VENLO, the Netherlands--(BUSINESS WIRE)--Sep. 25, 2018--
Cimpress N.V. (Nasdaq: CMPR) announced today it has entered into a
definitive agreement to acquire BuildASign, a fast-growing
internet-based provider of canvas-print wall décor, business signage and
other large-format printed products.
“We are excited to welcome BuildASign to Cimpress. They bring strong
talent, a customer-centric culture, low-cost production operations and
strong e-commerce capabilities that work seamlessly together to serve
customers with market-leading prices, fast delivery and great customer
service," said Robert Keane, president and chief executive officer of
Cimpress.
BuildASign website www.easycanvasprints.com
delivers great quality canvas prints to consumers at unbeatable prices
and websites such as www.buildasign.com
provide a highly effective way for businesses to display their identity.
Consistent with Cimpress’ strategy, BuildASign will operate in a
decentralized, autonomous manner, leveraging Cimpress’ shared strategic
capabilities when they are valuable to BuildASign’s customer value
proposition and financial returns. Keane said that “Cimpress will bring
a long-term investment horizon, substantial procurement synergies and
our mass customization platform (MCP) technology capabilities. These
added strengths will accelerate BuildASign’s already-fast growth in home
décor and reinforce their market position with business signage.”
There is also an opportunity for Vistaprint to turn to BuildASign’s
low-cost canvas print fulfillment operations for a substantial portion
of its growing home décor revenue that is currently outsourced to other
third-party fulfillers. Finally, BuildASign complements the signage
business of Cimpress’ other businesses such as Upload and Print and
Vistaprint due to their similar product lines.
Bryan Kranik, BuildASign’s chief executive officer, said, "We are
excited to be entering this next chapter for BuildASign, and are
thrilled about the opportunities that joining Cimpress will create for
our customers and team members. Through a combination of our large
format expertise and Cimpress’ procurement scale and MCP technology, we
look forward to continuing to grow in large markets by allowing our
customers to express their identity across a wide variety of products.”
Financial Terms of Agreement
Under the terms of the
agreement, Cimpress will acquire approximately 99% of the outstanding
equity interests of BuildASign from its current owners, including
majority owner PWP Growth Equity, the middle market private equity group
of Perella Weinberg Partners. The total valuation is approximately $280
million (USD), subject to customary adjustments for the value of
retained interest, net debt, working capital and transaction expenses.
Consideration at closing for the transaction will be in cash, using
Cimpress' existing credit facility.
BuildASign’s unaudited revenue for the trailing twelve-month period
ended August 31, 2018 was approximately $129 million, reflecting
year-over-year growth of greater than 20%. Total consideration reflects
pro forma unlevered free cash flow and adjusted EBITDA multiples that
are consistent with those Cimpress has paid for its past acquisitions of
National Pen and Upload and Print businesses, after considering growth
rates.
Cimpress expects that its planned investment in BuildASign will drive
value creation that is consistent with the company's previously
articulated M&A investment hurdle rate of a 15% IRR through a
combination of continued profitable growth and near-term procurement and
other synergies.
Subject to satisfaction of various closing conditions, including
antitrust clearance in the U.S., Cimpress expects the transaction to
close as early as the beginning of October 2018. Cimpress will provide
further background on BuildASign and details of the strategic rationale,
synergy opportunities, and integration plans concurrent with its first
quarter fiscal year 2019 earnings announcement on October 31, 2018.
About Cimpress
Cimpress N.V. (Nasdaq: CMPR) invests in and
builds customer-focused, entrepreneurial, mass-customization businesses
for the long term. Mass customization is a competitive strategy which
seeks to produce goods and services to meet individual customer needs
with near mass production efficiency. Cimpress businesses include
Drukwerkdeal, Exaprint, National Pen, Pixartprinting, Printi, Vistaprint
and WIRmachenDRUCK.
To learn more, visit http://www.cimpress.com.
Cimpress and the Cimpress logo are trademarks of Cimpress N.V. or its
subsidiaries. All other brand and product names appearing on this
announcement may be trademarks or registered trademarks of their
respective holders.
About BuildASign
BuildASign is a leading online provider of
canvas wall décor, signage and other large format products. Since the
company's inception in 2005, BuildASign has set out to empower every
individual and business to connect with those that matter most to them.
Their focus is making it easy and affordable for people to share their
message or tell their story with custom and personalized products. Over
the past 12 years, the Austin, Texas-based company has grown to over 400
employees.
This press release contains statements about our future expectations,
plans and prospects of our business that constitute forward-looking
statements for purposes of the safe harbor provisions under the United
States Private Securities Litigation Reform Act of 1995, including but
not limited to the anticipated closing of Cimpress’ acquisition of
BuildASign and the effects of the acquisition on Cimpress’ financial
results and both companies’ businesses. Actual results may differ
materially from those indicated by these forward-looking statements. If
either company fails to satisfy the conditions to the closing of the
transaction, then the acquisition may be delayed or may not close at
all. In addition, the acquisition may fail to meet the companies’
business and financial expectations if, among other factors, BuildASign
fails to grow its business, revenue, or markets as we expect; the
companies fail to retain their current customers and attract new
customers; the companies fail to develop new and enhanced products and
services; key employees of Cimpress or BuildASign leave the company;
Cimpress fails to make planned investments in its or BuildASign’s
business or those investments do not have the anticipated effects on the
companies’ businesses; Cimpress or BuildASign fail to manage the growth
and development of their businesses and operations; competitors succeed
in taking sales away from the companies’ products and services; or there
are unfavorable changes in general economic conditions. You can also
find other factors described in our Form 10-K for the fiscal year ended
June 30, 2018 and the other documents we periodically file with the U.S.
Securities and Exchange Commission.
In addition, the statements and projections in this press release
represent our expectations and beliefs as of the date of this press
release, and subsequent events and developments may cause these
expectations, beliefs, and projections to change. We specifically
disclaim any obligation to update any forward-looking statements. These
forward-looking statements should not be relied upon as representing our
expectations or beliefs as of any date subsequent to the date of this
press release.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180925005325/en/
Source: Cimpress N.V.
Cimpress N.V.
Investor Relations:
Jenna Marvel,
+1-781-652-6480
ir@cimpress.com
or
Media
Relations:
Paul McKinlay, +1-781-323-8302
mediarelations@cimpress.com