Combination Will Help Brands More Effectively Connect Every
Touch Point on the Consumer Journey
Quad/Graphics, Inc. (NYSE: QUAD) (“Quad/Graphics” or “Quad”), a
leading marketing solutions provider, today announced that it is
redefining the future of integrated marketing with its planned
acquisition of Periscope, one of the nation’s top five independent
creative agencies by annual revenue. The business combination will
create a highly efficient global platform for creating marketing
campaigns and programs – from strategy and creative through
execution – across all media channels.
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20181127005315/en/
The transaction has been approved by both companies’ boards of
directors and is expected to close in early 2019. Under terms of
the agreement, Quad/Graphics will purchase Periscope for $132.5
million.
“We are redefining the future of integrated marketing at a time
of substantial disruption when clients are looking for less
complexity, greater transparency and accountability from their
business partners,” said Joel Quadracci, Chairman, President &
CEO of Quad/Graphics. “With Periscope, we will create a truly
integrated, end-to-end marketing platform that we believe will
create more value than the traditional siloed agency approach that
exists today. Periscope will turbo-charge our existing offering
with its world-class capabilities in strategy, including media
buying and analytics, creative and account management.
Additionally, Periscope’s first-rate packaging design and premedia
services will complement our robust print-production
capabilities.”
Quad’s acquisition of Periscope supports and accelerates the
company’s ongoing Quad 3.0 transformation as an integrated
marketing solutions provider that reduces complexity, and improves
process efficiencies and marketing spend effectiveness. “We have
been taking a disciplined approach to implementing our
transformation strategy over the past few years,” Quadracci said.
“Periscope is an important next step in our journey, significantly
adding to the capabilities from our recent investments in Rise
Interactive and Ivie & Associates.”
Established in 1994 by Bill Simpson, Periscope was built on the
success of the Simpson family typesetting and production company,
which was originally established in 1960. Simpson transformed the
family-owned business into today’s multifaceted creative company by
assembling some of the best talent in the industry and letting them
shine in a culture that encourages fun, hard work and
intrapreneurship.
Bill Simpson, Chairman and Owner of Periscope, noted that Quad
is the ideal choice for Periscope’s future. “Our companies share a
common vision for the future of integrated marketing and operate
with very similar values,” he said. “Quad’s 3.0 strategy mirrors
Periscope’s vision for an end-to-end solution, but on a much larger
scale. The result of this business combination will be tremendous
growth opportunities for our people, Periscope and Quad, and
provide significant additional value for our clients. I'm excited
to see what can be accomplished together.”
Elizabeth Ross, President & CEO of Periscope, said: “Quad
allows us to accelerate the creation of the agency of the future by
removing silos to help our clients seamlessly move from idea to
execution. Brand owners have been very receptive to this approach
because it provides fully integrated marketing solutions at the
scale and speed they require. We already proudly serve some of the
most iconic brands in the nation, and we look forward to partnering
with the substantial number of brands in Quad’s portfolio.”
Ross, an experienced advertising executive who has worked for
some of the world’s most innovative and fastest-growing agencies,
will join Quad along with her team of highly experienced visionary
leaders once the acquisition closes early next year. “Liz is a
creative and business powerhouse, and we are excited to have her
and her team join Quad as we redefine the future of integrated
marketing,” said Eric Ashworth, Executive Vice President of Product
Solutions & Market Strategy for Quad/Graphics. “Periscope has
exceptional talent – great people with a client-centric approach,
focused on innovation. Together, our companies encompass the very
best creators and makers and will create more value for all our
stakeholders.”
Periscope is headquartered in Minneapolis and also has offices
in Chicago, Hong Kong and Delhi. The agency employs more than 500
people and offers a comprehensive portfolio of integrated solutions
that solve business problems. Among Periscope’s recent recognitions
are the Jay Chiatt Award for its strategic work on BASF and
creative accolades including honors from London International
Awards, Graphis Design Awards, Digiday Awards and Addy
Awards.
Forward-Looking Statements
This press release contains certain "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements include statements regarding,
among other things, our current expectations about the Company's
future results, financial condition, revenue, earnings, free cash
flow, margins, objectives, goals, strategies, beliefs, intentions,
plans, estimates, prospects, projections and outlook of the Company
and can generally be identified by the use of words or phrases such
as "may," "will," "expect," "intend," "estimate," "anticipate,"
"plan," "foresee," "project," "believe," "continue" or the
negatives of these terms, variations on them and other similar
expressions. These forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause
actual results to be materially different from those expressed in
or implied by such forward-looking statements. Forward-looking
statements are based largely on the Company's expectations and
judgments and are subject to a number of risks and uncertainties,
many of which are unforeseeable and beyond our control.
The factors that could cause actual results to materially differ
include, among others: the impact of decreasing demand for printed
materials and significant overcapacity in the highly competitive
commercial printing industry creates downward pricing pressures and
potential underutilization of assets; the impact of electronic
media and similar technological changes, including digital
substitution by consumers; the inability of the Company to reduce
costs and improve operating efficiency rapidly enough to meet
market conditions; the impact of changing future economic
conditions; the failure of clients to perform under contracts or to
renew contracts with clients on favorable terms or at all; the
impact of increased business complexity as a result of the
Company's transformation into a marketing solutions provider; the
impact of regulatory matters and legislative developments or
changes in laws, including changes in cyber-security, privacy and
environmental laws; the impact of fluctuations in costs (including
labor and labor-related costs, energy costs, freight rates and raw
materials) and the impact of fluctuations in the availability of
raw materials; the failure to attract and retain qualified
production personnel; the impact of changes in postal rates,
service levels or regulations; the fragility and decline in overall
distribution channels, including newspaper distribution channels;
the failure to successfully identify, manage, complete and
integrate acquisitions and investments; the impact of risks
associated with the operations outside of the United States,
including costs incurred or reputational damage suffered due to
improper conduct of its employees, contractors or agents;
significant capital expenditures may be needed to maintain the
Company's platform and processes and to remain technologically and
economically competitive; the impact of the various restrictive
covenants in the Company's debt facilities on the Company's ability
to operate its business; the impact on the holders of Quad/Graphics
class A common stock of a limited active market for such shares and
the inability to independently elect directors or control decisions
due to the voting power of the class B common stock; the impact of
an other than temporary decline in operating results and enterprise
value that could lead to non-cash impairment charges due to the
impairment of property, plant and equipment and other intangible
assets; and the other risk factors identified in the Company's most
recent Annual Report on Form 10-K, as such may be amended or
supplemented by subsequent Quarterly Reports on Form 10-Q or other
reports filed with the Securities and Exchange Commission.
Except to the extent required by the federal securities laws,
the Company undertakes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise.
About Quad/Graphics
Quad/Graphics (NYSE:QUAD) is a leading marketing solutions
provider. The Company leverages its strong print foundation as part
of a much larger, robust integrated marketing platform that helps
marketers and content creators improve the efficiency and
effectiveness of their marketing spend across offline and online
media channels. With a consultative approach, worldwide
capabilities, leading-edge technology and single-source simplicity,
Quad has the resources and knowledge to help a wide variety of
clients in multiple vertical industries, including retail,
publishing and healthcare. Quad provides a diverse range of digital
and print and related products, services and solutions from
multiple locations throughout North America, South America and
Europe, and strategic partnerships in Asia and other parts of the
world. For additional information visit www.QG.com.
About Periscope
Periscope is one of the largest independent creative agencies in
the nation and offers a full spectrum of marketing services to a
wide range of acclaimed brands, including Arctic Cat, Autotrader,
BASF, Bridgestone, Cox Communications, Intuit, Kelley Blue Book,
Krispy Kreme, Petco, Red Robin, Target, Toro, Trolli, UnitedHealth
Group, Walgreens and more. Learn more at www.periscope.com.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20181127005315/en/
Quad/Graphics Media ContactClaire HoManager of Corporate
Communications, Quad/Graphics414-566-2955, phone262-613-0642,
cellcho@qg.comPeriscope Media ContactKelsey SobyVP, Director
of Marketing and Public Relations, Periscope612-399-0623,
phone763-226-9400, cellksoby@periscope.com
Quad Graphics (NYSE:QUAD)
Historical Stock Chart
From Mar 2024 to Apr 2024
Quad Graphics (NYSE:QUAD)
Historical Stock Chart
From Apr 2023 to Apr 2024