Quad/Graphics Completes Its Acquisition of Vertis

Quad/Graphics reports that it has completed its acquisition of substantially all of the assets of Vertis Holdings for a net purchase price of $170 million. This assumes a purchase price of $267 million less the payment of $97 million for current assets that are in excess of normalized working capital requirements. Quad/Graphics used cash on hand and drew on its revolving credit facility to finance the acquisition.

Quad expects the acquisition of Vertis to strengthen and expand its client offering with:
• An enhanced range of products, services and revenue-generating solutions.
• Expanded industry vertical expertise.
• Increased manufacturing flexibility and distribution efficiencies from an extended geographic footprint.
• New opportunities to help clients realize mailing and distribution cost-savings from the combined volumes and capabilities of the two companies.

“We are excited about our acquisition of Vertis and the opportunities it brings to advance our business and create value for our clients, employees and shareholders,” said Joel Quadracci, chairman, president and CEO of Quad/Graphics. “We have strengthened our retail ad insert, direct marketing and in-store marketing solutions, and have expanded our support services to include media planning and placement, and marketing services. With more talent and broader solutions, we are better positioned than ever to drive business results for our clients.”

Vertis generated an estimated $1.1 billion in revenues in 2012 and approximately $55 million in annual EBITDA on an unaudited basis, adjusted for restructuring, impairment and other transaction-related expenses. The combined company will employ approximately 25,000 employees from more than 70 print-production facilities in North America, Latin America and Europe.

“We have had the opportunity to work very closely with Joel Quadracci and his team over these last several months in planning a successful integration,” Gerald Sokol Jr., CEO of Vertis, commented. “More than ever, we are convinced that this combination represents the best possible outcome for our customers, employees and other stakeholders.”

“We are excited to begin our work as an expanded company and build on our long-standing commitment to take print to a higher level,” Mr. Quadracci added. “Print has power in today’s multichannel world and we know how to leverage that power to make print perform better than ever.”