Mergers & Acquisitions

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.

Transcontinental Inc. of Montreal announced that it is selling its Toronto- and Montreal-based consumer magazines and associated Websites, as well as all related platforms, to TVA Group for $55.5 million. The transaction is subject to approval by regulators, including Canada’s Competition Bureau.

The move is to effect some 310 people at Transcontinental’s TC Media division.

TVA Inc. is a Montreal-based communications company with operations in broadcasting, publishing and production. Quebecor Media, owned by Quebecor Inc.. holds voting control of the company with the near-complete ownership of TVA Group's Class A shares.

In June 2014, Transcontinental purchased a majority of Quebecor Media’s newspaper assets operated by Sun Media in a $75 million deal.

 

As part of this new magazine transaction, Transcontinental also signed a parallel agreement with TVA Group to print the purchased consumer magazines and TVA’s marketing products for a period of seven years, and to extend the contracts signed in December 2013 to print certain TVA Group magazines to the end of June 2022.

“Today's agreement creates twofold value for Transcontinental Inc.,” stated Francois Olivier, President and CEO of Transcontinental. “In one stroke we have also improved the book of business for our printing sector.”

Olivier also shared his views of the magazine sector in relation to TVA’s purchase: “In the context of the highly competitive magazine industry that is experiencing a proliferation of platforms and generated content as well as migration of advertising revenues towards digital media, Transcontinental Inc. has decided to sell its consumer magazines produced in Montreal and Toronto to TVA Group whose platforms will enable the continued evolution of these magazines.”

Some of the higher profile magazine properties involved in this transaction include: Coup de pouce; Elle Quebec; Decormag; Le Bel Age Magazine; Magazine Vero; recettes.qc.ca; Canadian Living; Style at Home; Elle Canada; Good Times; and The Hockey News. The magazines Vancouver Magazine and Western Living, distributed in Western Canada, remain the property of TC Media.

“Furthermore, Transcontinental Inc. has decided to now focus on the local advertising market, which offers us more business opportunities through our 180-odd newspapers in Quebec, Ontario, Saskatchewan and the Atlantic provinces,” said Olivier. “This important phase in the evolution of the corporation also gives TC Media full latitude to further develop its digital and interactive marketing products for retailers, among others, and to advance the production and delivery of content in the fields of business and education.”


Langley Holdings plc of the United Kingdom moved to acquire DruckChemie, a German print chemicals group that went into administration in September.

Contracts were signed on November 7 and the deal was awaiting cartel clearance. In its most-recent fiscal year, DruckChemie had annual revenues of €75 million and around 300 employees, with locations throughout Europe and also operations in Brazil.

“We are delighted to have reached agreement to acquire DruckChemie, the company compliments our Manroland press business and further demonstrates our commitment to the sector,” a spokesman for Langley stated.

Langley entered the print sector in January 2012 with the acquisition of the German press builder Manroland Sheetfed. Langley, primarily through acquisitions of under-performing businesses over the last two decades, has evolved into a near billion euros revenue group employing over 4,000 people in over 70 countries. Langley states it is entirely debt free and prides itself on having never sold any company it has acquired.

The PDI Group of Kirkland, Quebec, commits to a new printing sector by acquiring one of the province’s best know wide-format operations, Trans-Optique based in Montreal’s area of Pointe-Claire.

The sale of Trans-Optique comes as its President, Joe Taddeo, is transitioning into retirement. In addition to producing traditional large-format work, Trans-Optique is recognized for its work in the field of very large format printing, as well as installation, which further enables PDI to diversify and expand its services.

PDI states the addition of very wide format printing is a natural complement to its existing prepress, offset and digital printing, direct mail, as well as fulfillment and distribution services.

“PDI’s customer-centric corporate culture aims to help our clients get their message to market with high quality and consistent visuals,” said Jamie Barbieri, President of PDI Inc. “With our new oversize wide-format capability, we are adding yet another key component to our service offering, further demonstrating our commitment to providing customers with truly integrated print solutions.”

Trans-Optique positions itself as a one-stop shop for large-format work with services like production on silkscreen, offset, digital, paint jet, inkjet and self-adhesive lettering. PDI Inc. describes itself as the largest independent sheetfed printing company in Quebec, providing premedia, offset and digital print production, Web-to-print, as well as fulfillment, warehousing and direct-mail services to clients in Quebec, across the rest of Canada, and in the United States.

“I have been working in this industry for 35 years, and with the Trans-Optique employees since 1988 to build this company into the market leader that it is today,” says Joe Taddeo, President of Trans-Optique. “As I will be retiring, it was important to me to ensure that Trans-Optique and its employees were in good hands, to continue both to serve our clientele and to grow the business. I am confident that the PDI team is up to the task.”

Avant Imaging & Information Management Inc. (AIIM) of Aurora, Ontario, has acquired the assets of the Aurora print facility of Ricoh Document Management (RDM).

The purchase of RDM’s Aurora facility will expand AIIM’s existing capabilities in document management and direct-mail services. “The combination of this facility with our current services will widen our offering to our clients enabling us to provide new services and strengthen those that we currently deliver,” said Mario Giorgio, CEO of AIIM. “We look forward to bringing together the two operations to deliver the most comprehensive suite of document management services available.”

Frank Giorgio, President of AIIM, also known as The AIIM Group, explains the acquisition will result in greater efficiencies and significantly increase AIIM’s market share in direct-mail services. AIIM states it has developed 10 service lines based on the enterprise output chain.

The AIIM Group operates within an 80,000-square-foot facility with 90 full-time employees. The Aurora company’s services blend includes litho, high-speed inkjet and toner printing, as well as online developments and data services.

A month after selling 74 Quebec weekly newspapers, Quebecor today signed a $316 million deal to also sell its English-language publishing operations, controlled by Sun Media, to Postmedia Network Canada Corp., led by President and CEO Paul Godfrey.

Subject to approval by Canada’s Competition Bureau, Postmedia is to acquire Sun Media’s 175 newspapers and publications, including the Sun chain of dailies (Toronto Sun, Winnipeg Sun, Edmonton Sun and Calgary Sun), as well as The London Free Press, the 24 Hours dailies in Toronto and Vancouver, and community dailies and weeklies, buyers’ guides and specialty publications.

The transaction also includes the Canoe portal in English Canada, part of the national sales team based in Toronto and Quebecor’s Islington, Ontario, printing plant. The $316-million purchase price is payable in cash, subject to the customary adjustments and to a $10 million adjustment, related primarily to real estate properties.

"Consumers now have many ways to get their news, and as a result the newspaper business has faced increasing competition from digital media and new technological platforms. Newspaper revenues have been declining year by year," stated Pierre Dion, President and CEO of Quebecor and Quebecor Media.

"This transaction therefore comes at a time when the Canadian newspaper business absolutely needs consolidation to remain viable and to compete with digital media," continued Dion. "The transaction will also keep Sun Media Corporation’s properties in the hands of a well-established Canadian group."

At the beginning of September 2014, Quebecor finalized its sale of 74 Quebec-based weeklies to Transcontinental for approximately $75 million. As a result of acquiring Sun Media’s 74 weeklies, Transcontinental, from its complete portfolio, sold 14 titles and planned to stop publishing another 20.

Goldman Sachs Merchant Banking Division and Koch Equity Development LLC have completed their acquisition of Flint Group from funds managed by CVC Capital Partners.

The deal was first announced in mid-April 2014, when Matthias Hieber, Head of Corporate Equity Investing for Goldman Sachs Merchant Banking Division, commented: “We believe Flint Group is uniquely positioned to capture growth in its attractive printed packaging markets while at the same time continuing to benefit from strong and resilient performance of its print media business.”

Flint Group is a global supplier of inks and other print consumables such as flexographic printing plates, blankets, image transfer products and chemicals for pressrooms. It controls 137 sites in 40 countries and employs around 6,600 people, which generated revenues of €2.2 billion (US$2.9 billion) in 2013.

“This is a great day for Flint Group employees, our customers and our suppliers,” stated Antoine Fady, CEO of Flint Group. “Following the acquisition by our new shareholders, Flint Group now goes forward with a much stronger capital structure and additional flexibility.”

TC Transcontinental Inc. on September 3 announced it has shutdown 20 weekly newspapers following the $75 million acquisition of 74 weeklies in Quebec from Sun Media Corporation.

After the newspaper deal was first announced in December 2013, Canada’s Competition Bureau set a requirement for Transcontinental to put 33 of 154 newspapers in its full portfolio up for sale for a period of 60 days, including some that were part of the transaction with Sun Media. This process began on June 1, 2014, when the acquisition was finalized.

On September 3, Transcontinental reported that out of the 33 newspapers put up for sale, 14 have found buyers. Of that number, three will continue to be published as weekly newspapers and 11 will now be published online only.

As a result of finalizing the Sun Media deal, and meeting the requirements set out by Canada’s Competition Bureau, Transcontinental plans to stop publishing 20 of its titles. The company states, for the most part, these properties are to be integrated with other publications it holds in the same regions. The reorganization is expected to eliminate approximately 80 jobs.

Le Journal de Saint-Hubert (Saint-Hubert) and Le Rive-Sud Express (Longueuil) have been bought by Les MÉDIAS de la Rive-Sud, and L'Écho du Nord (Saint-Jérôme) has been purchased by Éditions Blainville Deux-Montagnes.

The publishing company Néomédia is buying the following papers and plans to publish them online only: Agri-Vallée (Valleyfield), Chambly Express (Chambly), Le Journal de Joliette (Joliette), Le Point du Lac-Saint-Jean (Saint-Félicien), Le Réveil (Saguenay), L'Écho de la Rive-Nord (Sainte-Thérèse), L'Écho de Laval (Laval), L'Écho de Trois-Rivières (Trois-Rivières), Pub Extra Magazine (Laval-Laurentides), Sorel-Tracy Express (Sorel-Tracy) and Vallée-du-Richelieu Express (Mont-Saint-Hilaire).

RP Graphics Group Ltd. and Rhino Print Solutions Inc. have formed what the companies describe as a "strategic alliance designed to deliver coast to coast print solutions."

The alliance between the two companies results in RP Graphics agreeing to acquire and integrate Rhino's Toronto operations effective September 22, 2014. Rhino’s Toronto facility, formerly Marcam Cross Media Limited, provides print-on-demand and services for multi-channel communications.

“This alliance is a significant step for both of our companies and great news for our customers,” stated David Allan, President and CEO of Rhino. “Our newly combined technology platform and geographic reach through modern facilities in Vancouver, Calgary and Toronto will allow us to provide an efficient and seamless service offering across Canada.”

RP Graphics, located in Mississauga, Ontario, has a staff of over 140 employees, operating out of two production facilities. Its CEO, George Mazzaferro, was named Printing Leader of the Year by PrintAction magazine in 2013 (featured in PrintAction's February 2014 issue).

“This alliance is about meeting client needs and doing it better and faster," stated Mazzaferro. “As we grow, more and more of our clients are national in scope… David and I have been friendly competitors for some time and we share a common vision when it comes to print services; it's all about meeting client needs.”

Rhino Print Solutions is a privately held company based in Vancouver, BC. The company is a perennial award winner with manufacturing plants in Vancouver and Calgary, Alberta.

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