antwerp, offers a range of dampening and wash-up products for sheetfed offset presses, including lines of environmentally progressive products.

 

“BluePrint and Heidelberg have already worked together closely in the past,” said Peter Tix, head of Consumables at Heidelberg. “Under the umbrella of the Saphira portfolio, we’ll be continuing to develop the BluePrint range of consumables for print production while maintaining the highest standards in terms of the environment and reliability.”

Heidelberg previously expanded its consumables portfolio with the acquisition of UK coating manufacturer Hi-Tech Coatings in 2008. “We’re looking to become the world’s leading supplier of consumables in our industry in the medium term,” said Harald Weimer, member of the Management Board responsible for Sales and Heidelberg Services.

Sales of BluePrint products outside of Heidelberg’s customer base will be continued and are also to be expanded.

The C.J. Group of Companies of Toronto purchased 30-year-old Prime Imaging, a well-known commercial-print shop in the area, which in 1996 began along its now pervasive path of large-format-inkjet printing.

“This partnership is a great fit for our ever-expanding group of companies,” said Jay Mandarino, President and CEO of the C.J. Group, noting Prime Imaging as the 18th operation to come into the larger group's fold. “There is a lot of synergy between our two organizations. Eco-friendly print production and protecting the environment are paramount at both CJG and Prime Imaging.”

In a statement about the acquisition, Scott Currie, President of Prime Imaging, also pointed to their joined environmental position, saying: “Beyond FSC certification, we consistently source and print eco-friendly products from 100 percent PCW stocks, bio-degradable display materials, and innovative green options."

Currie began as a bookkeeper at Prime Imaging in 1989 and worked his way into sales and managerial roles before becoming part owner of the company, along with the two original founders. Currie then took over the operation completely in 2003.

Prime Imaging was established in 1983 as a typesetting firm in downtown Toronto. The company purchased its first inkjet system in 1996. In 2002, Prime Imaging moved to its current 12,000-square-foot Progress Avenue location in Toronto’s east end. Today, Prime Imaging focuses on litho printing and large-format work for marketing collaterals like point-of-purchase, vehicle graphics, window graphics, and retail signage.

With the acquisition, the C.J. Group now takes on more printing equipment, including multiple large-format-inkjet presses, die-cutting systems and what are described as two photographic presses, which allow for high-end output on paper and Duratrans backlit material.

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