CCL Industries Signs Agreement to Acquire Avery Dennison Label Converting
Business for $500 Million
TORONTO, ONTARIO -- (Marketwire) -- 01/30/13 -- CCL Industries Inc.,
(TSX:CCL.A)(TSX:CCL.B) a world leader in specialty packaging
solutions for the consumer products and healthcare industries,
announced today that it has signed a binding agreement to acquire the
Office & Consumer Products and Designed & Engineered Solutions
businesses of Avery Dennison on a debt free basis for $500 million
cash subject to customary closing adjustments. A syndicate of banks
has committed to provide debt financing to close the transaction.
The two businesses had combined revenues of approximately $910
million with an estimated adjusted (i)EBITDA of $110 million in the
calendar year of 2012. The transaction requires regulatory approval
but subject to that is expected to close by mid-2013.
Geoffrey Martin, President and CEO of CCL Industries, said, "This
acquisition has the potential to transform our company at many
levels. We are acquiring the Avery brand as part of the transaction
to build on the franchise established for many decades for labels and
other printable media that consumers and businesses use in digital
computer printers around the world. In addition, we are significantly
expanding our CCL Label market sectors with our entry into the North
American durable goods market. This acquisition is the largest in
CCL's history and takes the company's pro-forma annual revenue above
$2 billion for the first time. We know both businesses well and have
admired the people and the products for many years. We expect the
transaction to be accretive on an earnings per share basis in 2014
and beyond as the valuation falls well within the established
financial parameters for CCL's acquisitions in the label industry
over the last decade."
An investor conference call for all stakeholders will take place on
Thursday, January 31st at 11:00 a.m. Eastern Time. The presentation
will be posted on the Company's website.
To access this call, please dial:
416-340-2216 - Local
866-226-1792 - Toll Free
Audio replay service will be available from January 31, 2013, at 6:00 p.m.
EST until February 14, 2013, at 11:59 p.m. EST.
To access Conference Replay, please dial:
905-694-9451 - Local
800-408-3053 - Toll Free
Access Code: 5782600
With headquarters in Toronto, Canada, CCL Industries currently
employs approximately 6,600 people in 75 plants globally located to
meet the sourcing needs of large international customers. CCL Label
is the world's largest converter of pressure sensitive and film
materials for label applications and sells to leading global
customers in the consumer packaging, healthcare, automotive and
consumer durable segments. CCL Container and CCL Tube are leading
producers of aluminum aerosol cans, bottles and extruded plastic
tubes for the consumer products industry in North America.
All dollar amounts in this press release are in US dollars.
(i)Adjusted EBITDA for OCP and DES refers to income before interest,
taxes, restructuring charges, general overhead allocations,
transaction costs, depreciation and amortization.
This press release contains forward-looking information and
forward-looking statements, as defined under applicable securities
laws, (hereinafter collectively referred to as "forward-looking
statements") that involve a number of risks and uncertainties.
Forward-looking statements include all statements that are predictive
in nature or depend on future events or conditions. Forward-looking
statements are typically identified by the words "believes,"
"expects," "anticipates," "estimates," "intends," "plans" or similar
expressions. Statements regarding the operations, business, financial
condition, priorities, ongoing objectives, strategies and outlook of
the Company, other than statements of historical fact, are
forward-looking statements. Specifically, this press release contains
forward-looking statements regarding the anticipated completion and
success of the acquisition; and the Company's expectations regarding
general business and economic conditions. Forward-looking statements
are not guarantees of future performance. They involve known and
unknown risks and uncertainties relating to future events and
conditions including, but not limited to, the evolving global
financial crisis and its impact on the world economy and capital
markets; the impact of competition; consumer confidence and spending
preferences; general economic and geopolitical conditions; currency
exchange rates; interest rates and credit availability; technological
change; changes in government regulations; risks associated with
operating and product hazards; and CCL's ability to attract and
retain qualified employees. Do not unduly rely on forward-looking
statements as the Company's actual results could differ materially
from those anticipated in these forward-looking statements.
Forward-looking statements are also based on a number of assumptions,
which may prove to be incorrect, including, but not limited to,
assumptions about the following: global economic recovery and higher
consumer spending; improved customer demand for the Company's
products; continued historical growth trends, market growth in
specific segments and entering into new segments; the Company's
ability to provide a wide range of products to multinational
customers on a global basis; the benefits of the Company's focused
strategies and operational approach; the achievement of the Company's
plans for improved efficiency and lower costs, including stable
aluminum costs; the availability of cash and credit; fluctuations of
currency exchange rates; the Company's continued relations with its
customers; and general business and economic conditions. Should one
or more risks materialize or should any assumptions prove incorrect,
then actual results could vary materially from those expressed or
implied in the forward-looking statements. Further details on key
risks can be found in the MD&A section of CCL's 2011 Annual Report,
particularly under Section 4: "Risks and Uncertainties." CCL's annual
and quarterly reports can be found online at www.cclind.com and
www.sedar.com or are available upon request. Except as otherwise
indicated, forward-looking statements do not take into account the
effect that transactions or non-recurring or other special items
announced or occurring after the statements are made may have on
CCL's business. Such statements do not, unless otherwise specified by
the Company, reflect the impact of dispositions, sales of assets,
monetizations, mergers, acquisitions, other business combinations or
transactions, asset write-downs or other charges announced or
occurring after forward-looking statements are made. The financial
impact of these transactions and non-recurring and other special
items can be complex and depends on the facts particular to each of
them and therefore cannot be described in a meaningful way in advance
of knowing specific facts. The forward-looking statements are
provided as of the date of this press release and the Company does
not assume any obligation to update or revise the forward-looking
statements to reflect new events or circumstances, except as required
For more details on CCL, visit our website - www.cclind.com.
CCL Industries Inc.
Senior Vice President and Chief Financial Officer
CCL Industries Inc.
Geoffrey T Martin
President and Chief Executive Officer
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