Quad/Graphics To Acquire Courier - Quick Facts

(RTTNews) - Quad/Graphics Inc. (QUAD) and Courier Corp. (CRRC) jointly announced a definitive agreement by which Quad/Graphics will acquire Courier, in a transaction valued at approximately $260 million, including approximately $25 million in net debt and capital leases as of December 31, 2014. Courier Corporation is America's second largest book manufacturer, headquartered in North Chelmsford, Massachusetts.

Quad/Graphics will pay Courier shareholders the equivalent of a total purchase price of $20.50 per share, consisting of cash and shares of Quad/Graphics Class A common stock. Each Courier shareholder will have the right to elect to receive cash or Quad/Graphics common stock, subject to proration in the event that shareholders elect to receive more than 54% cash or more than 46% stock. Quad/Graphics will pay an aggregate amount consisting of approximately $129 million in cash and approximately 4.8 million shares.

Quad/Graphics expects the acquisition to close by mid-year, be accretive to earnings in 2016, and that the purchase price multiple will be less than five times adjusted EBITDA after taking into account anticipated synergies.

Quad/Graphics said the acquisition accelerates its three-year strategy to transform book platform, which the company announced earlier in the week. Upon closing of the transaction, James Conway III will join Quad/Graphics as President of the Book Division.