The Covid-19 pandemic has created a sudden and dramatic shift in the landscape for M&A transactions in the printing, mailing, packaging and graphic communications industries. At Graphic Arts Advisors, we hope for the best in the coming months, however we realize that many owners in the printing and related industries will be facing new challenges created by the near total shut down of many sectors of our economy. For those owners who need assistance, please know that GAA is open, operating on all cylinders and here to help owners navigate the potentially rough water ahead, assisting both buyers and sellers.
While Graphic Arts Advisors is well known for our core business serving profitable, well-capitalized companies, GAA has also built a niche practice unique in the industry assisting companies that require specialized restructuring and turnaround skills. We leverage our printing industry-specific legal and financial expertise to advise owners and structure creative M&A transactions in cases where the seller has too much debt and the buyer’s M&A offer, by itself, is insufficient to get the seller out from under. We offer proven, non-bankruptcy procedures for resolving debts while treating creditors fairly.
As the Covid-19 crisis unfolds, we expect consolidation to pick up across most, if not all, of the industry segments we serve. If prior experience is a guide, some owners will see opportunity to gain market share through strategic acquisition, and others will seek to gracefully transition from ownership under the backdrop of M&A and non-bankruptcy orderly wind-down.
Over the next several weeks, I’ll be posting knowledge nuggets gained during the past three decades assisting owners in difficult situations.
Ownership of customer relationships is one of the most challenging issues in financial restructuring and distressed M&A for a service business. The inherent tension between maximizing the value of corporate intangible assets and individuals monetizing their personal goodwill is magnified under the microscope of a critical pending transaction. It’s common for the corporate debtor to seek value for these assets while the key people (who may or may not be owners) may run for the exits or put a toe in the water to be swept away to a competitor.
The company’s lenders and creditors have a voice in this debate when a company is insolvent, generally seeking to realize the value of all corporate assets, including if possible, monetizing the intangible assets. It’s logical because if the customer relationships belong to the corporate debtor, they are subject to bank liens and creditor claims. If the customer relationships are an asset that is untethered to the corporate entity, they are capable of walking out the door freely.
Rapid fire negotiating decisions require well-reasoned tactical judgment from the M&A advisor to navigate the mine field of issues related to retention of customer assets.
