Workflow and Enterprise Acquisition Propose $669 Million Deal
New York-based Workflow Management and Boca Raton, Florida-based Enterprise Acquisition announced WF Capital Holdings Inc., the parent of Workflow, and Enterprise have signed a definitive stock merger proposal agreement for $669 million.
In addition, Workflow Management signed agreements to acquire additional businesses in the marketing services and promotional products industry, which may be completed prior to the closing of the merger with Enterprise. The current management of Workflow will remain in place to run the combined company after the merger. Workflow’s initial and largest shareholder, Washington-based Perseus LLC, will stay invested in a significant part of the transaction.
Commenting on the proposed merger, Workflow’s CEO and chairman Greg C. Mosher said, “Workflow’s ongoing success over the years has been the result of technologically advanced responses to emerging needs in promotional products, print and printed product distribution. At the core of this success is our unique Dual Network Advantage (DNA), which integrates the strengths of our Service Network with the efficiencies of our internal Manufacturing Network.” Mosher continued, “These two networks link our clients with proprietary, industry-leading technology that streamlines every link in their supply chain from bidding and procurement through production and delivery. We believe this technology eliminates inefficiencies, enables collaboration and connects clients with the manufacturing and service networks. By aggregating our clients’ spend, generating new efficiencies, and managing their solutions from end to end, we’re creating substantial savings that go straight to the client’s bottom line.”
Mosher concluded, “This merger will further broaden Workflow’s financial capacity to expand its geographic reach to Asia/Pacific and Europe, which we intend to achieve through both organic growth and acquisitions, while continuing to remain in the forefront of industry developments.”
In his comments, Enterprise’s president and CEO Daniel C. Staton said, “Through its long and impressive history, Workflow’s management team has developed the company into one of the leading providers of print, promotional products and fulfillment solutions in the nation. Greg Mosher has overseen the development of several highly successful companies over the past 30 years, many of which have Fortune 100 companies as clients. Greg is surrounded by seasoned industry veterans, many of whom have served in senior roles in some of the nation’s largest printing, manufacturing and marketing corporations. Through their combined expertise, Workflow has developed a dynamic end-to-end business platform from which clients achieve material cost efficiencies, while receiving the highest-quality product.”
Consummation of the merger is conditioned on the Enterprise stockholders approving the merger, with
the holders of fewer than 30 percent of the shares of Enterprise common stock voting against the merger and exercising their right to convert their shares into a pro-rata portion of Enterprise’s trust fund prior to the anticipated completion of the merger. Assuming the closing conditions are met, Enterprise anticipates completing the transaction in the fourth quarter of 2008 or early in the first quarter of 2009.
About Workflow Management Inc.:
Workflow Management Inc. is a leading provider of managed print and promotional products and fulfillment solutions in North America. Workflow’s proprietary WorkflowOneAccess online portal connects clients to its internal manufacturing and distribution network and its extensive supplier network, which enables them to manage the design, procurement, purchasing, warehousing, fulfillment and delivery of their print and promotional products. Workflow currently employs more the 3,300 people across the U.S. in its three divisions: WorkflowOne, Freedom Graphics Services and United Envelope.
For more information on Workflow Management Inc., visit www.workflowone.com