Cincinnati, OH, July 17, 2017 – Multi-Color Corporation (“Multi-Color”) (LABL) announces today that it has active a absolute acceding to access the Labels Division of Constantia Flexibles (“Constantia Labels”) from Constantia Flexibles GmbH (“Constantia Flexibles”) for about $1.3 billion (€1.15 billion), payable in banknote and stock.
The accumulated anniversary revenues and EBITDA of the two businesses will be about $1.6 billion and $300 million, respectively. The aggregate brings calm Constantia Labels` aerial assuming Aliment and Cooler business with Multi-Color`s able Wine and Spirit, and Home and Claimed Affliction platforms, and arising all-around position in Healthcare. Added advance opportunities for Multi-Color abide in Home and Claimed Affliction by utilizing Constantia Labels` European operational cast and assets. Advance opportunities for Constantia Labels abide in Aliment & Cooler and acquire from Multi-Color`s US operational cast and assets. The stronger accumulated cast in Asia will accommodate added acquirement opportunities.
The adequate all-around belvedere creates a abundant greater accretion activity and college abeyant synergies from approaching acquisitions, abnormally in Aliment and Beverage, the bigger articulation of the all-around labels market.
“The accretion of Constantia Labels marks a above anniversary in the change of Multi-Color,” said Nigel Vinecombe, Controlling Chairman of Multi-Color. “We are bringing calm commutual talents in markets and geographies, diversifying our business and creating a all-around baton with a transaction that is financially attractive, which will bigger advice us serve our customers” he added.
Management estimates the pre-synergy advanced EBITDA assorted for accepting Constantia Labels is about 10.25x. The advanced EBITDA assorted including pro forma run-rate synergies is estimated to be 9.2x. Administration expects the transaction to be advisedly accretive to Core EPS in the Budgetary Year catastrophe March 2019, the aboriginal full-year of accumulated results, and supports Multi-Color`s absolute actor acknowledgment cold to beat 20% circuitous anniversary advance over the aing bristles years.
Cost synergies are advancing to adeptness $15 actor (or 2% of acquired revenues) by Budgetary Year March 2020 through a aggregate of procurement, SG&A, and accomplishment efficiencies. As an example, Multi-Color will advance Constantia Labels` burden acute substrate accomplishment adequacy in the US and Europe to drive approaching efficiencies. Both companies currently accomplish EBITDA margins of about 18%.
As allotment of the transaction, Mike Henry, accepted EVP and Head of Constantia Labels, is accepted to become CEO-elect of Multi-Color Corporation, and Constantia Flexibles will become a 16.6% actor in Multi-Color. Henry (51), brings 17 years of acquaintance in the labels sector, accepting started his career at KPMG as a Chartered Accountant, spent 14 years in chief administration roles for Spear Labels (based in Cincinnati), and has led Constantia Labels for the accomplished three years. Accepted Multi-Color CEO, Vadis Rodato, is accepted to retire in aboriginal 2018 afterwards a alteration period. Nigel Vinecombe will abide Controlling Chairman.
“I acceptable Mike Henry to the controlling aggregation and assembly from Constantia Flexibles to the Board of Directors of Multi-Color” Vinecombe added.
“I am captivated to booty on this new befalling and, calm with an outstanding aggregation of employees, body on the strengths of the accumulated businesses to drive advanced Multi-Color to added success in the all-around labels industry,” said Henry.
The transaction acquirement amount is about $1.3 billion (€1.15 billion), and will be acclimatized in banknote and 3.4 actor shares in Multi-Color banal (representing 19.9% of accepted banal outstanding). Multi-Color`s banal will be issued to Constantia Flexibles at a amount of $75 per share. Two assembly of Constantia Flexibles will accompany Multi-Color`s Board of Directors, and the shares issued as application will be accountable to accepted lock-up provisions.
Debt costs for the transaction is absolutely committed through new accessories underwritten by Bank of America Merrill Lynch and Citigroup. Pro Forma advantage for the transaction will almost 5x net debt to EBITDA, and Multi-Color expects the estimated $100 actor of anniversary chargeless banknote breeze to delever to a adopted abiding ambit of beneath than 4x net debt to EBITDA.
The transaction is accepted to aing in the third budgetary division of 2018, and is accountable to accepted closing conditions.
Multi-Color was brash by Rothschild as banking advisor, and Keating Muething & Klekamp PLL as advance acknowledged advisor, with Freshfields Bruckhaus Deringer additionally accouterment acknowledged admonition to Multi-Color.
Core EPS advice for Budgetary Year 2018 reconfirmed
Management reaffirms its Core EPS advice for Budgetary Year 2018 of $4.00. For the Budgetary Division concluded June 30, 2017, administration forecasts about $0.80 Core EPS as a aftereffect of one off assembly inefficiencies in one ample bulb primarily acquired by timing of onboarding new and redesigned assignment afore added accommodation and adequacy could be installed.
Multi-Color will authority a webcast today, Monday, at 10:00 a.m. ET / 9:00 a.m. CT to altercate the announcement. All absorbed parties are arrive to accept to the webcast alive and appearance the slides to be presented via Multi-Color`s Internet armpit at http://www.mcclabel.com by beat on the Investors tab and activity to the presentations page. Parties who ambition to participate in the webcast via teleconference may punch 1-800-516-2921 aural the U.S. only, or 1-213-660-0878 for all-embracing callers, and ask the abettor for appointment ID number, 56523107. Participants should alarm in no after than 9:45 a.m. ET / 8:45 a.m. CT. A epitomize of the appointment alarm will be accessible at 1:00 p.m. (ET) on Monday, June 17, 2017 through 1:00 p.m. (ET) on Monday, June 24, 2017 by calling (855) 859-2056 (Conference ID 56523107) or internationally, by calling 1 (404) 537-3406 (Conference ID 56523107).
About Multi-Color Corporation
Multi-Color, headquartered a Cincinnati, Ohio, with about 5,500 employees, is a baton in all-around characterization solutions acknowledging a cardinal of the world`s best arresting brands including arch producers of home & claimed care, wine & spirits, aliment & beverage, healthcare and specialty customer products. Multi-Color serves all-embracing cast owners in North, Central and South America, Europe, China, Southeast Asia, Australia, New Zealand, and South Africa with a absolute ambit of the latest characterization technologies in Burden Sensitive, Glue-Applied (Cut and Stack), In-Mold, Shrink Sleeve and Heat Transfer.
About Constantia Labels
Constantia Labels is a baton in characterization solutions confined the food, cooler and customer packaging appurtenances industries. Constantia Labels has about 2,800 advisers globally, with 23 assembly plants above 14 countries, with above operations above Europe, Asia and North America appear net sales of about $690 actor (€605 million) for the banking year catastrophe December 2016.
About Constantia Flexibles
Constantia Flexibles is the world`s fourth bigger ambassador of adjustable packaging and labels. Based on the allegorical assumption of `People, Passion, Packaging`, some 10,000 advisers accomplish custom-built packaging solutions at 55 sites in 24 countries. Abounding all-embracing companies and bounded bazaar leaders from the food, pharma and labels industries accept the acceptable and avant-garde articles of Constantia Flexibles.
This columnist absolution contains advanced statements aural the acceptation of the Private Securities Litigation Reform Act of 1995, including, but not bound to, statements apropos to the proposed affairs amid Multi-Color Corporation, Constantia Labels GmbH and their corresponding affiliates and the accepted timing and achievement of the transactions. Words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “will,” “should,” “may,” “support,” and added agnate expressions and the abrogating versions thereof are advised to analyze advanced statements. Such statements are based aloft the accepted behavior and expectations of Multi-Color`s administration and absorb a cardinal of cogent risks and uncertainties, abounding of which are difficult to adumbrate and are about above the ascendancy of the parties to the accretion agreements. Absolute after-effects may alter materially from the after-effects advancing in these advanced statements. There can be no affirmation as to the timing of the closing of the transactions, or whether the affairs will aing at all. Any cardinal of factors – abounding of which are above our ascendancy – could account our achievement to alter decidedly from what is declared in the advanced statements. These factors include, but are not bound to: the accident of any event, change or added accident that could aftereffect in the abortion of the acquirement agreement; the aftereffect of any acknowledged affairs that may be instituted adjoin Multi-Color or others afterward advertisement of the acquisition; the disability to amuse the altitude to complete the accretion (or to complete the accretion on a appropriate basis); risks that the proposed transaction disrupts accepted operations or poses abeyant difficulties in agent assimilation or contrarily affects banking or operating results; the adeptness to admit the allowances of the acquisition, including abeyant synergies and amount accumulation or the abortion of the acquired aggregation to accomplish its affairs and objectives generally; and legislative, authoritative and bread-and-er developments. For a added all-embracing altercation of these and added factors that could account absolute after-effects to alter from those independent in advanced statements, see the discussions beneath the branch “Risk Factors” in account 1A of Multi-Color`s Anniversary Report on Form 10-K for the year concluded March 31, 2017 filed with the Securities and Exchange Commission (SEC). Multi-Color can accord no affirmation that any of the advised affairs will be completed or that the altitude to the accretion will be satisfied. Multi-Color assumes no obligation to amend or alter any advanced attractive advice as a aftereffect of new information, developments or otherwise.
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The issuer of this advertisement warrants that they are alone amenable for the content, accurateness and dness of the advice independent therein.Source: Multi-Color Corporation via GlobeNewswireHUG#2120645
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