Quad/Graphics deal to purchase book printer Courier terminated

Special to The Freeman

Feb. 5, 2015

SUSSEX — A deal for Quad/Graphics Inc. to acquire Courier Corporation has been terminated after the two companies couldn’t come to an agreement on the purchase price of stocks.

Under terms of the agreement signed with Courier on Jan. 16 Quad/Graphics would have paid Courier shareholders the equivalent of a total purchase price of $20.50 per share. According to the announcement Thursday, Courier received an unsolicited offer from RR Donnelley of $23 per share in cash or stock, subject to pro ration, on Jan. 27. Quad/Graphics declined to negotiate further, according to the Sussex-based company. At that point, Courier terminated its agreement with Quad/Graphics on Thursday and will pay Quad/Graphics a $10 million termination fee.

“We continue to believe our offer to Courier was compelling and would have provided significant value for all of Quad/Graphics and Courier stakeholders, including shareholders, employees and customers in the book market over the long term,” said Joel Quadracci, chairman, president and CEO of Quad/Graphics, in a statement. “However, when it comes to spending our capital, we maintain a disciplined approach and, therefore, did not submit a revised offer. We are always careful to consider the impacts of our decisions against our priorities to pay down debt and pension liabilities, invest in our business, pursue future growth opportunities and return value to our shareholders.”

Quad/Graphics continues to move forward with its previously announced investment in 20-plus HP color digital web presses and integrated systems.

“Our focus remains on transforming our book platform through the rapid implementation of digital press technology that will give publishers increased customization and versioning capabilities; faster time-to-market; reduced waste, inventories and obsolescence; and lower fixed costs,” Quadracci said.

>>EARLIER: Quad to acquire company to help with book printing transformation