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2018 Packaging Industry Benchmarking Study | 1
TRENDS IN FLEXIBLE PACKAGING M&A
MAZZONE & ASSOCIATES, INC.
FALL 2018
2018 Packaging Industry Benchmarking Study | 2
INTRODUCTION
Name: Jonathan White
Title: Managing Director
Company: Mazzone & Associates
Company Profile: Mazzone & Associate’s senior leadership has deepfinancial, operational and transaction expertise in packaging, includingworking directly for large packaging companies such as Rexam PLC andJabil/Nypro, as owners of packaging companies such as Primary Packaging,and as trusted advisors to the sector. This insight provides particular valueto advisory clients in packaging markets.
Offices: Atlanta, Georgia & Chicago, Illinois
2018 Packaging Industry Benchmarking Study | 3
CONTENTS
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
II
III
I
IVIV
I
2018 Packaging Industry Benchmarking Study | 4
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
-15%
-10%
-5%
0%
5%
10%
15%
20%
25%
Revenue Growth EBITDA Growth
Median Annual Revenue and EBITDA Growth – All Packaging
Source: Capital IQ
I. Views on Flexible Packaging
2018 Packaging Industry Benchmarking Study | 5
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
By SubstrateAll Packaging
6.1%
-3.3%4.6%
10.4%7.8%
-5.0%
0.0%
5.0%
10.0%
15.0%
2014CY 2015CY 2016CY 2017CY 06/30/18
3.4%-0.4%
4.1%
6.6%
3.8%4.8%
-2.0%
0.0%
2.0%
4.0%
6.0%
8.0%
Average Sales GrowthFour Year CAGR = 4.8%
Average Sales CAGR2013 to H1-2018
Source: Mazzone & Associates Packaging Benchmarking Study, 2018
2018 Packaging Industry Benchmarking Study | 6
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
Source: Smithers Pira
2.9%
1.0%
2.4%
1.4%
2.8%
3.4%
3.4%
2.4%
4.0%
3.8%
0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 3.0% 3.5% 4.0% 4.5%
Total PackagingOtherGlassMetalBoard
Rigid PlasticFlexible Paper
Flexible FoilFlexible Plastic
All Flexible Packaging
Revenue CAGR % 2017-2022
I. Views on Flexible Packaging
2018 Packaging Industry Benchmarking Study | 7
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
EBITDA Margins – All Packaging
14.0% 14.2%
15.1% 14.8%
15.1% 15.2%
11.6%12.1%12.6%13.1%13.6%14.1%14.6%15.1%15.6%
2013CY 2014CY 2015CY 2016CY 2017CY 06/30/18
14% Long Term Mean Margin
Source: Mazzone & Associates Packaging Benchmarking Study, 2018
2018 Packaging Industry Benchmarking Study | 8
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Average N.A. EBITDA Margin, 2013 to H1-2018
14.0%
16.2% 15.6% 15.2%13.4%
14.7%
0%
2%
4%
6%
8%
10%
12%
14%
16%
18%
Cans Glass Paper Plastic MultiSubstrate
All
Source: Mazzone & Associates Packaging Benchmarking Study, 2018
2018 Packaging Industry Benchmarking Study | 9
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Four-Firm Ratio for Paper & Packaging End Market
Source: Citi GPS
97% 95%
79%72%
47%
28%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Glass Containers Beverage Cans Bleached Board Containerboard ProtectivePackaging
FlexiblePackaging
2018 Packaging Industry Benchmarking Study | 10
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Strategy Alternatives
ConstructionsDegree of IntegrationConverted FormatMarketDecorative Technology
2018 Packaging Industry Benchmarking Study | 11
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Source: Freedonia, Smithers Pira, LEK Consulting
US Packaging Sales (2013-18F, $ Billions)
-
20
40
60
80
100
120
2013 2018F
Consumer Plastic 2.3%Consumer Paper/Foil 1.4%Industrial Plastic 1.1%Industrial Paper/Foil 0.3%
Mix in substrate (towards plastic) and format (towards flexible) are driving differential growth rates within the packaging sector
Glass, Wood, Metal, Paperboard
0.0%
Rigid Plastics 2.2%
2018 Packaging Industry Benchmarking Study | 12
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
New US CPG Product Introductions(1998-2016)
Source: USDA, ERS
2.8%
0.5%
6.2%
2.0%
-3.7%
-1.0%
1.6%
-1.0%
-6.0%
-4.0%
-2.0%
0.0%
2.0%
4.0%
6.0%
8.0%
3-Year CAGR SOM Change
Private Label Small (<$1B)Med ($1-$3B) Large (>$3B)
Source: Euromonitor, PwC 2017
Trend favors (i) shorter run converters and (ii) converters who can bring expertise that these customers lack
0
5,000
10,000
15,000
20,000
25,000
30,000
1998 2001 2004 2007 2010 2013 2016Food Nonfood
in 000’s
CPG Growth
2018 Packaging Industry Benchmarking Study | 13
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Trend favors (i) shorter run converters and (ii) converters who can bring expertise that these customers lack
Source: LEK Consulting
Long Runs Short to Medium Runs
85% 84% 83%
15% 16% 17%
0%
20%
40%
60%
80%
100%
2008 2013 2018F
30% 28% 26%
70% 72% 74%
0%
20%
40%
60%
80%
100%
2008 2013 2018F
20% 15% 10%
80% 85% 90%
0%
20%
40%
60%
80%
100%
2008 2013 2018F
Tier 1 Manufacturers Tier 2 Manufacturers Tier 3 Manufacturers
US Plastic Packaging for F&B products by Run Size (2008-18F)
2018 Packaging Industry Benchmarking Study | 14
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
I. Views on Flexible Packaging
Shorter runs and improved technology are opening the door to digital printing at the expense of legacy printing technologies
Source: Packaging World, Smithers Pira, LEK
N.A. Package Printing Market by Process (2003-18F, $ Billions)
CAGR 13-18FDigital 16.2%Screen (2.5)%Gravure 1.2%
Offset 1.8%
Flexo 1.1%
-
20
40
60
80
100
120
2003 2006 2008 2013 2018F
2018 Packaging Industry Benchmarking Study | 15
CONTENTS
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
II
III
I
IV
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
I
II
III
IV
2018 Packaging Industry Benchmarking Study | 16
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Source: Cap IQ, Mazzone & AssociatesData as of October 1, 2018
Disclosed Transaction Volumes – All Packaging 2008 to 2018
Transactions $ in Billions
0
5
10
15
20
25
30
0
50
100
150
200
250
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018YTD
# of Deals Dollar Volume
2018 Packaging Industry Benchmarking Study | 17
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Source: Mazzone & Associates Research
Packaging Transaction Volumes, YTD 2018Total Number of Transactions = 169
4225%
4426%
3018%
5331%
Paper Flexibles Rigid Other
2018 Packaging Industry Benchmarking Study | 18
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Publicly-Traded Comparables: All Packaging2013 to H1- 2018 EV / EBITDA
9.8x 10.2x 12.1x
11.3x 11.3x 10.1x
–
2.0x
4.0x
6.0x
8.0x
10.0x
12.0x
14.0x
2013CY 2014CY 2015CY 2016CY 2017CY 06/30/18
Source: Mazzone & Associates Packaging Benchmarking Study, 2018
2018 Packaging Industry Benchmarking Study | 19
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Publicly-Traded Comparables: Flexible Packaging2013 to H1-2018 EV / EBITDA
10.1x 10.9x
15.1x
11.5x 13.2x
11.0x
–2.0x4.0x6.0x8.0x
10.0x12.0x14.0x16.0x
2013CY 2014CY 2015CY 2016CY 2017CY 06/30/18
Source: Mazzone & Associates Packaging Benchmarking Study, 2018
2018 Packaging Industry Benchmarking Study | 20
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
5.0x
3.8x
4.6x4.9x 5.1x 5.3x
5.7x 5.6x 5.4x5.7x 5.5x
.0x
1.0x
2.0x
3.0x
4.0x
5.0x
6.0x
7.0x
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 YTD 2018
Tota
l Deb
t / E
BITD
A
Average Debt / EBITDA Multiples for all Domestic Firms
2018 Packaging Industry Benchmarking Study | 21
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Source: Mazzone & Associates Research
145 60%
96 40%
Financial Strategic
Total Deal Volume byBuyer Type, 2017
Total Deal Volume byBuyer Type, YTD 2018
2314%
4828%
9858%
Financial Buyout Financial Add-on Strategic
2018 Packaging Industry Benchmarking Study | 22
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
North American Flexible Packaging Industry by Company Size
28%48% 46%
47%30% 29%
25% 25% 25%
0%
20%
40%
60%
80%
100%
1996 2006 2016
$500mm+ $50-500mm <$50mm
2018 Packaging Industry Benchmarking Study | 23
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
II. Mergers & Acquisitions Activity
Source: Pitchbook, Mazzone & AssociatesData as of October 1, 2018
EV/EBITDA Multiples2014 to YTD 2018
7.4x
9.4x
6.1x
10.6x
8.5x7.5x
8.5x7.4x
8.8x 8.9x
.0x
2.0x
4.0x
6.0x
8.0x
10.0x
12.0x
2014 2015 2016 2017 YTD 2018
Flexibles Total Packaging
2018 Packaging Industry Benchmarking Study | 24
CONTENTS
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
II
III
I
IV
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
III
III
IV
2018 Packaging Industry Benchmarking Study | 25
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting Valuation
Geographic Segmentation of Deals YTD 2018
Source: Mazzone & Associates
95% 12
7%
7243%
7645%
In-bound to US Out-bound from US Domestic Non-US
2018 Packaging Industry Benchmarking Study | 26
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
7
11
9
28
27
56
57
79
0 10 20 30 40 50 60 70 80 90
Entry
Expansion ofProduct / Market
Geographic Expansion
Market Share /Consolidation
All Flexibles
III. Special Topics Impacting Valuation
PackagingTransactions – Apparent Motivations
Source: Mazzone & Associates
2018 Packaging Industry Benchmarking Study | 27
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting ValuationInput Cost Price Trends
Source: HIS Chemical and Robert W. Baird & Co.
August 2018 Resin Price ProfileSource: Robert W. Baird & Co Equity Research.
2018 Packaging Industry Benchmarking Study | 28
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting ValuationPackaging Sector Return Mins S&P 500 Return
Source: Capital IQ
Last Twelve Months Stock Prices
S&P 500 Flexible Packaging
Source: Capital IQ
48.6%
27.8%
-9.7%
23.2%
-4.3%7.4% 5.5%
14.8%
-0.5%9.0%
-0.8% -5.4% 0.7%6.4% 3.0% 3.1% -5.4% -12.2%
-20.0%
-10.0%
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 YTD2018
130%
120%
110%
100%
90%
6-Aug-17 6-Nov-17 6-Feb-18 6-May-18 6-Aug-18
2018 Packaging Industry Benchmarking Study | 29
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting Valuation
Packaging Valuation Based on NTM EV/EBITDA
Source: Factset, R W Baird
2018 Packaging Industry Benchmarking Study | 30
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting Valuation
Source: Ocean Conservancy
Top 10 Marine Debris Items
Source: Citi Research, Sustainable Packaging Coalition
Availability of Recycling Programs by Material
2018 Packaging Industry Benchmarking Study | 31
TRENDS IN FLEXIBLE PACKAGING MERGERS & ACQUISITIONS
III. Special Topics Impacting Valuation
Median Net Debt/LTM EBITDA Ratio
Source: Capital IQ
Median Net Debt /LTM EBITDA
Median Since 1995
2018 Packaging Industry Benchmarking Study | 32
CONTENTS
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
II
III
I
IV
Views on Flexible Packaging
Mergers & Acquisitions Activity
Special Topics Impacting Valuation
Summary
I
II
III
IV
2018 Packaging Industry Benchmarking Study | 33
MAZZONE & ASSOCIATES
Dominic C. Mazzone Managing DirectorMr. Mazzone has experienceexecuting hundreds of
mergers, acquisitions and financingtransactions, domestically and
internationally, of all sizes and totaling morethan $20 billion in collective Enterprise Value.He currently sits on the Board of Directors ofGuardian Fueling Technologies and spent fouryears on the Board of Advisors for theHoneyBaked Ham Company of Georgia.Prior to forming the firm, Mr. Mazzone was theGeneral Counsel of Oxford Industries, Inc. andhead of mergers and acquisitions in The HomeDepot’s legal department. Before joining TheHome Depot team, Mr. Mazzone practiced lawat Alston & Bird LLP.
Jonathan T. White Managing DirectorMr. White joined Mazzone & Associates in 2017, focusing
on industrial transactions, primarily in the printing,
packaging and manufacturing space. He has successfully completed transactions across a variety of industries, including manufacturing, plastics, metals, packaging, lighting, and automotive/transportation. Prior to joining the firm, Mr. White was SeniorDirector of Strategic Investments for Jabil Inc.,where he engaged in defining and executingJabil’s expansion into the consumer packagingindustry. Prior to Jabil, he served as CFO andDevelopment Officer for two private groupsinvesting in manufacturing, where he managedplatform companies and refined portfolios.
SENIOR BANKERS
SERVICE OFFERINGS
Mergers & Acquisitions
Sell-side AdvisoryAcquisition Advisory
RecapitalizationsManagement Buyouts
Financing
Capital RaisingPrivate Placements
RefinancingsDebt Financings
Special Situations
Debt RestructuringDistressed M&A
Section 363 SalesAlternative Financings
Advisory Services& Opinions
Fairness OpinionsValuations
Board AdvisoryFinancial Advisory Services
Maury J. BellManaging DirectorMaury J. Bell joined Mazzone
& Associates in 2014 as aManaging Director and Strategic Advisor.
Mr. Bell recently led thePower-Sonic acquisition for The BlackbirdGroup and is subsequently involved in batteryand related product acquisition activities forthe business. He is currently on the boards ofChinada Holdings and M&M Pump andSupply, and formerly on the board of variousother companies.Prior to joining the firm, Mr. Bell served as aManaging Partner of DN Partners, a Chicago-based private equity group. Before joining DN,Mr. Bell headed the M&A group at EVEREN,where he led and completed 25 transactionstotaling more than $1.5 billion.
Mazzone & Associates, Inc. is a mergers and acquisitions advisory firm serving the lower middle market. Our professionalshave advised on and facilitated more than 300 transactions across multiple sectors. The firm’s deep wealth of experience inpackaging has led to more than 40 executed deals in and around the packaging space alone.
2018 Packaging Industry Benchmarking Study | 34
MAZZONE & ASSOCIATES
Mazzone & Associates’ professionals have executed over 40 transactions with both private equity and strategic investors inpackaging and related industries. Knowledge of these focus industries runs deep at M&A, as multiple senior bankers at ourfirm have served as owners, operators, and officers of packaging businesses. Mazzone & Associates is able to leverage thistransactional and operating experience to consistently maximize client value, whether on the sell or buy-side. Ourcollective experience spans some of the best known and respected companies in the packaging industry, including thoseshown below.