Packaging Corporation of America (PCA) has entered into a definitive agreement to acquire substantially all of the assets of TimBar Corporation, a large independent corrugated products producer, in a cash-free, debt-free transaction for a cash purchase price of $386 million.
Under the terms of the agreement, PCA will acquire 5 corrugated products plants, 2 fulfillment centers and 4 design centers located primarily in the eastern and southeastern U.S. The transaction is structured as a purchase of assets resulting in a full step-up of the assets to fair market value.
As a result of the acquisition, PCA's containerboard integration level is expected to increase by over 200,000 tons or 6% from its current level of 87% and will allow for further optimization and enhancement of mill capacity. The value of the increased containerboard integration, the expected synergies and the tax benefit of the step-up of assets, plus TimBar’s LTM EBITDA, results in a purchase price multiple of approximately 4.3 times EBITDA. The acquisition will be accretive to earnings immediately.
PCA Chairman and CEO Mark Kowlzan said, “Following our successful integration of Boise, including the capacity we now have at the DeRidder, LA mill, this acquisition is an excellent fit, both geographically and strategically, with substantial benefits and synergies. TimBar is a well-capitalized company with a commitment to continuous improvement, innovation and safety in their operations. This, along with their customer focus, has allowed them to achieve excellent operating margins and consistent results.”
Closing is subject to certain customary conditions and regulatory approval and is expected in the 3Q 2016. The company expects to finance the transaction with a new term loan.
PCA is the fourth largest producer of containerboard and corrugated packaging products in the United States and the third largest producer of uncoated freesheet paper in North America.
