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  • 2024 M&A Outlook Report

    2024 Plastics & Packaging M&A Outlook Report Global M&A activity reached record-breaking levels in 2021, sustaining its momentum into the first half of 2022. A subsequent slowdown emerged during the latter half of 2022, and continued into 2023, with further decline observed, indicating a gradual normalization following the peak of pandemic-induced fluctuations. In 2023, the sector saw an 11% decline in M&A transactions compared to the previous year, causing the figures to fall below the 10-year average. The packaging segment witnessed a relatively mild decline of 5.6% compared to the industrial and raw materials segments that saw significant reductions of 14.3% and 12% respectively. Despite this downturn, the overall 2023 M&A activity remains above the long-term historical average. Looking ahead, Blaige projects a rebound in M&A activity, foreseeing a return to the 10-year average within the next two years. Blaige anticipates a revitalized growth trajectory, forecasting a 4.2% increase in 2024F and 6% increase in 2025F, led by significant growth in the packaging sector. In 2023, there was a slight shift in M&A dynamics, marked by a rise in the share of strategically motivated deals to 80%, up from 74% in recent years. This was accompanied by an increase in acquisitions by strategic buyers from 51% to 55%. In contrast, private equity M&A activity witnessed a decline in 2023, with the share of financial platform deals dropping to 20%. In 2023, the proportion of international participation in M&A deals, as opposed to domestic transactions, remained consistent with recent years. However, a notable trend toward globalization is evident, with international-only deals increasing from 40% in 2001 to 57% in 2023. The plastics processing segments, as identified by Plastics News and analyzed by Blaige, constitute around 1,400 companies with a combined total sales of approximately $135 billion (averaging $96 million per company). Notably, 82% of these processors and converters have annual sales below $100 million, with 72% falling under the $50 million mark. As depicted in the figure, global consolidators, often referred to as "Mega Cap" companies, boasting annual sales exceeding $500 million, make up merely 4% of the total industry participants. Since 2001, 78% of the top 50 companies in each of the six plastics and packaging segments analyzed in this report have been either eliminated or undergone changes in ownership. The table below illustrates the consolidation activity among these companies. Over the last two decades, 78% of these firms have been eliminated, sold, or experienced an ownership transition, marking a notable increase from the 59% reported a decade earlier. Specifically, 60% of these companies have been eliminated through consolidation, while 18% have sold a controlling interest while retaining their corporate identities. Blaige projects that consolidation in the plastics processing sector will reach 84% by 2025. Notably, the molding and flexible packaging segments have witnessed the highest level of consolidation, with significant mergers and acquisitions activity over the past two decades. Despite the decline in private equity activity in 2023, the plastics and packaging sector remains attractive to financial investors. Over the past two decades, private equity involvement has surged, with financial participation in both platforms and add-ons increasing from 15% in 2001 to 40-50% in recent years. As private equity continues to grow, competition will intensify, putting pressure on smaller companies lacking an effective strategic plan. In 2023, middle-market private equity buyouts reached a high valuation of 11.0x EV/EBITDA. Companies that operate in resilient sectors with solid profit margins have consistently been able to maintain higher market valuations. There is a strong presence of excess capital, and sponsors have the chance to acquire assets at appealing prices. The amount of uninvested private equity capital in North America has increased by more than 5 times in the last 10 years, reaching $474 billion as of July 2023. Blaige & Company / Blaige Industry Analytics, with offices in Miami and Chicago, is an investment bank and market intelligence expert dedicated exclusively to the packaging, plastics, and chemicals industries. The Blaige team has decades of transaction experience, has completed over 200 transactions, and has visited and evaluated over 600 packaging, plastics, and chemical operations all over the world. Last year Blaige celebrated its 20-year anniversary. Over the years, we have built a solid reputation as a trusted advisor, guiding clients through complex transactions and making a profound impact in the sector. Blaige is an active member of the Flexible Packaging Association (FPA), Contract Packaging Association (CPA), Western Plastics Association (WPA), Alexander Watson Associates (AWA), and others. Complimentary M&A Consultation As part of our commitment to industry excellence, we offer complimentary consultations to help you explore opportunities, navigate challenges, and make informed decisions in this dynamic landscape. We look forward to engaging with you in a no-obligation, confidential (NDA available) discussion of your strategy and vision. Whether you are considering an unsolicited offer from a buyer, starting a sale process, or making an offer to acquire, now it is time to take action. We are well-prepared to assist you in evaluating your options and navigating these dynamic market conditions. Thomas E. Blaige, Chairman & CEO tblaige@blaige.com C: 312-806-4000 O: 312-337-5200 www.blaige.com www.blaigeindustryanalytics.com Chicago Office: One Magnificent Mile, 980 North Michigan Avenue, Suite 1350 Chicago, IL 60611 Miami Office: Brickell Arch Plaza, 1395 Brickell Avenue, Suite 800 Miami, FL 33131

  • ONE OFFER IS NO OFFER – A STUDY: Sellers pursuing preemptive offers risk getting "fleeced" on both ends

    In light of the evolving M&A market, we are updating our report from nearly two years ago to reflect our current performance metrics and align our insights with the present M&A market environment. The current analysis not only reaffirms our previous recommendation against preemptive offers but also sheds light on the intensified challenges buyers face in today's economic climate. These challenges make it increasingly difficult for them to deliver on preemptive offers, underscoring our suggestion to completely avoid such offers. Taming the Beast/Shifting Market Power to Your Advantage to Maximize Value In past decades, business owners received a few inquiries per year and were faced with the question of how and when to sell when they were ready to retire, but today the question is much different.  Due to technology and the proliferation of private equity, owners now are inundated so frequently (monthly or weekly) with inquiries and offers (from over 2,000 US financial buyers and over 4,000 US publicly traded strategic buyers) that the question is now whether they will eventually “settle” for an unsolicited offer or turn the tide to “tame the beast” and take control of the process to get justly rewarded for the decades of blood, sweat, and tears.  Owners need to manage the process rather than let the process manage them.  Unfortunately, we see weakness and “settling” as a growing trend as owners get fatigued (on top of pandemic related stress and exhaustion) and/or convinced that a quick, “secret” deal will bring the best results while saving on fees. Pursuing preemptive/one-off deals is only guaranteed to maximize seller remorse once the dust settles. Pursuing Preemptive Offers - Risk of Getting “Fleeced” or Facing “Broken Deals” Engaging in a preemptive offer presents a two-fold risk. Sellers risk undervaluing their assets on the way in, with non-competitive letter of intent valuations. On the way out, the vulnerability to an "11th hour price haircut" before closing can further depress the final selling price, emphasizing the need to avoid being "fleeced". Sellers, eager to streamline the transaction, might unwittingly be leaving millions of dollars on the negotiating table. Empirical research reveals preemptive offers tend to settle in at a mere 70% of the final price that competitive processes can yield, giving the buyer a 30% discount. Serious Indications of Interest (typically 10 data points) This initial markdown is further compounded, as subsequent negotiations post the Letter of Intent (LOI) can yield an additional 5-10%, primarily due to the lack of leverage (nearly all deals today involve a last minute “haircut” request. Our observations reveal that when the exclusivity period begins upon the signing of the LOI with a preemptive buyer, it breeds a sense of complacency and lethargy in the buyer, effectively placing the seller in a precarious "zombie state". This phenomenon, as observed by Blaige, further leads to "broken deals". Private equity buyers now require a “Quality of Earnings” study and a “Customer Stability Survey” prior to closing – this is the “set up” for haircut. Blaige case studies further demonstrate that preemptive offers often fall short by 40-60% compared to those obtained through competitive processes. As shown in the table below, we achieved a 49% average premium over preemptive offers in recent years. We obtained 60 offers, (an average of seven per deal), and only one of the preemptive parties prevailed in the Blaige process, but paid an 89% premium over their preemptive offer. Our clients went through meticulous preparation of the sale process that led them towards accomplishing premium-value transactions. All were approached with preemptive offers and tempted to pursue independent sales. Their confidence in the Blaige Secret Sauce proved well-founded, yielding results that far surpassed expectations. The Three Key Elements of the “Blaige Secret Sauce”: Advantageously position the company to tell a compelling story. Politely disregard preemptive offers. Create a discrete, highly competitive bidding process. While empirical research points to a 30% valuation discount associated with preemptive offers, when considering the broader picture, sellers embracing preemptive offers face an overall average loss ranging from 35% to 60%. A highly orchestrated competitive process ensures not only that sellers receive the premium value for their assets but also empowers them to take control over partner selection, not vice versa. Opting for this approach enables sellers to navigate negotiations with strength and confidence, minimizing the risk of "broken deals" that may arise after the signing of the LOI. Conclusion and Recommendation The current analysis not only reaffirms our previous recommendation against preemptive offers but also sheds light on the intensified challenges buyers face in today's economic climate. These challenges make it increasingly difficult for them to deliver on preemptive offers, underscoring our suggestion to completely avoid such offers. From our extensive experience, we can guarantee that pursuing preemptive offers almost always ends in seller remorse and sub-par value once the dust settles. Although each case is unique, we have observed a clear set of ingredients in high-premium valuation deals. We can do the same for you. Don’t get “fleeced”! BLAIGE & COMPANY, with offices in Miami and Chicago, is an investment bank dedicated exclusively to the packaging, plastics, and chemicals industries. The Blaige team has decades of transaction experience, has completed over 200 transactions, and has visited and evaluated over 600 packaging, plastics, and chemicals operations all over the world. Blaige & Company’s proprietary research department, Blaige Industry Analytics (BIA), encompasses over 10,000 M&A transactions since 2000 on a worldwide basis. The U.K.-based magazine Acquisition International named Tom 2015 Sector Focused CEO of the Year, and Blaige & Company - Sector Focused Investment Bank of the Year in 2013, 2015, 2017, 2021, 2022, and 2023. Blaige is an in-house M&A advisor and active member of Flexible Packaging Association (FPA), Contract Packaging Association (CPA), Western Plastics Association (WPA), Association for Corporate Growth (ACG). Thomas Blaige, CEO & Chairman tblaige@blaige.com Mobile: (312) 806-4000 Office: (312) 337-5200 www.Blaige.com www.BlaigeIndustryAnalytics.com www.PackagingMergersAndAcquisitions.com

  • Pouch Converters are Hot Commodities

    Blaige & Company (“Blaige”) has been tracking the expansive printed/converted flexible packaging sector mergers and acquisitions (“M&A”) activity and the shifting competitive landscape due to consolidation for over two decades. Our research indicates that the pouch converting niche is a “lightning rod” for M&A deals as exemplified by the ever-increasing demand for acquisitions and record purchase price premiums. Due to the strong industry advantages and wide recognition of the successful consolidations, pouch converters can demand large valuation premiums in both strong and weak economic cycles. Pouch converters are now on the global stage. What makes them such “hot commodities”? Pouch converters represent one of the most attractive M&A targets with strong valuation premiums due to the sector’s above average growth characteristics. The USD 42.3 billion global pouch converting market is expected to grow at 5.9% annually between 2023 and 2030. The pouch niche is continuously attracting new participants through both startups and conversions. The key end market is food & beverage, which represents 55% of all pouch demand, with the remaining 45% evenly distributed between healthcare, homecare, personal products, and other. Several drivers account for the superior growth and valuations relative to mainstream packaging companies including the following: Market share shift favoring pouches versus alternative packaging solutions including bags as well as fiber, metal, and rigid plastic packaging containers. Sustainability advantages in source reduction up to 90% relative to traditional rigid packaging applications such as folding cartons (including multi-wall bags inside), blow molded / thermoformed / metal containers (including caps or lids and pressure sensitive, shrink or glue-applied labels). Superior food shelf life via barrier properties of high-tech co-extruded / laminated films and foils relative to rigid container alternatives. Foil pouches also provide production advantages for retort applications (food cooked within the pouch). Superior dispensing and serving applications via the use of innovative fitments/closures and the use of single serve stick packs and sachets. Marketing advantages in the ability for the pouch to reflect striking printed graphics on the primary package versus on a separate, attached label. Valuation Premiums As the pouch market matures, many first movers and innovators which have established a market foothold attracts valuation premiums as suitors seek to acquire versus build on their own. Due to the unique drivers previously discussed, valuation multiples for niche pouch converters exceed those for mainstream packaging converters - thus pouch converters are hot commodities! Founders Are Leaving Millions on the Table. Pouch converters constantly receive unsolicited one-off offers, and all of our recent clients had multiple seemingly solid offers in hand when we were hired. Yet not one of those offers, if they would have eventually closed, would have prevailed in our process — they were substantially inferior in all respects. The biggest mistake is for founders to “reactively” accept an unsolicited offer without turning the tables and “proactively” managing a competitive process and therein controlling the selection process. A proactive approach, in our experience, results in a 20-30% price difference; superior non-price terms and conditions (escrows, employment agreements, deferred payments); a significantly greater probability to close quickly with minimal organizational disruption and most important: the leverage to maintain the original price. Eleventh-hour price adjustments are almost a given in today’s world, and sellers must establish solid backup offers in order to fend off last minute attacks, strategically planned for just prior to the expected closing date when the seller is most vulnerable and expected to “cave”. In our experience, institutions are keenly aware of this dynamic, and it is estimated that when selling a portfolio company, a professional competitive process is utilized 99% of the time (unfortunately, professional M&A investors know something that many founders, although successful in their own right, are still learning). Blaige Process Can Add Millions, Protect Your Staff, and Avoid Broken Deals, Which Destroys Value and Upsets Your Organization. Blaige runs an effective process that has a proven track record - achieving an average 48% premium over expected value in last 8 closings. Our “Secret Sauce” involves using our strategic knowledge of the sector to identify your strengths to tell the best story in a “Shark Tank” world, selectively exposing your opportunity to our proprietary global pouch converter contact network, and utilizing the industry’s most experienced and talented deal makers to create maximum competitive bidding pressure amongst an average of 8 serious bidders per deal, negotiating the material terms of the deal, creating and managing a virtual data room with hundreds of documents, controlling access to your staff, customers and suppliers, insulating you from the heavy negotiations in order for you to preserve goodwill with the new owner of your “baby” post-closing, and decisively close your deal. Every pouch converter is unique, so let’s start a conversation and strategize on the future of your company and expansive opportunities uniquely available to you as a member of the most treasured segment in M&A today. COMPLIMENTARY CONSULTATION Blaige & Company provides a multitude of advisory services, which can assist pouch converter owners, investors, board members, and senior managers to benchmark, enhance, and harvest the value in their companies. When it comes to selling, buying, funding, or evaluating pouch converters, Blaige & Company is the industry-dedicated advisor most qualified to guide you through a successful process. Blaige & Company is the clear industry leader in the pouch M&A. We look forward to engaging with you in a no-obligation, confidential discussion (NDA available) of your strategy and vision. Whether you are considering an unsolicited offer from a buyer, starting a sale process, or making an offer to acquire, we are well prepared to assist you in evaluating your options and navigating these dynamic market conditions. Blaige & Company / Blaige Industry Intelligence, with offices in Miami and Chicago, is an investment bank and market intelligence expert dedicated exclusively to the packaging, plastics, and chemicals industries. The Blaige team has decades of transaction experience, has completed over 200 transactions, and has visited and evaluated over 600 packaging, plastics, and chemical operations all over the world. This year Blaige & Company celebrates its 20-year Anniversary. Thomas E. Blaige, Chairman & CEO tblaige@blaige.com, C: 312-806-4000 Chicago Office: One Magnificent Mile, 980 North Michigan Avenue, Suite 1350, Chicago, IL 60611 Miami Office: Brickell Arch Plaza, 1395 Brickell Avenue, Suite 800, Miami, FL 33131

  • Plastics Processors Are Hot Commodities

    INTRODUCTION Blaige & Company (“Blaige”) has been a leader in the plastics processing industry and its supply chain for over two decades. In addition to closing numerous transactions with industry leaders, our leadership position is exemplified by our proprietary research through our affiliate Blaige Industry Intelligence (“BII”), covering the competitive dynamics of the plastics processing and converting industry, and, in particular, the impact of consolidation of the participants throughout the supply chain. BII research indicates that the plastics sector is a “lightning rod” for M&A deals, as illustrated by the ever-increasing demand for acquisitions and record purchase price premiums paid for plastics processors.​ The plastics processing sector has unique characteristics or “valuation drivers”, which contribute to above-average valuation premiums, thus, plastics companies are “hot commodities”. There are three distinct plastics market valuation drivers: (1) extreme fragmentation, (2) broadening consolidation trends favoring the small/mid cap converter universe, and (3) global brands that are demanding larger platforms and supply networks, which in turn is driving demand for small/mid-caps as large caps continue to build up platforms.​ Through the pandemic, domestic plastics processors in all sectors have reconfirmed their “scarcity value” due to their positions as one of a finite number of key North American suppliers. Many founder-owned plastics processors continue to be “rewarded” with premium valuations in 2023 due to the scarcity value.​ These plastics leaders have largely been those, which responded positively and drove success through the pandemic-induced uncertainty in sourcing resins/additives, raw materials, labor, input price inflation, scarcity/volatility, and supply chain/sourcing issues. Those that have successfully navigated these hurdles while remaining profitable are highly sought-after in today’s market. As a result, the historically strong multiples in plastics M&A remain at the record levels for “leaders”. ​ Those continuing to struggle with losses post pandemic need to be cautious due to the tight credit market with rising interest rates. Valuations have dropped for troubled companies as a result of the “flight to quality” by bank credit and private equity investment committees on the heels of a banking crisis earlier this year.​ WHY PLASTICS PROCESSORS ARE HOT COMMODITIES? ​ 1. Extreme Fragmentation Attracting a Growing Number of Consolidators, Record Amounts of Investment Capital, and Driving up Valuations for All Sector Participants. ​ The plastics industry structure is the most fragmented we have found, and naturally it generates a significant level of M&A, as the natural consolidation occurs among the hundreds of processors (in any given sector). This consistent demand can drive value and positively influence multiples.​ BII recently publish ed the 21-year Plastics, Packaging, and Chemicals M&A Consolidation Study where we studied over two thousand processors and converters in seven segments throughout the plastics supply chain over the past two decades. global plastics deal activity has more than doubled over the past 21 years, increasing from 215 in 2001 to 550 in 2021. ​ The industry is made up of primarily small/mid-sized companies, 82% of processors and converters have annual sales of less than $100 million, with 72% under $50 million. However, the majority of the M&A activity is occurring among the large-cap processors, which have established the competitive advantage against the small/mid-cap processors. The big processors are getting bigger, while putting an increasing pressure on the smaller, founder-led businesses. ​ Those companies with greater access to capital are approximately four times larger than their privately funded counterparts, placing them in a stronger position to survive fluctuations and fund projects for growth. ​ Small/mid-cap processors that do not seek access to capital through M&A as a strategic tool may likely find themselves in the position where they need to take the risk of “betting the farm” to secure sources of capital.​ In the plastics industry, M&A deals involving private equity, either platforms or add-ons, have grown from a 15% share of deals to 49% in twenty years. ​ This fragmentation creates a strong attraction and​ an above-average demand, resulting in premium valuations for niche, high-performing small/mid-cap plastics processors. A significant number of small/mid-cap entities are available for consolidators as “building blocks” to create national and global entities. Thus, the high fragmentation attracts investment capital backing consolidators seeking to accelerate top-line growth through acquisitions and drives up the valuation premiums. The two favorable demographic factors that are fueling current plastics M&A are: founder retirement and lifestyle adjustments.​ Due to the short history of the plastics industry just since the World War 2 (1940s), there is an increasing number of founders seeking succession solutions. ​Driven by post-pandemic lifestyle preferences, more founders are studying succession options for them and their families.​ Due to the above factors, plastics founders in record numbers are now seeking to understand how they can optimize their individual situations when it comes to M&A strategy for succession. ​ Once they engage in a discussion with us, our team can best determine how to more positively position the company to the preferred types of strategic and financial partners.​ 2. Historical Large-Cap Consolidation Trend Moving Downstream to Small/Mid-Cap Processors Over the Next Decade, Increasing Demand for and Valuation of Regional Processors. ​The consolidation trend over the past two decades has been concentrated amongst large-cap processors, with 76% of the top 50 plastics processors that merged or sold since 2001. ​ However, over the next decade, the consolidation trend will shift to the most fragmented and least consolidated segment of small/mid-cap plastics processors, which will demand greater premiums.​ 3. Global Customers / Brand Owners Demand Expansive Footprint and Multiple Products, Inducing Large-Caps to Acquire Small/Mid-Cap Processors, Thus, Increasing Demand and Valuations. Over the past decade, small/mid-cap regional service-oriented won tremendous volumes of business from large-caps which initially stumbled in integration while they assembled large platforms. However, the dust has now largely settled, and the landscape matured, so now large-cap suppliers are more effectively using their global footprint and bundling strategies to win back previously lost business. This puts single-plant, privately held plastics processors at a strong disadvantage. ​ Global brand owners not only require high quality and service, in which niche suppliers excel, but they also demand a broader offering with consistency across multiple geographies worldwide. ​ In order to face this growing trend, many large-cap plastics processors are seeking to establish this scale by acquiring regional small/mid-cap processors, many of which will overcome weaknesses (single-plant/process) by securing a larger partner, with which to “weather the storm.” ​ WHAT HEADWINDS TO ANTICIPATE? ​ Multiple strengthening headwinds caused by the consolidation over the past two decades are driving small/mid-cap owners and their successors to consider financial or strategic partners. ​ 1. Customers Are Demanding Suppliers with the Scale to Offer Multiple, Redundant Operations and Broader Capabilities and Processes, which are Often Beyond the Budget of Most Small/Mid-Cap Plastics Processors. Consolidation-induced scale advantages resulting from international footprint and vertical/horizontal integration established over the past two decades have provided major advantages to large consolidators, creating competitive pressure making it more and more difficult for small/mid-cap processors to compete.​ This “tectonic shift” has tilted the competitive landscape against small/mid-cap processors. Now, as the dust has settled from the first two decades of consolidation, large-cap leaders are refining their strategies and deploying major capital to wrestle the business away from small/mid-cap processors.​ 2. Horizontal and Vertical Integration Shifting Cost Structures and Tilting Competitive Landscape Against Small/Mid-Caps. ​ Large-cap consolidators have utilized vertical integration to gain significant cost advantages by establishing captive sources of substrates. Large-cap processors have also pursued horizontal integration to offer customers multiple complementary products, such as a establishing a one-stop shop for food/beverage/personal care containers produced via injection molding, blow molding, thermoforming, and blown film extrusion processes. ​ 3. Environmental, Social and Governance (ESG) Push Making It Increasingly Costly and Difficult to Compete. Global brand owners such as P&G, Cargill, Amazon, and Apple are mandating suppliers to adopt costly ESG practices, which can overwhelm small/mid-cap processors. As these global entities evolve, and new generations of management take over, it is expected that large-cap processors will gain a significant advantage by aligning with ESG practices. This advantage will be utilized to attract substantial portions of business away from small/mid-cap processors. ​ 4. Succession Crisis: “Betting the Farm”. Succession-planning-driven plastics sector M&A is expected to reach record levels in the next decade, primarily due to the age of founders and first- and second-generation business owners. Second- and third- generation owners are realizing that the headwinds and challenges in the new plastics industry structure will make it increasingly difficult, if not impossible, to replicate the success achieved by their parents and grandparents without access to institutional or strategic capital. ​ HOW TO SECURE THE VALUE CREATED OVER PAST DECADES? ​ Founders and their families are realizing that the competitive landscape has shifted due to consolidation. They now understand that securing a strategic or financial partner could be the best option to safeguard their legacy and organization for the future instead of “betting the farm”. Moreover, by avoiding pre-emptive offers and initiating a competitive process with Blaige, which highlights the growth opportunities to the appropriate universe of potential partners, a premium valuation can be achieved. Our process ensures that your plastics business is recognized as a very “hot commodity”.​ Thomas Blaige, CEO and Chairman of Blaige & Company stated: “While empirical research points to a 30% valuation discount associated with pre-emptive offers, our practical experience points to a much greater discount, 48% over the past 8 deals. ​ Thus, while all founder-owned processors can expect pre-emptive offers in today’s M&A market, they should avoid them at all costs, undertake a professional and methodical negotiation strategy, and partner with Blaige & Company.” Download the full article: ​

  • Label Companies are Hot Commodities

    INTRODUCTION Blaige & Company (“Blaige”) has been a leader in the label converting industry and its supply chain for over two decades. In addition to closing numerous transactions with industry leaders, our leadership position is exemplified by our domain “www.LabelMergersAndAcquisitions.com”, our proprietary research through our affiliate Blaige Industry Intelligence (“BII”), covering the competitive dynamics of the label converting industry, and, in particular, the impact of consolidation of the participants throughout the supply chain, and our long-time partnership with Alexander Watson Associates (“AWA”). BII research indicates that the label sector is a “lightning rod” for M&A deals, as illustrated by the ever-increasing demand for acquisitions and record purchase price premiums paid for label converters. The label converting sector has unique characteristics or “valuation drivers” which contribute to above average valuation premiums; thus, label companies are “hot commodities.” There are four distinct label market valuation drivers: (1) extreme fragmentation, (2) broadening consolidation trends favoring the small/mid-cap converter universe (3) CPGs are demanding larger platforms and supply networks, which in turn is driving demand for small/mid-caps as large-caps continue to build up platforms, (4) favorable packaging industry trends which drive organic growth and therein higher valuation multiples for label converters. However, small/mid-cap label converters are also exposed to unique risks, where scale/footprint/redundant facilities, vertical/horizontal integration, ESG, and pressure for successors to “bet the farm” just to survive and for a fortunate few, thrive. Therefore, securing a strategic or financial partner is a logical strategy for many small/mid-cap label converters to secure a strong future. WHY LABEL CONVERTERS ARE HOT COMMODITIES? 1. Extreme Fragmentation Attracting a Growing Number of Consolidators, Record Amounts of Investment Capital, and Driving up Valuations for All Sector Participants. With 3,400 label converting operations in North America (according to AWA research), the label sector is the most fragmented among all the industries we have studied. This fragmentation creates a strong attraction and an above-average demand, resulting in premium valuations for niche, high-performing small/mid-cap label converters. A significant number of small/mid-cap entities are available for consolidators as “building blocks” to create national and global entities. Thus, the high fragmentation attracts investment capital backing consolidators seeking to accelerate top-line growth through acquisitions and drives up the valuation premiums. 2. Historical Large-Cap Consolidation Trend Moving Downstream to Small/Mid-Cap Converters Over the Next Decade, Increasing Demand for and Valuation of Regional Converters. The consolidation trend over the past two decades has been concentrated amongst large-cap converters, with 76% of the top 50 label converters that merged or sold since 2003. However, over the next decade, the consolidation trend will shift to the most fragmented and least consolidated segment of small/mid-cap label converters, which will demand greater premiums. 3. Global Customers / Brand Owners Demand Expansive Footprint and Multiple Products, Inducing Large-Caps to Acquire Small/Mid-Cap Converters, Thus, Increasing Demand and Valuations. Over the past decade, small/mid-cap regional service-oriented converters won tremendous volumes of business from large-caps which initially stumbled in integration while they assembled large platforms. However, the dust has now largely settled, and the landscape matured, so now large-cap suppliers are more effectively using their global footprint and bundling strategies to win back previously lost business. This puts single-plant, privately held label converters at a strong disadvantage. Global brand owners not only require high quality and service, in which niche suppliers excel, but they also demand a broader offering with consistency across multiple geographies worldwide. In order to face this growing trend, many large-cap label converters are seeking to establish this scale by acquiring regional small/mid-cap converters, many of which will overcome weaknesses (single-plant/process) by securing a larger partner, with which to “weather the storm.” 4. Packaging Industry Trends Favoring Labels Provide Numerous Organic Growth Opportunities and Increasing Valuation Multiples. Unique growth opportunities provide label converters with demand and valuation premiums that exceed those of standard packaging companies. Examples of organic growth opportunities in value-added high-margin application include the following: a. Extended Content/Booklet/Sleeve Labels Benefiting from Source Reduction and Increased Disclosure Trends. Source reduction initiatives have shifted demand away from folding cartons and inserts to narrow web label alternatives. In addition to source reduction, legislation is imposing stricter disclosure requirements for pharmaceuticals, nutraceuticals, and OTCs, driving demand for narrow web alternatives. b. Advances in Label Technology as Applied to Logistics and Supply Chain Management are Driving Tremendous Growth. In particular, Smart Label Technology, Radio Frequency Identification (RFID), Temperature Monitoring and Inventory Tracking are of great interest and drive multiples. c. Demand is Growing for Security Applications Where Labels are Used for High Value Products. Label end markets such as medical, pharma, nutraceutical, cannabis, clean room, electronics, food & beverage, personal care/cosmetics, and consumer goods require high level security tamper-proof and/or serialized label applications. d. Digital / On-Demand Printing (POD) Gaining Share, Driving Growth. Digital printing technology is gaining share as it enables POD, largely driven by the widespread adoption of e-commerce and the proliferation of short-run niche goods and beverage products. WHAT HEADWINDS TO ANTICIPATE? Multiple strengthening headwinds caused by the consolidation over the past two decades are driving small/mid-cap owners and their successors to consider financial or strategic partners. 1. Customers Are Demanding Suppliers with the Scale to Offer Multiple, Redundant Operations and Broader Capabilities and Processes, which are Often Beyond the Budget of Most Small/Mid-Cap Label Converters. Consolidation-induced scale advantages resulting from international footprint and vertical/horizontal integration established over the past two decades have provided major advantages to large consolidators, creating competitive pressure making it more and more difficult for small/mid-cap converters to compete. As BII research indicates, those with greater access to capital are approximately three and a half times larger than their privately funded counterparts, placing them in a stronger position to survive fluctuations and fund projects for growth. This “tectonic shift” has tilted the competitive landscape against small/mid-cap converters. Now, as the dust has settled from the first two decades of consolidation, large-cap leaders are refining their strategies and deploying major capital to wrestle the business away from small/mid-cap converters. AWA’s President and CEO, Corey Reardon noted, “The accelerating consolidation is rapidly changing the landscape of the label industry, which will be unrecognizable within ten years.” 2. Horizontal and Vertical Integration Shifting Cost Structures and Tilting Competitive Landscape Against Small/Mid-Caps. Large-cap consolidators have utilized vertical integration to gain significant cost advantages by establishing captive sources of substrates. Large-cap converters have also pursued horizontal integration to offer customers multiple complementary products, such as multicomponent flexible/rigid packaging systems “bundling”, such as labels with rigid containers and labels with downstream equipment (“razor/razor blade” strategy). Ron Giordano, Blaige Executive Advisor and former Chairman and CEO of HS Crocker Co., Inc. (now TC Transcontinental) stated: “Over my 50 years at HS Crocker (the country’s first pharma label converter founded in 1856), has reflected a noticeable increase in competitive pressure, largely driven by global consolidation in the label supply chain. Specifically, our competitors completed dozens of acquisitions and vertically integrated to produce their own substrates, horizontally integrated to supply bundle s and systems to customers, and invested in printing technology beyond the reach of privately funded companies. Thus, label converters with second and third generation owners are strongly advised to consider partnerships to stay competitive over the next decade, which is expected to be the most difficult in the past 50 years in labels.” 3. Environmental, Social and Governance (ESG) Push Making It Increasingly Costly and Difficult to Compete. Global brand owners such as P&G, Cargill, Amazon, and Apple are mandating suppliers to adopt costly ESG practices, which can overwhelm small/mid-cap converters. As these global entities evolve, and new generations of management take over, it is expected that large-cap converters will gain a significant advantage by aligning with ESG practices. This advantage will be utilized to attract substantial portions of business away from small/mid-cap converters. 4. Succession Crisis: “Betting the Farm”. Succession-planning-driven label sector M&A is expected to reach record levels in the next decade, primarily due to the age of founders and first- and second-generation business owners. Second- and third- generation owners are realizing that the headwinds and challenges in the new label industry structure will make it increasingly difficult, if not impossible, to replicate the success achieved by their parents and grandparents without access to institutional or strategic capital. HOW TO SECURE THE VALUE CREATED OVER PAST DECADES? Founders and their families are realizing that the competitive landscape has shifted due to consolidation. They now understand that securing a strategic or financial partner could be the best option to safeguard their legacy and organization for the future instead of “betting the farm.” Moreover, by avoiding pre-emptive offers and initiating a competitive process with Blaige, which highlights the growth opportunities to the appropriate universe of potential partners, a premium valuation can be achieved. Our process ensures that your label business is recognized as a very “hot commodity.” Thomas Blaige, CEO and Chairman of Blaige & Company stated: “While empirical research points to a 30% valuation discount associated with pre-emptive offers, our practical experience points toa much greater discount, 48% over the past 8 deals. Thus, while all founder-owned label converters can expect pre-emptive offers in today’s M&A market, they should avoid them at all costs, undertake a professional and methodical negotiation strategy, and partner with Blaige & Company.” Download the full article:

  • Label Sector M&A Market Study 2022

    Continued Consolidation In The Label Segment In 2022 the Label segment experienced an unprecedented consolidation, which is expected to continue through 2023, as companies seek to capitalize on the opportunities arising from changing consumer behaviors and technological advancements. The Label M&A deal volume has more than doubled since 2003. Representing a nearly 4.5% increase over the deal count in 2021 and a nearly 15% increase over the deal count in 2020, the Label M&A activity is evidently thriving. BII is projecting a 5% increase in packaging related deals in 2023 compared to 2022 and a slight decrease in overall plastics industry. We expect consumables related industries, such as Labels, flexible and rigid packaging, to remain strong. We expect a decline in cyclicals industries and businesses due to macroeconomic headwinds that will negatively impact industrials related M&A, which we predict will decrease 5% compared to 2022. Capital goods related segments, such as machinery and segments with exposure to the building / construction and transportation industries are most at risk. Global transaction multiples are at record levels and expected to remain strong. Buyers have access to large amounts of inexpensive cash and are prepared to invest in M&A opportunities. While the number of Label sector M&A deals did not reach prior record levels, the competitive significance of the consolidations experienced in 2022 is unprecedented. Download the full article:

  • Co-Pack/Co-Man Companies are Hot Commodities!

    Blaige & Company (“Blaige”), is a Member, In-house M&A Advisor / Affinity Partner, and State of the Industry Report Contributor for the Contract Packaging Association (“CPA”). We are www.ContractPkgMfgMergersandAcquisitions.com. Blaige has been tracking the expansive global packaging sector mergers & acquisitions (“M&A”) activity and the shifting competitive landscape due to consolidation for over two decades. Our research indicates that the Co-Pack/Co-Man (“C-P/C-M”) sector is a “lightning rod” for M&A deals as exemplified by the ever-increasing demand for acquisitions and record purchase price premiums. What makes them such “hot commodities”? High consolidation potential, fast growth, above average margins, low capital intensity, and the existence of many attractive, high barrier niches are the primary drivers attracting record amounts of institutional capital to the sector. Outsourcing Trend Spawning Hundreds of Dynamic, Fast Growth Upstarts. The growing trend for large brand owners to more narrowly focus and thus “outsource” the downstream production / packaging / logistics segments of their supply chains has spawned hundreds of small-cap and mid-cap independent/family C-P/C-M organizations over the past two decades. Thus, the segment is extremely fragmented and ripe for consolidation. According to the CPA State of the Industry Report by Melville Group (to which Blaige contributed the M&A section), C-P/C-M sector growth is twice as fast as the industries they serve. The sector-wide growth is forecast to remain strong at over 10%. Many Attractive, High Competitive-Barrier Niches with Significant Service / Value-Added Components (Higher Margins). Many C-P/C-M end markets such as medical, pharma/nutraceutical, cannabis, clean room/electronics, food/beverage, personal care/cosmetics, and consumer goods require customer qualification/stringent operational and regulatory protocols — such as scorecards and audits, segment in M&A today — Co-Pack/Co-Man! FDA and SQF certifications, which create high barriers to competition and provide the opportunity for high service/value-added and above average margins. Further, the fact that most C-P/C-M products are consumable and serve stable, non-cyclical end markets and that the operations are typically less capital intensive than flexible/rigid packaging manufacturing (extrusion, printing, etc.), they maximize: free cash flow and confidence in protected future growth, and therein cash flow financing ability and ultimately valuations. Co-Pack/Co-Man Sector - Now on a Global Stage. The Blaige section of the CPA State of the Industry Report includes six case studies of private equity firms that successfully built several large C-P/C-M platforms through acquisitions. Several are on their second or third platform in the space, growing from humble beginnings with $20-30 million in sales to $200-$300 million in sales, which has created a buzz, precipitating a feeding frenzy among institutional investors with many more looking to jump in, thus creating continuous incremental upward pressure on valuations. Due to the unique industry characteristics and wide recognition of the successful consolidations previously discussed, C-P/C-M companies can demand large valuation premiums in both strong and weak economic cycles. Founders Are Leaving Millions on the Table. C-P/C-M founders constantly receive unsolicited one-off offers, and all of our recent clients had multiple seemingly solid offers in hand when we were hired. Yet not one of those offers, if they would have eventually closed, would have prevailed in our process — they were substantially inferior in all respects. The biggest mistake is for founders to “reactively” accept an unsolicited offer without turning the tables and “proactively” managing a competitive process and therein controlling the selection process. A proactive approach, in our experience, results in a 20-30% price difference; superior non-price terms and conditions (escrows, employment agreements, deferred payments); a significantly greater probability to close quickly with minimal organizational disruption and most important: the leverage to maintain the original price. Eleventh-hour price adjustments are almost a given in today’s world, and sellers must establish solid backup offers in order to fend off last minute attacks, strategically planned for just prior to the expected closing date when the seller is most vulnerable and expected to “cave”. In our experience, institutions are keenly aware of this dynamic, and it is estimated that when selling a portfolio company, a professional competitive process is utilized 99% of the time (unfortunately, professional M&A investors know something that many founders, although successful in their own right, are still learning). Blaige Process Can Add Millions, Protect Your Staff, and Avoid Broken Deals, Which Destroys Value and Upsets Your Organization. Blaige runs an effective process that has a proven track record - achieving an average 48% premium over expected value in last 8 closings. Our “Secret Sauce” involves using our strategic knowledge of the sector to identify your strengths to tell the best story in a “Shark Tank” world, selectively exposing your opportunity to our proprietary global C-P/C-M contact network, and utilizing the industry’s most experienced and talented deal makers to create maximum competitive bidding pressure amongst an average of 8 bidders per deal, negotiating the material terms of the deal, creating and managing a virtual data room with hundreds of documents, controlling access to your staff, customers and suppliers, insulating you from the heavy negotiations in order for you to preserve goodwill with the new owner of your “baby” post closing, and decisively close your deal. Every C-P/C-M company is unique, so let’s start a conversation and strategize on the future of your company and expansive opportunities uniquely available to you as a member of the most treasured segment in M&A today — Co-Pack/Co-Man! Blaige & Company provides a multitude of advisory services, which can assist C-P/C-M/3PL owners, investors, board members, and senior managers to benchmark, enhance, and harvest the value in their companies. When it comes to selling, buying, funding, or evaluating C-P/C-M/3PL and Logistics companies, Blaige & Company is the industry-dedicated advisor most qualified to guide you through a successful process. As a CPA member and designated inhouse member M&A advisor, we would look forward to engaging with you in a no-obligation, confidential (NDA available) discussion of your strategy and vision. Whether you are considering an unsolicited offer from a buyer, starting a sale process, or making an offer to acquire, there are five primary advisory services categories that we offer, which can potentially apply to your situation. Thomas E. Blaige, Chairman & CEO tblaige@blaige.com C: 312-806-4000 Chicago Office: One Magnificent Mile, 980 North Michigan Avenue, Suite 1350, Chicago, IL 60611 Miami Office: Brickell Arch Plaza, 1395 Brickell Avenue, Suite 800, Miami, FL 33131

  • Plastics and Packaging M&A 2022 Review / 2023 Outlook

    Introduction: 2022 was an active year for M&A in the plastics and packaging industries. While the total deal count decreased from the record 550 deals in 2021 to 534 in 2022, the deal count still remains strong into 2023, well above the long-time average of 452. Flexible Packaging saw continued strength in strategic deal activity: Dazpak Flexible Packaging (H.I.G. Capital Partners) completed three add-on acquisitions. Blaige previously sold Action Point, Inc. and Signature Flexible Packaging to H.I.G. Capital Partners. PPC Flexible Packaging (GTCR) acquired Plastic Packaging Technologies (former Blaige client). Sigma Group acquired Marflex M.J. Maillis (Blaige completed several deals with Sigma Group). Blaige represented WePackItAll, a company at the forefront of stick pack packaging, on its sale to Akoya Capital Partners. Flexible Packaging also had many global megadeals including: Apollo Global Management acquired Novolex (Carlyle Group), EV: $6 billion. SIG Group AG (SWX: SIGN) acquired Scholle IPN, EV: $1.53 billion; EV/EBITDA: 15.1x. Sealed Air (NYSE: SEE) acquired Liquibox (Olympus Partners) EV: $1.15 billion; EV/EBITDA: 13.5x. Labels saw a tremendous amount of financial sponsored add-ons. AWT Labels and Packaging, Brook & Whittle, Fortis Solutions Group, All4Labels Group GmbH, Resource Label Group, and I.D. Images all completed three or more add-ons, and as a group, the six completed nearly 30 acquisitions. Injection Molding / Blow Molding / Rotational Molding saw serial acquirers cross over into injection molding with acquisitions spanning all three segments including Tank Holdings (Olympus Partners) acquisitions of Semco Plastic Company, Dutchland Plastics (A&M Capital Advisors), and Solar Plastics (ATEK Companies). Profile, Pipe, and Tubing saw a high number of high-value deals in the building products sector including: SVP Global acquired Associated Materials, EV: $950 million. Associated Materials was acquired by Hellman & Friedman from Investcorp and Harvest Partners in 2010 for $1.3 billion. Atkore completed three deals: United Poly Systems (H.I.G. Capital Partners), Northwest Polymers, and Cascade Poly Pipe & Conduit. Saint-Gobain acquired Kaycan, EV: $820 million, EV/EBITDA: 11.2x. Commercial Metals Company acquired Tensar (Castle Harlan), EV: $550 million, EV/EBITDA: 9.2x. Resins, Colorants, and Compounds saw a large amount of financial sponsored add-ons including: Prince International Corporation (American Securities) acquired Ferro Corporation. Rebranded as Vibrantz Technologies, EV: $2.1 billion, EV/EBITDA: 12.4x. SK Capital acquired Valtris Specialty Chemicals (H.I.G. Capital Partners). Two SK Capital portfolio companies completed add-ons: Geon Performance Solutions acquired Cary Compounds and Ascend performance acquired Circular Polymers. Gryphon Investors acquired Techmer from SK Capital. Outlook and Recommendation Overall, Blaige is projecting 529 plastic and packaging deals in 2023, a slight decrease from the 2022 total deal count of 534. Blaige & Company expects consumables related industries, such as flexible and rigid packaging, to remain strong. We predict a 5% increase in packaging related deals in 2023 compared to 2022, and a 2% increase in raw material deals. We expect a decline in cyclicals industries and businesses due to macroeconomic headwinds that will negatively impact industrials related M&A, which we predict will decrease 5% compared to 2022. Capital goods related segments, such as machinery and segments with exposure to the building / construction and transportation industries are most at risk. Well-performing niche processors and converters can demand premium valuations in both strong and weak economies, as Blaige has proven over the past several decades. Owners who are contemplating a sale or recapitalization in the next few years should move sooner versus later to lock in the current plastic and packaging M&A market euphoria, which, when combined with the Blaige & Company Process or the “Secret Sauce”, will result in a significant market valuation premium. Based on our unique understanding of the plastics and packaging markets, Blaige recommends that processors commit to growing up to $100 million in sales or more to secure a solid competitive position for future success. Today’s decisions may potentially become life-changing for owners, their organizations, and their heirs. A sophisticated approach to the sale, benefitting from a vibrant and expansive bidding process, is more than ever vital for the future of these companies. Thomas E. Blaige Chairman & CEO tblaige@blaige.com Chicago Office One Magnificent Mile 980 North Michigan Avenue Suite 1350 Chicago, IL 60611 312-337-5200 Miami Office Brickell Arch Plaza 1395 Brickell Avenue Suite 800 Miami, FL 33131 Blaige.com BlaigeIndustryIntelligence.com Download the full article:

  • 2023 M&A Strategic Planning Manual For Plastics, Packaging, and Chemicals Company Owners

    1 - Timing: M&A Market Update: Despite Strengthening Headwinds in 2023 Multiples Remain Strong 2 - Strategy: Selling for a Premium is an Option for “Leaders” in Both Good and Bad Times Is It Simply Market Timing or Is There a “Secret Sauce” to Achieving a Premium? 3 - Analysis: Plastics and Packaging M&A 2022 Review / 2023 Outlook 4 - Results: Blaige & Company: Partnering to Win Why Blaige? Five Primary Advisory Services Categories Download the full article:

  • Selling for Premium is an Option for "Leaders" in Both Good and Bad Times

    Back in April 2022, we published a study “One Offer – No Offer” on our latest deals achieving the average of 42% premium over target values, despite the pandemic. Eight months later, despite the current concerns about the global supply chain and economic recession, the premium to target value on closed deal has increased to 48%. So, what is the secret to achieving premiums which exceed any established norms in a turbulent environment? Is it simply market timing or is there a Secret Sauce to achieving a premium? In our opinion both are factors, but for “niche leaders” the latter (Blaige Secret Sauce) is of primary importance. Now the timing is ideal to exploring a selective sale process which utilizes our proprietary processes and resources developed over our 20-year history to decisively close a sale with an extraordinary valuation premium in 2023. The following article outlines how we can be successful together. Record Valuations Continue Despite Increasing Headwinds, For Now… After more than three decades in the M&A market, Blaige has witnessed a number of cycles and trends. The oncoming stock market correction will negatively affect all valuation multiples, and in particular those of small and mid-cap processors and converters. It is very unlikely that a publicly traded company will pay more for a target than its trading multiple. Thus, once the correction occurs, the days of double-digit multiples will likely be gone until the next bull market. Download the full article:

  • Chemical Sector Experiences Unprecedented Consolidation (Q1 2022 Update)

    Introduction APRIL 1, 2022 — In 2021, Blaige Industry Intelligence (BII) moved into the third decade of our proprietary research on the impact of the global consolidation across multiple sectors in chemicals, plastics, and packaging. This particular report focuses on the chemical segment, which is experiencing an exceptional surge of interest from strategic and institutional investors as well as private equity funds. Based on BII’s unique understanding of this market niche, we conclude this report with our professional recommendations on how small-cap, mid-cap, and family-owned business owners can leverage this unprecedented opportunity to create value and legacy. Continued Consolidation in the Chemical Segment Provides Excellent Growth Prospects The competitive significance of the consolidation experienced in chemicals and materials sector as well as in all plastic and packaging segments in 2021 is unprecedented. The chemicals and materials segment continues to be one of the most active segments. The chemical deal volume surged in the past nine months closing Q1 of 2022 with 79 deals. The BII proprietary research indicates a continued consolidation in chemical segment due to increasing pressure from foreign competitors and global consolidators, record dry powder at private equity funds, sellers’ concerns over dramatic tax hikes, supply chain issues, and rising material prices. Chemicals & Materials Sector M&A Transactions Source: BII Proprietary Research, Chemical Weeks Download the full article:

  • Pipe, Profile & Tubing Sector Consolidation Report 2021

    Introduction FEBRUARY 4, 2022: In 2021, Blaige Industry Intelligence (BII) moved into the third decade of our proprietary research on the impact of the global consolidation across multiple sectors in plastics, packaging, and chemicals. This particular report focuses on the Pipe, Profile & Tubing segment, which is experiencing an exceptional surge of interest from strategic and institutional investors in 2021. Based on BII’s unique understanding of this market niche, we conclude this report with our professional recommendations on how small-cap, mid-cap, and family-owned business owners can leverage this unprecedented opportunity to create value and legacy. Continued Consolidation in the Pipe, Profile & Tubing Segment Provides Excellent Growth Prospects The Pipe, Profile & Tubing segment continues to be one of the most active segments of plastics and packaging M&A with an average of 61 deals per year over the past 20 years. The Pipe, Profile & Tubing deal volume has almost tripled since 2001. BII proprietary research indicates a continued consolidation in Pipe, Profile & Tubing segment due to increasing pressure from foreign competitors, global consolidators, and record acquisition activity of private equity funded consolidators. The competitive significance of the consolidation experienced in 2021 is unprecedented. Download the full article:

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