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Industry Update and Outlook February 2014 Plastics Processing Industry Insights

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Page 1: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

Industry Update and Outlook February 2014

Plastics Processing Industry Insights

William Blair’s investment banking group combines significant transaction experience, rich industry knowledge, and deep relationships to deliver successful advisory and financing solutions to our global base of corporate clients. We serve both publicly traded and privately held companies, executing mergers and acquisitions, growth financing, special situations and restructuring, and general advisory projects. This comprehensive suite of services allows us to be a long-term partner to our clients as they grow and evolve. In 2012, the investment banking group completed 76 merger-and-acquisition transactions worth more than $13.8 billion in value, involving parties in 21 countries and five continents, and was an underwriter on over 20% of all U.S. initial public offerings.

About William Blair Investment Banking

Page 2: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

William Blair

Plastics Processing Industry Insights Table of Contents

Table of Contents Industry Review and Outlook ............................................................................................................................................................................................................ 1 Recent Notable Plastics Transactions ............................................................................................................................................................................................ 3 Current Industry Trends ...................................................................................................................................................................................................................... 9 Public Plastics Processing Company Valuations ...................................................................................................................................................................... 13 Spotlight – Composite Industry ...................................................................................................................................................................................................... 17 Selected William Blair Plastics Transactions ............................................................................................................................................................................ 18 Investment Banking Team Biographies ...................................................................................................................................................................................... 19 Selected Recent William Blair Plastics Transactions ............................................................................................................................................................. 20 Plastics Processing Industry Expertise ........................................................................................................................................................................................ 21

Page 3: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

William Blair

Plastics Processing Industry Insights Industry Review and Outlook 1

Industry Review and Outlook

M&A Activity M&A activity in the plastics processing sector increased in the second half of 2013, with transaction activity rising roughly 19% relative to the second half of 2012, after a 23% decline in the first half of 2013. The strong second half of 2013 was notably better than the overall global M&A market, which declined roughly 11% (the middle market also declined 11%) during the same period. Transaction activity was strongest during the fourth quarter of 2013, up 24% sequentially over the third quarter and up 22% over the fourth quarter of 2012. We noted a marked increase in overall market activity in the second half of 2013 and expect this momentum to carry into the first half of 2014. Global Plastics Processing Sector Transaction Volume(1)

(number of deals)

Global Plastics Processing Sector Transaction Value(1)

($ in millions)

(1) Aggregate volume and value includes all announced deals. Sources: Dealogic and William Blair’s Mergers and Acquisitions market analysis. Although plastics-processing M&A volume was only modestly down in 2013 relative to 2012, aggregate transaction value was down meaningfully, 40% year-over-year. This was principally due to the absence of many of the billion-dollar-plus deals that were prevalent in 2012, such as Eastman Chemical’s acquisition of Solutia ($4.7 billion) and Westlake Chemical’s acquisition of Georgia Gulf ($1.6 billion). In contrast, deal value in 2013 was driven by a large number of $250-million-plus transactions, such as Jabil Circuit’s acquisition of Nypro ($665 million), The Waddington Group’s acquisition of Par-Pak (roughly $300 million), and Silgan’s acquisition of Portola Packaging ($266 million). Other notable transactions in 2013 were Madison Dearborn Partners and Carlyle Group’s purchases and subsequent merger of Multi-Packaging Solutions and Chesapeake (roughly $640 million and $760 million, respectively), both former portfolio companies of Irving Place Capital, as well as American Securities Capital's purchase of TekniPlex (roughly $800 million) and RPC Group’s purchase of Maynard & Harris ($169 million). We believe plastics processing M&A activity will continue to rebound into 2014 as the domestic and global economies continue to improve.

258 233 252 266 343 336 307 272 301 269 278 270 144 134 111 159 0100200300400500600

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 1H '12 2H '12 1H '13 2H '13

Median: 271

-22.9% +18.7%

$9,938 $8,362 $16,941 $19,717 $17,192 $47,281 $43,882

$12,093 $18,583 $21,387 $15,998 $9,655 $9,238 $6,760 $2,719 $6,936 $0$10,000$20,000$30,000$40,000$50,000

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 1H '12 2H '12 1H '13 2H '13

Median: $17,067

-70.6% +2.6%

Page 4: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

William Blair

Plastics Processing Industry Insights 2 Industry Review and Outlook

M&A Valuations As illustrated in the following exhibit, median M&A transaction multiples for the plastics sector trended higher in 2013. Plastics-processing M&A multiples increased to a median of 7.8 times LTM EBITDA in the second half of 2013 after a median of 6.9 times during the first half of 2013. 2013 M&A multiples were above the longer-term median of 7.3 times and are once again approaching the peak levels seen in the 2007 and 2008 time period. Historical Plastic Sector M&A Transaction Multiples (Global)

Sources: Dealogic and William Blair. Public Company Valuations Valuations of publicly traded plastics processing companies continue to trend higher along with the broader market. Public-company valuations rose meaningfully during 2013, closing at a median LTM EBITDA multiple of 9.3 times, continuing the steady rise from the lows of 2009. Public company plastics processor valuations are now well above the median of the last several years of 7.0 times, and are nearing all-time highs. Publicly Traded Plastic Sector Valuation Multiples(1)

(1) Median EV/LTM EBITDA multiples at the end of each respective quarter for publicly traded companies shown on pages 14 and 15 of this report.Source: Capital IQ. Summary The outlook for the global economy continues to show signs of improvement, led by relatively strong U.S. economic growth prospects. Most economic data points to a continued steady recovery, while CEO confidence and investor sentiment are generally on the rise. We believe plastics-processing M&A activity will be driven by this increased confidence, improved global economic growth, and the continued need for financial buyers to invest committed fund equity. Similarly, strategic buyers remain flush with cash and continue to aggressively look to enter into new geographies, expand capabilities, and broaden product and end-market breadth.

7.4x 7.0x 7.0x 6.7x 7.7x 8.0x 8.5x5.0x 6.2x 7.9x 7.1x 7.7x 6.9x 7.3x 6.9x 7.8x

0.0x2.0x4.0x6.0x8.0x10.0x

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 1H '12 2H '12 1H '13 2H '13

Median: 7.3x

EV / LTM EBITDA Median

5.4x 6.4x 7.3x 6.9x 6.8x 6.1x 6.8x 7.0x 7.2x 7.0x 5.5x 6.0x 7.2x 7.0x 7.3x 7.7x 8.9x 8.6x 9.1x 9.3x

0.0x2.0x4.0x6.0x8.0x10.0x12.0x

Q12009 Q22009 Q32009 Q42009 Q12010 Q22010 Q32010 Q42010 Q12011 Q22011 Q32011 Q42011 Q12012 Q22012 Q32012 Q42012 Q12013 Q22013 Q32013 Q42013

Median: 7.0x

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William Blair

Plastics Processing Industry Insights Recent Notable Plastics Transactions 3

Recent Notable Plastics Transactions

Announced: 1/02/13 Observations/Rationale:Globalpack operates two folding carton and flexible packaging production facilities inMexico. The company converts a variety of materials, including film, foil, and paper, forthe food, beverage, and nonfood consumer products markets. Constantia Flexibles is aleading flexible-packaging supplier of plastic and composite packaging for the food, petfood, pharmaceutical, and beverage markets. • Globalpack had roughly $240 million of estimated annual sales and 1,500employees • Roughly 70% of Globalpack’s sales related to flexible packaging (including labels)with the remaining 30% related to folding cartons • The acquisition significantly strengthens Constantia’s position in North and LatinAmerica and is part of the company’s broader international growth plans • Acquisition provides a strong platform for Constantia’s further growth in NorthAmerica, Latin America, and Central America

Target: (ONE Equity Partners)

Miami, FL Acquirer:

(ONE Equity Partners) Vienna, Austria Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND Announced: 01/09/13 Observations/Rationale:Flexpack Soluções em Embalagens Ltda. designs, manufactures, and provides stand-uppouch packaging, barrier films, and performance packaging products for processedmeats, sauces, fresh pasta, dairy products, nuts, automotive fluids, healthcare, andpharmaceutical products. Scholle Corporation offers bag-in-box packaging, flexiblefilms, filling equipment, bags, and fitments and caps for agricultural chemicals,automotive chemicals and fluids, beer, cleaning chemicals, dairy products, edible oil,foodservice, juice, paints, coatings and adhesives, post-mix syrup, processed fruits, teaand coffee, water and health drinks, and wine and spirits applications.

• Flexpack is a small but strategic acquisition for Scholle • Flexpack operates one small plant in Sao Paulo, Brazil—Scholle will closeFlexpack’s plant and move the operations into its existing Vinhedo plant • Flexpack expands Scholle’s product offering and enhances Scholle’s abilities insmaller, retail packaging

Target:

São Paulo, Brazil Acquirer:

Irvine, CA Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND Announced: 01/10/13 Observations/Rationale:Mountain Molding is a contract molder of parts for the medical device, security, andother industries. The company provides precision injection molding, in-house toolmaking, and contract manufacturing. Arcady Capital is a private equity firm focused onsmall to midsize, Midwest-based niche manufacturing companies.

• Mountain Molding has been in operation since 1976 and was looking for additionalcapital for investments • Mountain Molding’s capabilities include a variety of secondary services, as well assolutions for close tolerance, low to high volume productions, insert and overmolding, and expertise with engineered resins • Arcady partnered with existing Mountain Molding management in conjunctionwith the transaction

Target:

Longmont, CO Acquirer:

Wichita, KS Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND

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William Blair

Plastics Processing Industry Insights 4 Recent Notable Plastics Transactions

Announced: 01/14/13 Observations/Rationale:Arrowhead Composites and Thermoplastics, a division of Arrowhead PlasticsEngineering, manufactures custom fiberglass reinforced molded and vacuum-formedplastics for the transportation, recreation, and utility industries. The company servescustomers in the Southeastern and Midwestern United States, specializing in fiberglassand composite molding processes. Amtech, owned by Blackford Capital, is amanufacturer of composite-based products for the military and commercial markets. • The acquisition expanded Amtech’s regional production footprint adding a new geography for growth • Amtech plans to continue to expand its presence geographically • Amtech’s expansion plans are supported by Blackford Capital, a Grand Rapids,Michigan-based private equity firm

Target:

Elmore, AL Acquirer:

(Blackford Capital) Wapato, WA Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND Announced: 01/16/13 Observations/Rationale:Amber Composites is a manufacturer of thermoset composite materials for high-performance, lightweight structures. The company serves the motorsport, automotive,aerospace, communications, marine, and wind energy sectors. TenCate AdvancedComposites combines textile technology with materials expertise to produce uniquefunctional materials. Its Advanced Composites group produces thermoplastic andthermoset prepreg composites for various industries.

• Acquisition helps accelerate TenCate’s activities in the European thermosetcomposites market • Increases TenCate’s presence in the industrial and automotive composites markets• Broadens TenCate’s portfolio to include both thermoset and thermoplasticcomposites— creates “one-stop shop” for composites • Follows TenCate’s acquisition of PMC Baycomp in the United States continuing thecompany’s expansion in composites

Target:

Nottinghamshire, UK Acquirer:

(Koninklijke Ten Cate nv) Overijssel, Netherlands Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND Announced: 04/02/13 Observations/Rationale:Fortune Plastics extrudes, converts, and manufactures flexible packaging. AccutechFilms, Inc. manufactures and supplies a range of flexible packaging products. DirectPlastics Limited manufactures flexible packaging solutions, offering laminating and bagconverting packaging solutions, as well as flexographic printing services. Hilex Poly Co.manufactures plastic bag and film products.

• Divestiture of Clondalkin’s North American Flexible Packaging Division, whoseproducts include blown film for foodservice, healthcare, industrial and sanitationbags, liners and slip-sheets • Will allow Hilex Poly to continue to diversify its product line away from plasticbags, as well as expand its recycling technologies and its customer base • Purchase enables Hilex Poly to further move into the flexible packaging, carriertape, plastic sheeting, and the reel bands sectors along with the ability to leverageprecision laser technology • Acquisition is Hilex’s first add-on since being acquired by Wind Point in late 2012

Target:

all subsidiaries of Clondalkin Group Holdings B.V. (Warburg Pincus)

Amsterdam, Noord-Holland

Acquirer:

Hilex Poly Co. (Wind Point Partners) Hartsville, SC Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND

XB

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William Blair

Plastics Processing Industry Insights Recent Notable Plastics Transactions 5

Announced: 05/28/13 Observations/Rationale:Network Polymers is a U.S. niche engineered plastics compounding and distributionbusiness. The Company offers a broad spectrum of custom resins and alloys to meetcustomer-specific product design and manufacturing requirements. A. Schulman is aleading international supplier of high-performance plastic compounds and resins. • Network Polymers will provide greater penetration in key markets, such asbuilding and construction, agricultural products, and lawn and garden • The transaction brings strong technical expertise and a seasoned sales force thatwill help leverage existing A. Schulman products and expertise to a wider customerbase • Network Polymers helps A. Schulman expand its distribution business in theUnited States. • Network Polymers has an attractive business with gross and operating marginsabove those of A. Schulman and a stronger growth profile that fits with A.Schulman’s strategy to expand its U.S. niche engineered-plastics business

Target: Akron, OH

Acquirer: Fairlawn, OH

Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ~$50.0 0.77x ND Announced: 06/07/13 Observations/Rationale:Par-Pak designs and manufactures thermoformed rigid plastic packaging productsprimarily for bakery, deli, and food service industries. The company offers orientedpolystyrene containers and PET products. The Waddington Group (TWG) designs andmanufactures rigid plastic foodservice disposables including tableware and containers.

• Acquisition of Par-Pak will increase TWG scale and product breadth, particularly inthe rigid plastic disposable tableware category, as well as geographic footprint • The transaction will improve TWG position in the bakery, produce, and schoolmeats segments • TWG is expecting at least $4 million of synergies related to purchasing benefits andheadcount reductions • The sales group of Par-Pak will merge with that of Polar Plastics, a segment withinTWG, to form a single selling company under the name of PolAR Pak • Par-Pak was one of two add-on acquisitions TWG completed in 2013

Target: Brampton, ON Canada Acquirer:

(Olympus Partners) Covington, KY Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ~$300.0 ~1.61x ~8.5x–9.0x Announced: 07/03/13 Observations/Rationale:Chesapeake manufactures cartons, labels and leaflets, and plastic packaging products.The company focuses on supplying packaging solutions to the pharmaceutical andhealthcare, food and drink, agrochemical, and automotive care product markets. TheCarlyle Group is an investment firm specializing in direct and fund of fund investments.

• Chesapeake was originally purchased out of bankruptcy in 2009 by Irving Placeand Oaktree for $485 million. Since that time, the company has invested heavily innew plants/equipment and completed three add-on acquisitions • Chesapeake is known principally for high-quality, premium paper-based leaflets,and cartons for the pharma, confectionary, and beverage markets • The deal includes the sale of Chesapeake’s paperboard operations, not its smallerplastic packaging business • Carlyle Group will enable Chesapeake’s paperboard operations to expand itsinternational footprint and invest in additional products and services

Target:

(Irving Place Capital and Oaktree Capital Management, L.P.) Buckinghamshire, UK Acquirer:

Washington DC Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ~$760 ~0.95x ~7.5x

THE CARLYLE GROUP

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William Blair

Plastics Processing Industry Insights 6 Recent Notable Plastics Transactions

Announced: 07/08/13 Observations/Rationale:Multi Packaging Solutions, Inc. provides print, packaging, and label solutions for thehealthcare, entertainment, consumer, beverage, cosmetics, and media end-marketsworldwide. Madison Dearborn Partners is a private equity firm specializing in buyoutsof private or publicly held companies that are primarily in basic industries. • Owned by Irving Place since 2005. During Irving Place’s ownership MPScompleted seven add-on acquisitions. • Structure of the buyout and new capital from Madison Dearborn helps move thecompany forward into its next phase of growth • MPS is known for its print-based specialty packaging folding cartons, labels, blistercards, and inserts/outserts principally for the healthcare and consumer markets • MDP’s experience in the packaging industry and fresh capital will allow MPS toaccelerate growth

Target: (Irving Place Capital)

New York, NY

Acquirer:

Chicago, IL Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ~$640 ~1.10x ~7.5x Announced: 08/13/13 Observations/Rationale:Portola Packaging designs, manufactures, and markets tamper-evident plastic closuresfor the dairy, fruit juice, bottled water, sports drinks, institutional food, and non-carbonated beverage industries. Portola operates eight facilities in North America andEurope. Silgan Holdings and its subsidiaries manufacture and sell rigid packaging forshelf-stable food and other consumer goods products worldwide.

• Portola’s operations complement Silgan’s existing product lines, but will alsoprovide Silgan’s customers with product line extensions • Portola enables Silgan to expand its offering in the fast-growing plasticclosures/dispensing closures markets and provides increased innovation inclosure design and enhanced operational leadership • The acquisition also enhances Silgan’s market position and growth opportunitiesin Europe through Portola’s facilities in the United Kingdom and Czech Republic • The Portola acquisition is expected to be highly synergistic with Silgan’s existingclosures business and slightly accretive initially

Target: (Wayzata Investment Partners)

Naperville, IL Acquirer:

Stamford, CT Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: $266.0 ~1.30x ~7.2x–7.5x(1)

Announced: 09/04/13 Observations/Rationale:Spectrum Plastics Group is a precision injection molder of advanced thermoplasticsselling primarily into the medical and surgical and aerospace and defense fields. Pexcodesigns and fabricates standard and custom extruded plastics products tomanufacturers and end-users in industrial, life science, commercial and consumer market applications in North America.

• Transaction marks Pexco’s first step outside its traditional profile extrusion processing technology and it is the Company’s second foray into the customplastics business (Scandia Plastics, August 2012) • The addition of Spectrum fits Pexco’s overall business paradigm including its strong niche market positions, great product manufacturing, complex engineering,and precision plastics conversion • The ability to offer molded plastics to customers is expected to enhance the overallPexco value proposition with integrated solutions • The combination of companies is expected to bring strong commercial synergies, particularly in the aerospace and medical markets

Target: (Marquette Capital Partners and Spell Capital Partners) Minneapolis, MN Acquirer:

Alpharetta, GA Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND

(1) Estimates based on analyst reports and research

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William Blair

Plastics Processing Industry Insights Recent Notable Plastics Transactions 7

Announced: 10/02/13 Observations/Rationale:Rowmark is a leading manufacturer of highly engineered extruded plastic sheet usedfor engraving and specialty applications such as the awards, engraving and signagemarkets. Bertram is a private equity firm specializing in management buyouts,shareholder liquidity events, divestitures and add-on acquisitions of middle marketpublic or private companies. • Rowmark delivers solutions through two complementary product divisions:Engraving Products and Premier Material Concepts ("PMC"). The EngravingProducts division has the most recognized global brand of engravable sheetworldwide, which is sold exclusively through an international network ofauthorized distributors in more than 80 countries. PMC is a leading provider ofhighly engineered custom extruded sheet and roll stock for specialtythermoforming applications across a diverse set of end-markets. • Bertram Capital will help expand Rowmark’s footprint and accelerate thecompany’s growth • Bertram seeks to apply its 5SM business building methodology, which willuniquely position Rowmark for significant growth opportunities through bothorganic initiatives and add-on acquisitions • Rowmark represents Bertram Capital’s third platform investment in the plasticsindustry

Target: (Clearview Capital)

Findlay, OH Acquirer:

San Mateo, CA Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND

Announced: 11/13/13 Observations/Rationale:Sealed Air, through its subsidiaries, provides food safety and security, facility hygiene,and product protection solutions worldwide. Sealed Air divested its rigid medicalpackaging business. Mason Wells is a private equity firm specializing in leveragedbuyouts and owner recapitalizations of middle market companies.

• Sealed Air exited the rigid medical packaging market to focus on its core businesses of flexible packaging for food, protective applications, high-heat uses, cleaning and hygiene supplies, and other specialty markets • The rigid medical packaging company provides an excellent platform for growth and is well positioned to capitalize on a number of market and new productopportunities driven by global demographic trends • Mason Wells’ new purchase complements what is an already sizable stake in packaging including its stakes in Coating Excellence International, Charter NEX Films, and Mullinix packaging

Target: Rigid Medical Packaging Business

Elmwood Park, NJ Acquirer:

Milwaukee, WI Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: $125.0 ND ND

Announced: 11/18/13 Observations/Rationale:Tekni-Plex is one of the world’s leading manufacturers of innovative, high-quality packaging and tubing materials for the healthcare, specialty packaging, and food packaging markets. American Securities specializes in direct and fund of fund investments.

• The transaction enables Tekni-Plex to move into the next phase of its growth,which will likely involve scaling existing products, gaining strategic market shareand launching targeted new products • Before the acquisition Tekni-Plex divested Swan Hose, enabling the company to focus on its core healthcare, food packaging, and specialty segments • Tekni-Plex maintains strong market positions as well as market-leading margins among its business segments

Target: (Avenue Capital Group and Oaktree Capital Management) King of Prussia, PAAcquirer:

Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ~$800.0 ~1.39x ~8.0x

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William Blair

Plastics Processing Industry Insights 8 Recent Notable Plastics Transactions

Announced: 11/19/13 Observations/Rationale:Multi Packaging Solutions, Inc. provides print, packaging, and label solutions forhealthcare, entertainment, consumer, beverage, cosmetics, and media end-marketsworldwide. Chesapeake manufactures cartons, labels and leaflets, and plastic packagingproducts. • Merger of equals that will create a global leader in print-based specialty packagingwith revenue over $1.4 billion and more than 7,000 employees worldwide • Upon completion of the merger, ownership in the combined company will be splitbetween Carlyle Group and MDP • The combined company, which has a vast majority of its operations in the UnitedStates and Europe, expects to have a growing presence in developing countries,including an existing facility in China • Management believes the transaction will create substantial synergies • With an estimated pro forma EBITDA of $200 million, the combined company is apotential IPO candidate

Target: (Madison Dearborn Partners)

New York, NY Acquirer:

(The Carlyle Group) Buckinghamshire, UK Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND

Announced: 11/22/13 Observations/Rationale:Transilwrap Company is a value-added converter and manufacturer of specialty film products. Some of the industries the company’s products serve include the advertisingand promotions, alternative energy and construction industries. The Jordan Company is a private equity firm specializing in traditional leverage buyouts, recapitalizations, and restructuring transactions.

• Transilwrap made two acquisitions, Interfilm Holdings and Quest films, during Nicolet Capital’s ownership • The transaction will allow Transilwrap to continue to execute its strategic plan and positions the company for sustained, long-term growth • Transilwrap has evolved to become a value-added converter of specialty films that has gained market share through innovation

Target: (Nicolet Capital Partners) Franklin Park, IL Acquirer:

New York, NY Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: ND ND ND Announced: 12/16/13 Observations/Rationale:Maynard & Harris Group (“M&H”) designs and manufactures plastic packagingproducts for various sectors. The company’s products include plastic bottles, caps, flexible tubes, jars, and containers. RPC engages in the manufacture and sale of rigid plastic packaging products worldwide. The company operates injection molding, thermoforming, and blow-molding segments.

• M&H represents a material bolt-on acquisition with a good fit, further consolidating RPC’s position in certain segments • The transaction enables RPC, through M&H's U.S.-based facility, to establish a foothold outside of its traditional European market, such as in the United States. • M&H brings wider expertise in external decorative appearance with a range ofcontainer shapes and closures, including flexible tubes, which RPC does not currently supply • M&H will fit into RPC’s Bramlage-Wiko injection molding cluster

Target: (Caird Capital LLP) Suffolk, UK Acquirer:

Northamptonshire, UK Implied Enterprise Value ($M): EV/LTM Revenue: EV/LTM EBITDA: $168.8 1.3x 6.7x

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William Blair

Plastics Processing Industry Insights Current Industry Trends 9

Current Industry Trends

Resin Prices Trends Resin prices rose, on average, 6.5% during the first half of 2013, before stabilizing and rising only a modest 1.5% during the second half of the year. Most analysts believe resin prices will remain relatively stable in the near term and will begin a gradual longer-term decline. Many believe that sustained lower natural gas prices coupled with increased ethylene cracker capacity in the United States will result in a gradual decline in resin prices. Although cheap U.S. natural gas and increased U.S. cracker capacity are factors that help depress resin prices, some experts believe rising global oil costs and increased global demand for resin will offset these factors, effectively stabilizing prices. Resin Prices

(Index based on January 2005 price)

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2005 2006 2007 2008 2009 2010 2011 2012 2013(1) Composite represents index of all five resin types shown here.Sources: Bloomberg, Plastics News, Foundation for Internal Business and Economic Research, Wall Street Journal, and Department of Energy. • Polyethylene terephthalate (PET), after increasing to $1.03 per pound in February, spent the middle half of 2013 hovering around $0.95 per pound before increasing to $0.99 in December, leaving 2013 down 2.0%. • Polyvinyl chloride (PVC) continued to increase through the entirety of 2013, finishing the year at $1.06 per pound. • Polyethylene (PE), reached a high of $1.01 in September 2013 following a relatively flat 2012. • Polystyrene (PS) spent 2013 on average at about $1.47 per pound. • Polypropylene (PP) experienced a high of $1.14 per pound during 2013 before ending the year at about $1.09 per pound

0.050.0

100.0150.0200.0250.0300.0350.0

Crude Oil (+117.5%; +8.5%) PET (Bottle Resin) (+47.8%; -2.0%) PVC (Suspension Resin Injection GP) (+93.6%; +3.9%)PE (Injection GP) (+53.4%; +18.9%) PS (EPS Cups) (+25.1%; +11.6%) PP (Extrusion Sheet) (+61.0%; +14.1%)2013 HighlightsJan-June composite(1) (+6.5%)July-Dec composite(1) (+1.5%)

(+117.5%)

(+53.4%)

(+93.6%)

(+61.0%)

(+25.1%)(+47.8%)

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William Blair

Plastics Processing Industry Insights 10 Current Industry Trends

Earnings Continue to Improve Earnings in 2013 for William Blair’s group of publicly traded plastic processors (see pages 13 and 14) have continued to rebound, up roughly 58% since the lows of 2009. As shown in the exhibit below, quarterly earnings for plastics processors declined slightly in first quarter 2013, but rose to the highest level in four years in fourth quarter 2013. Earnings have grown at a roughly 3% compound annual rate since achieving a trough in third quarter 2009. Earnings growth has been driven by a continued focus on cost reductions, relatively stable resin prices, and revenue growth as a result of an improving global economy. Publicly Traded Plastic Processors – Total Operating Income Per Share(1)

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 (1) Total operating income per share for the LTM period ending each respective quarter for all publicly traded companies shown on pages 13 and 14 of this report.Source: Capital IQ. EBITDA Margin Trends In the start of 2013, EBITDA margins improved slightly by 30 basis points before leveling off near 13% for the plastic processors tracked by William Blair, slightly above longer-term averages. This reflects a marked increase from the lows experienced in third quarter 2009. The slight increase over 2012 reflects the impact of continued fixed cost leverage as revenues have continued to grow, as well as the impact of relatively stable resin prices in 2013. Publicly Traded Plastic Processors – LTM EBITDA Margins(1)

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 Source: Capital IQ.

$61.86 $54.32 $48.02 $49.47 $52.44 $55.78 $56.89 $59.66$67.56 $70.77 $72.44 $65.55 $65.99 $67.90 $69.05 $73.75 $72.05 $73.64 $74.04 $75.76

$0.00$20.00$40.00$60.00$80.00

10.9% 10.9% 10.5% 11.2% 12.4% 12.5% 13.0% 12.4% 12.7% 12.7% 12.1% 12.0% 11.9% 12.1% 12.1% 12.1% 12.4% 12.7% 12.7% 12.7%

0.0%5.0%10.0%15.0% Median: 12.2%

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Plastics Processing Industry Insights Current Industry Trends 11

Strategic Versus Financial Sponsor Transactions As a percentage of total plastic processing transactions, financial sponsor activity increased slightly year-over-year in 2013, accounting for 28% of total transactions. Financial sponsors, whether through existing portfolio companies or as new platform investments, continue to be active investors in the plastic sector. Strategic vs. Financial Sponsor Plastics Transactions (% of Total Plastics Transactions)

Sources: Dealogic and William Blair’s analysis. Emerging Market M&A Transaction Activity During 2013, emerging market activity in the plastics processing sector accelerated to reach the highest levels in over a decade. Emerging markets plastics processing M&A accounted for almost 30% of the market. In 2013, emerging market countries outside the traditional BRIC nations saw its share of activity rise from 40% of emerging markets plastics activity in 2012 to 43% in 2013. Activity in India increased slightly from 10% of activity in 2012 to 11% in 2013. China plastics processing M&A activity has gradually declined over the last few years as economic growth in that country has slowed, causing processors to focus inwardly on managing the slowing growth and reducing the attractiveness of this market, at least for the moment. Developed Markets vs. Emerging Markets – M&A Transaction Activity

Sources: Dealogic and William Blair’s analysis.

71% 80% 78% 77% 75% 73% 72%29% 20% 22% 23% 25% 27% 28%

0%20%40%60%80%100%

2007 2008 2009 2010 2011 2012 2013

% Strategic % Financial Sponsor

90% 90% 89% 88% 86% 80% 82% 79% 81% 83% 74% 78% 72%10% 10% 11% 12% 14% 20% 18% 21% 19% 17% 26% 22% 28%

0%20%40%60%80%100%

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

Developed Markets Emerging Markets

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Plastics Processing Industry Insights 12 Current Industry Trends

Emerging Markets Plastics M&A Activity

Brazil 0% 4% 4% 0% 8% 9% 13% 9% 6% 6% 5% 7% 3% Russia 0% 4% 11% 0% 0% 7% 2% 6% 4% 4% 5% 5% 7% India 9% 15% 4% 10% 5% 12% 10% 6% 7% 13% 21% 10% 11% China 13% 19% 18% 19% 22% 24% 26% 38% 33% 47% 40% 38% 37% Other(1) 78% 58% 64% 71% 65% 48% 49% 42% 50% 30% 29% 40% 43% Note: Selected countries derived from the Dow Jones list of emerging countries.(1) Other countries include: Argentina, Bulgaria, Chile, Colombia, Czech Republic, Egypt, Estonia, Hungary, Indonesia, Jordan, Lithuania, Malaysia, Mexico, Pakistan, Oman, Peru, Philippines, Poland, Qatar, Romania, South Africa, Thailand, Turkey, and United Arab Emirates. Sources: Dealogic and William Blair’s analysis.

Emerging market activity. A few select examples of recent activity are profiled below: • Metair Investments, a South African-based manufacturer of automotive components, acquired Turkey-based Mutlu Holding, a manufacturer of batteries, plastics and packaging, for $217 million. • Aliaxis, a manufacturer of plastic fluid-handling systems, acquired India-based Ashirvad Pipes, a manufacturer of plastic pipes, for $148 million. • Shin-Etsu Chemical, a Japan-based manufacturer of polyvinyl chloride (PVC), acquired Thailand-based Asia Silicones

Monomer, a manufacturer of silicon products, for $146 million. • Risen Energy, a China-based manufacturer of solar lamps and cells, acquired China-based Jiangsu Sveck New Material, a manufacturer of acetate films, for $90 million. • During the second half of 2013, Australia-based Amcor made three acquisitions totaling more than $100 million. Two of these transactions targeted emerging markets. – Amcor acquired the Tuflex flexible packaging business of Murugappa, an India-based industrial conglomerate, for an undisclosed sum. – Amcor also acquired Jiangsu Shenda’s flexible packaging business for $57 million; the company and business unit are both based in China.

0%20%40%60%80%100%

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

Other China India Russia Brazil

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Plastics Processing Industry Insights Public Plastics Processing Company Valuations 13

Public Plastics Processing Company Valuations

Selected Comparable Public Company Metrics

($ in millions) Stock Price Change Since 12/31/12

LTM Financials LTM Margins Valuation

Company Revenue EBITDA Gross Profit EBITDA OCF Margin(1) Market Cap.

Enterprise Value

EV/LTM Revenue

EV/LTM EBITDA

Net Debt EBITDA

Resin Suppliers/Compounders A. Schulman, Inc. 21.9% $2,186.7 $128.7 13.2% 5.9% 9.5% $1,023.1 $1,115.9 0.51x 8.7x 1.1x Axiall Corporation 14.9% $4,316.2 $617.7 17.6% 14.3% 7.4% $3,315.2 $4,795.5 1.11x 7.8x 2.2x Celanese Corporation 24.2% $6,395.0 $956.0 19.6% 14.9% 6.8% $8,720.9 $10,683.9 1.67x 11.2x 2.1x Clariant AG 35.8% $6,447.3 $856.5 29.0% 13.3% 9.1% $5,785.3 $7,856.3 1.17x 8.8x 2.3x Eastman Chemical Co. 18.6% $9,254.0 $1,824.0 25.0% 19.7% 10.8% $12,421.3 $16,709.3 1.81x 9.2x 2.3x Ferro Corporation 206.9% $1,684.9 $86.8 18.8% 5.2% 4.8% $1,111.1 $1,426.4 0.85x 16.4x 3.5x Kraton Performance Polymers Inc. (4.1%) $1,298.2 $86.4 16.9% 6.7% 0.8% $749.8 $986.5 0.76x 11.4x 2.4x PolyOne Corporation 73.1% $3,630.4 $322.7 19.2% 8.9% 7.5% $3,402.1 $4,069.0 1.12x 12.6x 2.1x Mean 48.9% $4,401.6 $609.8 19.9% 11.1% 7.1% $4,566.1 $5,955.4 1.12x 10.8x 2.2x

Median 23.0% $3,973.3 $470.2 19.0% 11.1% 7.5% $3,358.7 $4,432.3 1.12x 10.2x 2.2x ($ in millions) Stock Price Change Since 12/31/12

LTM Financials LTM Margins Valuation

Company Revenue EBITDA Gross Profit EBITDA OCF Margin(1) Market Cap.

Enterprise Value

EV/LTM Revenue

EV/LTM EBITDA

Net Debt EBITDA

Commercial & Industrial Plastic Processors Carclo plc (76.2%) $143.4 $17.7 59.1% 12.4% 1.7% $311.6 $336.5 2.21x 17.9x 1.3x Core Molding Technologies Inc. 106.9% $142.2 $15.8 17.2% 11.1% 7.4% $101.8 $104.7 0.74x 6.6x 0.2x Deswell Industries, Inc. (6.7%) $46.3 ($2.3) 8.1% (5.0%) (9.7%) $36.5 ($7.4) NMF 3.2x N/A Filtrona plc 59.2% $1,133.8 $222.0 60.6% 19.6% 4.7% $3,311.0 $3,680.4 3.10x 15.8x 1.5x Myers Industries Inc. 39.4% $827.9 $90.8 27.3% 11.0% 8.3% $715.3 $783.8 0.95x 8.6x 0.8x Nolato AB 89.0% $691.2 $85.2 14.1% 12.3% 10.4% $599.5 $590.8 0.84x 6.8x N/A Trex Co. Inc. 113.6% $324.8 $35.2 28.4% 10.8% 1.8% $1,335.8 $1,316.2 4.05x NMF N/A UFP Technologies, Inc. 40.7% $137.6 $20.5 29.0% 14.9% 6.7% $173.7 $144.7 1.05x 7.0x N/A Mean 45.8% $430.9 $60.6 30.5% 10.9% 3.9% $823.1 $868.7 1.85x 9.4x 0.9x

Median 50.0% $234.1 $27.9 27.9% 11.7% 5.7% $455.5 $463.6 1.05x 7.0x 1.0x (1) Operating cash flow (OCF) calculated as EBITDA less capital expenditures.(2) Georgia Gulf Corp. changed its name to Axiall Corp. in 2013 after the acquisition of PPG industries Inc.’s commodity chemicals business. Sources: Capital IQ, FactSet, and William Blair as of December 31, 2013.

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Plastics Processing Industry Insights 14 Public Plastics Processing Company Valuations

Selected Comparable Public Company Metrics (cont’d)

($ in millions) Stock Price Change Since 12/31/12

LTM Financials LTM Margins Valuation

Company Revenue EBITDA Gross Profit EBITDA OCF Margin(1) Market Cap.

Enterprise Value

EV/LTM Revenue

EV/LTM EBITDA

Net Debt EBITDA

Mid-Cap Plastic Packaging Amcor Limited 12.6% $12,748.0 $1,683.8 17.7% 13.2% 9.2% $11,378.4 $15,096.1 1.35x 10.2x 2.4x AptarGroup, Inc. 42.1% $2,454.1 $447.4 32.1% 18.2% 6.6% $4,473.2 $4,658.9 1.90x 10.4x 0.4x Bemis Company, Inc. 22.4% $5,044.5 $626.7 19.4% 12.4% 11.4% $4,321.8 $5,616.1 1.11x 9.0x 2.1x MeadWestvaco Corporation 15.9% $5,540.0 $811.0 19.2% 14.6% 4.4% $6,804.5 $8,471.5 1.53x 10.4x 2.1x Sealed Air Corporation 94.5% $7,728.0 $1,007.1 33.6% 13.0% 7.7% $6,694.0 $10,509.4 1.36x 10.4x 3.8x Silgan Holdings Inc. 15.6% $3,702.5 $513.0 14.5% 13.9% 12.9% $3,090.0 $4,755.4 1.28x 9.3x 3.2x Sonoco Products Co. 40.3% $4,809.1 $591.5 17.8% 12.3% 9.0% $4,352.2 $5,177.8 1.08x 8.8x 1.4x Mean 34.8% $6,003.7 $811.5 22.1% 14.0% 8.7% $5,873.4 $7,755.0 1.37x 9.8x 2.2x

Median 22.4% $5,044.5 $626.7 19.2% 13.2% 9.0% $4,473.2 $5,616.1 1.35x 10.2x 2.1x ($ in millions) Stock Price Change Since 12/31/12

LTM Financials LTM Margins Valuation

Company Revenue EBITDA Gross Profit EBITDA OCF Margin(1) Market Cap.

Enterprise Value

EV/LTM Revenue

EV/LTM EBITDA

Net Debt EBITDA

Small-Cap Plastic Packaging AEP Industries Inc. (10.8%) $1,143.9 $61.2 13.5% 5.4% 3.0% $307.8 $511.5 0.45x 8.4x 0.2x Intertape Polymer Group Inc. 64.5% $779.3 $100.7 20.3% 12.9% 6.9% $831.3 $963.0 1.24x 9.6x 1.3x RPC Group plc 51.5% $1,596.2 $223.2 39.7% 14.0% 8.1% $1,653.7 $1,933.3 1.14x 8.2x 1.2x Tredegar Corp. 41.1% $961.3 $106.4 15.9% 11.1% 4.2% $919.8 $1,011.2 1.05x 9.5x 0.9x Winpak Ltd. 42.9% $700.1 $135.0 29.7% 19.3% 5.9% $1,374.2 $1,252.0 1.79x 9.3x N/A Mean 37.8% $1,036.2 $125.3 23.8% 12.5% 5.6% $1,017.3 $1,134.2 1.13x 9.0x 0.9x

Median 42.9% $961.3 $106.4 20.3% 12.9% 5.9% $919.8 $1,011.2 1.14x 9.3x 1.0x (1) Operating cash flow (OCF) calculated as EBITDA less capital expenditures.Sources: Capital IQ, FactSet, and William Blair as of December 31, 2013.

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Plastics Processing Industry Insights Public Plastics Processing Company Valuations 15

Indexed Share Price Performance The exhibits below illustrate how each group of plastic processing public companies has performed, on an indexed basis, and relative to the S&P 500, over the last 12 months, 3 years, and 10 years. In the last 12 months, plastics processors’ performance has been positive, with four of the groups outperforming and only the Resin/Compounders Group underperforming the S&P 500. Indexed Stock Performance – Last 12 Months

Indexed Stock Performance – Last Three Years

Indexed Stock Performance – Last 10 Years

Source: FactSet as of December 31, 2013.

90100110120130140150160

12/31/12 02/28/13 04/30/13 06/30/13 08/31/13 10/31/13 12/31/13

S&P 500 (+29.6%) Resin/Compounders (+24.5%) C&I Plastic Processors (+57.3%)Mid-Cap Plastic Packaging (+31.9%) Small-Cap Plastic Packaging (+41.4%)(+57.3%)

(+29.6%)

(+41.4%)

(+31.9%)

(+24.5%)

01/01/12

50100150200250300

12/31/10 04/30/11 08/31/11 12/31/11 04/30/12 08/31/12 12/31/12 04/30/13 08/31/13 12/31/13

S&P 500 (+47.0%) Resin/Compounders (+59.3%) C&I Plastic Processors (+179.3%)Mid-Cap Plastic Packaging (+48.2%) Small-Cap Plastic Packaging (+130.0%)

(+47.0%)

(+130.0%)

(+179.3%)

(+48.2%)

(+59.3%)

050100150200250300

12/31/03 12/31/04 12/31/05 12/31/06 12/31/07 12/31/08 12/31/09 12/31/10 12/31/11 12/31/12 12/31/13

S&P 500 (+66.2%) Resin/Compounders (+145.8%) C&I Plastic Processors (+164.7%)Mid-Cap Plastic Packaging (+70.2%) Small-Cap Plastic Packaging (+97.4%)

(+66.2%)

(+164.7%)

(+97.4%)(+70.2%)

(+145.8%)

12/31/13

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Plastics Processing Industry Insights 16 Public Plastics Processing Company Valuations

Historical Trading Values The following exhibits summarize the median enterprise-value–to–trailing-12-month EBITDA multiples for each group of selected public companies. The data highlights quarterly metrics since 2006. As highlighted below, while the broader market decline in third quarter 2011 depressed valuations to near recession levels, plastics processors have subsequently rebounded strongly and now generally trade above longer-term median levels. Resin Suppliers/Compounders

Commercial and Industrial Plastic Processors

Mid-Cap Plastic Packaging

Small-Cap Plastic Packaging

Sources: Capital IQ, FactSet, and William Blair.

7.5x 7.2x 6.7x 7.2x 7.6x 8.4x 7.2x 7.2x 7.2x 7.0x 6.2x 5.2x 5.2x 6.2x 8.6x 7.5x 6.8x 4.8x 6.9x 6.8x 6.9x 6.3x 4.6x 5.3x 6.7x 6.1x 6.9x 9.2x10.4x9.5x 9.8x10.2x0.0x2.0x4.0x6.0x8.0x10.0x12.0x Median: 7.0x

7.6x 7.0x 7.9x 8.6x 8.9x 8.4x 8.1x 6.6x 6.0x 5.7x 5.0x 3.0x 3.8x 5.9x 6.8x 6.7x 6.2x 7.9x 5.9x 7.0x 6.7x 6.1x 5.1x 5.3x 6.4x 6.6x 6.4x 6.3x 6.7x 8.7x 7.3x 7.0x0.0x2.0x4.0x6.0x8.0x10.0x12.0x Median: 6.6x

8.5x 8.1x 8.1x 8.6x 8.7x 8.8x 8.1x 7.7x 7.8x 7.2x 7.4x 6.7x 6.3x 6.8x 7.2x 7.2x 7.3x 6.8x 7.5x 7.4x 7.4x 7.6x 6.8x 7.2x 8.0x 8.0x 7.7x 8.0x 8.9x 8.7x 9.1x10.2x

0.0x2.0x4.0x6.0x8.0x10.0x12.0x Median: 7.7x

7.2x 7.0x 7.1x 8.5x 8.3x 7.5x 6.8x 5.9x 6.5x 5.9x 5.6x 6.1x 5.7x 4.6x 5.7x 5.6x 5.6x 5.7x 7.2x 6.8x 7.1x 6.5x 5.5x 6.5x 6.6x 7.0x 7.3x 6.7x 8.1x 7.9x 9.6x 9.3x

0.0x2.0x4.0x6.0x8.0x10.0x12.0x Median: 6.8x

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Plastics Processing Industry Insights Spotlight – Composite Industry 17

Spotlight – Composite Industry Reinforced plastics are composite materials produced by mixing glass fibers or other reinforcement materials (e.g., carbon fiber, aramid fiber) with a base polymeric resin matrix. When heated, the components interlink to form a composite material that can be engineered to have properties superior to either of the various materials individually. These properties can include strength-to-weight ratio, temperature and impact resistance, stiffness, and tensile strength. Compared with steel or aluminum, composites can be a more cost-effective alternative for many applications when considering factors such as weight, processing ease, tooling costs, corrosion resistance, parts consolidation and design capabilities. The reinforced plastics market is segmented into two principal segments: thermosets and thermoplastics. A thermoset composite is a polymer material that irreversibly cures through a chemical reaction, while a thermoplastic composite is a polymer material that becomes pliable or moldable above a specific temperature, and returns to a solid state upon cooling. U.S. High Performance Composite Demand Trends U.S. High Performance Composite Demand by Market

($ in billions)

Growth: -- 0.5% 6.2% 5.5% 7.4% 9.6% 5.7% 6.0% (2.2%) 2.2% 6.7% Source: The Freedonia Group, Inc. According to Freedonia, composite demand in the United States is projected to reach more than $10 billion in 2016, following annual gains of nearly 15% from 2011. Recent advances in materials, technologies, and customer awareness continue to create new opportunities across a variety of applications and end-markets, particularly for thermoplastic composite materials. The use of thermoplastic composites is growing particularly in applications where weight savings, fuel savings, and other performance benefits are critical. For example, Airbus’s new A350 is nearly 53% composites by weight while Boeing’s new Dreamliner is nearly 50% composites. New material combinations are frequently coming on-line and the use of composites is projected to continue to grow as engineers become more adept at producing and using them and as the cost of development and production continues to decline. While the automotive and aerospace sectors have historically led the conversion from metals to composites and will continue to do so, numerous other industries are beginning to follow suit. For example, the amount of plastics and composites on Class 8 truck trailers has steadily increased. Other industries such as the recreational vehicle, rail car, and vocational trailer markets have also begun to adopt lower weight composites with improved physical properties compared with metals, wood, or other traditional materials. Selected Composites Companies Selected Composites M&A Transactions

Acquirer Target 2013 Tencate Amber Composites ND2013 Amtech Arrowhead ND 2012 Cytec Umeco $436mm2010 Highlander The Composites Group ND

2009 Mitsubishi Plastics Quadrant $307mm2007/08 Sintex Wausaukee Composites, Brite, Geiger Automotive $114mm

$3.2 $3.2 $3.4 $3.6 $3.9 $4.3 $4.5 $4.8 $4.7 $4.8 $5.1

$0.0$2.0$4.0$6.0

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011

Billion Dollars % Growth

60%15%8%

17%AerospaceIndustrial & AutomotiveDefense & SafetyOther Markets

Airplane Composition

Airbus A350 Boeing 787 Dreamliner Composites: 53% 50%Aluminum/Aluminum-Lithium: 19% 20% Titanium: 14% 15%Steel: 9% 10%Other Materials: 8% 5%Source: Airbus. Source: Boeing.

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Plastics Processing Industry Insights 18 Selected William Blair Plastics Transactions

Selected William Blair Plastics Transactions

Longwood Industries Case Study

William Blair acted as financial advisor to Longwood Industries, a portfolio company ofNorwest Equity Partners (NEP), in connection with the sale of Longwood toWestinghouse Air Brake Technologies Corporation (Wabtec) (NYSE:WAB) for anundisclosed amount. The transaction closed on September 23, 2013. Longwood is a leading manufacturer and distributor of a broad line of specialtyelastomeric (rubber and rubber composite) and related products. The company serves adiverse base of blue-chip customers in multiple attractive, rapidly growing end-markets,including the oil and gas/fracking market. Longwood’s products consist of mission-critical elastomeric components essential for function in demanding environments. TheCompany has a multi-decade track record of manufacturing unique and complex rubbercomposite products, with the vast majority of its products requiring complex rubberformulations bonded to fabric, metal or plastic. Founded in 1961, NEP is a leading U.S. private equity firm with nearly $5 billion in capitalunder management. The firm has been actively investing in profitable and growingmiddle market companies within the agriculture, applied technology, business services,consumer products and services, distribution, diversified industrials, and healthcareindustry sectors. NEP works in partnership with its management teams and its networkof operating executives and strategic advisors to transform its portfolio companies intoindustry-leading businesses. Based in Wilmerding, Pennsylvania, Wabtec is a leading supplier of value-added,technology-based products and services for rail, transit, and other global industries, with$2.5 billion in sales and a $6.1 billion market cap at close. Through its subsidiaries,Wabtec manufactures a broad range of products for locomotives, freight cars, andpassenger transit vehicles for original equipment and aftermarket usage. Wabtec hasnearly 8,500 employees across about 50 manufacturing plants, service centers and salesoffices in the United States, Canada, Mexico, Europe, Asia, Australia, and South America. Spirit Foodservice Case Study

William Blair acted as a financial advisor to Spirit Foodservice Products a portfoliocompany of Prospect Partners, in conjunction with its sale to Pactiv, a subsidiary of RankGroup. Pactiv actively pursued the Spirit opportunity having been made aware of thecompany in past processes. Initial contact with Rank Group and Pactiv was in mid-January 2013, and they signed an LOI in early February and quickly closed the deal onMarch 15, 2013. The terms of the deal were not disclosed. Founded in 1935, Spirit manufactures high-quality foodservice disposables to leadingquick service restaurants and retail chains across the United States. These customersinclude Chipotle, Jack In The Box, and Carls Jr./Hardee. They were purchased by ProspectPartners in 2006. It is based in Boston, Massachusetts, with manufacturing plants inFlorida, Texas, and California. Prospect Partners is a leading private equity firm focused on lower-middle-marketcompanies and is based in Chicago. The firm manages three funds totaling $470 million. Pactiv is a leader in the consumer and food/service packaging market. It has sales ofmore than $3.5 billion and its brands include Hefty and Reynolds Wrap. Pactiv is whollyowned by Rank Group, a privately owned conglomerate based in New Zealand. Rank’score businesses include: Pactiv, Reynolds, Hefty, Graham Packaging, Closure SystemsInternational, Dopaco, Carter Holt Harvey, and Prestone.

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Plastics Processing Industry Insights Investment Banking Team Biographies 19

Investment Banking Team Biographies

William Blair & Company Plastics Processing Investment Banking

Elliot Farkas, Managing Director, has been a member of the William Blair & Company Corporate Finance Department since 2006 and is based in Chicago. Elliot has over 13 years of experience advising on buy and sell-side mergers & acquisitions, fairness opinions, private placements, recapitalizations and public offerings and has completed over 75 transactions. Prior to joining the firm, Elliot worked at Robert W. Baird & Co. in the Manufactured Products Investment Banking Group and at PricewaterhouseCoopers in the Transaction Services and Audit & Assurance Advisory Groups. Elliot received an MBA (Finance) from the University of Michigan and a BSBA (Accounting) from The Ohio State University. He is also a CPA. [email protected] +1 312 364 8157

Paul M. Hindsley, Managing Director in the Consumer and Industrial Groups, has been a member of the William Blair & Company Corporate Finance department since 1997. Paul has 32 years of experience advising on mergers & acquisitions, private placement of equity and debt securities, and public offerings and has completed over 250 transactions. Prior to joining the firm, Paul worked at Nesbitt Burns Securities and Harris Bank as a senior banker for middle-market companies. Paul received a BA from Duke University and an MBA from Northwestern University. [email protected] +1 312 364 8576

Philip W. Reitz joined William Blair & Company in 1989. As part of the Commercial & Industrial Group, Phil specializes in merger and acquisition advisories for industrial companies. In addition, Phil has advised clients on numerous public equity underwritings and private equity and debt placements. Phil has a BA from Northwestern and an MBA from Stanford where he was an Arjay Miller Scholar (top ten percent of class). He lives in Wilmette with his wife and has two adult sons. [email protected] +1 312 364 8688

Sam Tinaglia joined William Blair & Company in 1999 and has been a partner since 2001. Sam is co-head of Industrial Banking. He has extensive public and private transaction experience across numerous industrial verticals including manufacturing, metal-working and plastics. Prior to joining Blair, he worked at both Robert W. Baird & Co and Kidder, Peabody & Co. He has completed over 140 M&A and financing transactions. Sam holds an MBA (Finance) from UCLA and an AB from University of Chicago (European History). He lives in Park Ridge, Illinois with his wife and three children and is a Trustee of the Chicago History Museum and President of the Psi Upsilon Scholarship Foundation. [email protected] +1 312 364 8086

Matt Gooch is the Head of European Banking in London. He joined William Blair & Company’s Chicago Corporate Finance Department in 1997 and relocated to the firm’s London office in 2000. He has been involved in more than 100 completed mergers, capital raises, and restructuring assignments in a variety of industries while at Blair. Matt is a M&A specialist and has extensive experience throughout Europe and the U.S. Matt is a CFA charter holder, a graduate of Emory University (BA) and University of Chicago (MBA), earning high honors from both institutions. [email protected] +1 44 20 7868 4478

Matthew Zimmer is a managing director in William Blair’s investment banking group. Before joining the firm, he worked with Robert W. Baird & Co. in the investment banking group for five years, where he specialized in M&A and equity underwriting. Mr. Zimmer has 11 years of experience advising public and private companies and has been involved in sell-side and buy-side transactions, strategic option studies, fairness opinions, and special committee situations. He graduated from the University of Notre Dame. In 2005, he graduated from Columbia Business School, receiving an M.B.A. with a concentration in finance and economics. He is a Certified Public Accountant. [email protected] +1 44 20 7868 4502

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Plastics Processing Industry Insights 20 Selected Recent William Blair Plastics Transactions

Selected Recent William Blair Plastics Transactions

Not Disclosedhas been acquired byWabtec Corporation

Not Disclosedhas been acquired by

Schattdecor AG

Not Discloseda division of Pregishave been acquired by

Monitor Clipper PartnersNot Disclosed

North American Operationshas been acquired byArclin, Inc.

$79,120,000Initial Public Offering

$247,500,000has been acquired byOdyssey Investment

Partners, LLC

$248,000,000has been acquired by

Snow Phipps Group, LLC

$135,500,000 Subsidiaries of Contex Group A/Shave been acquired by

3D Systems Corporation

€160,000,000A division of Pregis Corporationhas been acquired bySun Capital Partners$181,700,000

has been acquired byPhillips Plastics

Corporation

Not Discloseda portfolio company of Mason Wellshas been acquired byHighlander Partners

Not Disclosedhas been acquired byWynnchurch Capital

Not Disclosedhas been acquired by

Filtrona plcNot DisclosedSenior Debt Placement/ Recapitalization

$115,000,000a subsidiary of Filtrona plchas been acquired by

Saw Mill Capital

Not Disclosedhas been acquired by

Vesta Inc.Not Disclosedhas completed a recapitalization with

Pouschine Cook Capital Management Inc.

Not Disclosedhas been acquired byWynnchurch Capital

Not Disclosedhas been acquired by

Prospect Partners, LLC

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William Blair

Plastics Processing Industry Insights Plastics Processing Industry Expertise 21

Plastics Processing Industry Expertise This update is the seventh in a series of reports on the plastics processing industry. Prior reports are:

If you would like a copy of any of these reports, please contact Elliot Farkas at +1 312 364 8157 or [email protected].

Page 24: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

William Blair

William Blair is a trade name for William Blair & Company, L.L.C. and William Blair International, Limited. William Blair & Company, L.L.C., is a Delaware company and is regulated by the Securities and Exchange Commission, The Financial Industry Regulatory Authority, and other principal exchanges. William Blair International Limited is authorised and regulated by the Financial Services Authority ("FSA") in the United Kingdom. William Blair & Company® only offers products and services where it is permitted to do so. Some of these products and services are only offered to persons or institutions situated within the United States and are not offered to persons or institutions outside of the United States. This material has been approved for distribution in the United Kingdom by William Blair International Limited, and is directed only at, professional clients and eligible counterparties (as defined in COBS 3.5 and 3.6 of the FSA Handbook). This advertisement is not intended to be investment advice. William Blair & Company | 222 West Adams Street | Chicago, Illinois 60606 | +1 312 236 1600 | williamblair.com February 14, 2014 Plastics Processing Industry Insights 22 Disclosures

Disclosures

Page 25: Plastics Processing Industry Insights - William Blair...Industry Update and Outlook February 2014 Plastics Processing Industry Insights William Blair’s investment banking group combines

International

FrankfurtWilliam Blair International, Limited An der Hauptwache 760313 Frankfurt am MainGermany+49 69 509527 600

LondonWilliam Blair International, LimitedThe Broadgate Tower20 Primrose Street17th FloorLondon EC2A 2EWUnited KingdomEquity Sales: +44 20 7868 4400Corporate Finance: +44 20 7868 4444

William Blair International, Limited40 Bruton StreetLondon W1J 6QZUnited KingdomInvestment Management: +44 20 7297 4700

São PauloWilliam Blair do Brasil Assessoria Financeira Ltda.Av. Brigadeiro Faria Lima 3729, room 511São Paulo, SPBrazil04538-905+55 11 3443 6472

ShanghaiWilliam Blair & Company, L.L.C. Shanghai Representative Of�iceUnit 16-18, 11th FloorBuilding One, Corporate Avenue222 Hubin RoadShanghai 200021P.R. China+86 21 2327 2222

ZurichWilliam Blair & Company, L.L.C. Stockerstrasse 46CH-8002 ZurichSwitzerlandInstitutional Sales: +41 44 287 9020Investment Management: +41 44 287 90 30

HeadquartersChicago222 West Adams StreetChicago, IL 60606+1 312 236 1600+1 800 621 [email protected]

United States

Boston125 High StreetOliver Street TowerSuite 1901Boston, MA 02110+1 617 235 7500

HartfordPutnam Place100 Great Meadow RoadSuite 606Wethers�ield, CT 06109+1 800 596 2028

New York666 Fifth Avenue14th FloorNew York, NY 10103+1 212 237 2700

San Francisco343 Sansome Street12th FloorSan Francisco, CA 94104+1 415 986 5596

Wilmington500 Delaware AvenueSuite 720Wilmington, DE 19801+1 302 573 5000

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Specialty FinanceIndustry InsightsA review of M&A activity and public market valuation in the consumer and commercial specialty finance sectors

June 2013

William Blair’s investment banking group combines significant transaction experience, rich industry knowledge, and deep relationships to deliver successful advisory and financing solutions to our global base of corporate clients. We serve both publicly traded and privately held companies, executing mergers and acquisitions, growth financing, special situations and restructuring, and general advisory projects. This comprehensive suite of services allows us to be a long-term partner to our clients as they grow and evolve. In 2012, the investment banking group completed 76 merger-and-acquisition transactions worth more than $13.8 billion in value, involving parties in 21 countries and five continents, and was an underwriter on over 20% of all U.S. initial public offerings.

About William Blair Investment Banking

2013-06-24_Specialty Finance Mailing.indd 1-22013-06-24_Specialty Finance Mailing.indd 1-2 7/17/2013 9:35:35 AM7/17/2013 9:35:35 AM