KPS said Monday it has agreed to buy the specialty paper business of Wausau Paper Corp. The PE firm is also buying the specialty paper business of Packaging Dynamics Corp., which is known as Thilmany. The acquisitions are expected to close in second or third quarter. Goldman Sachs & Co. and GE Capital Markets are acting as lead arrangers for debt financing.
New York, NY (May 20, 2013) — KPS Capital Partners, LP (“KPS”) announced today that, through a newly formed company, Expera Specialty Solutions, LLC and its affiliates (“Expera”), it has entered into definitive agreements with Wausau Paper Corp. (NYSE: WPP) (“Wausau”) to acquire Wausau’s specialty paper business (“Wausau Specialty Paper”) and with Packaging Dynamics Corporation (“PKDY”) to acquire PDKY’s specialty paper business (“Thilmany”).
Wausau Specialty Paper and Thilmany are both leading, integrated North American manufacturers of specialty paper products for the food packaging, industrial and pressure-sensitive release liner segments. Wausau Specialty Paper employs approximately 900 employees at manufacturing facilities located in Rhinelander and Mosinee, Wisconsin. Thilmany employs approximately 900 employees at manufacturing facilities located in Kaukauna and De Pere, Wisconsin.
Wausau Specialty Paper and Thilmany have been leading suppliers of specialty paper-based products to a diverse set of end-use markets and geographies for more than 100 years. Wausau Specialty Paper’s and Thilmany’s products offer highly customized solutions that are engineered to serve each customer’s unique technical requirements. The combined business’s broad range of flexible machines and extensive technical capabilities creates the ideal manufacturing platform to serve the specialty paper sector.
Raquel Palmer, a KPS Partner, said, “We are very excited to create Expera. Through the acquisitions of Wausau Specialty Paper and Thilmany, Expera immediately becomes North America’s leading manufacturer of specialty paper solutions with an industry leading portfolio of brands. The new company, with its reputation for exceptional quality, customer focus, technical expertise and product innovation, coupled with KPS’s capital resources, will be perfectly positioned to capitalize on the growth in niche, non-commodity markets, where engineered and applied technological solutions are critical to success. We believe the combination of these businesses will unlock very meaningful synergies benefitting many constituencies, including Expera’s customers, employees and the communities that depend on the continuing operation of its manufacturing facilities.
“The creation of Expera was the result of two distinct and complex acquisitions that were negotiated and signed in parallel,” Ms. Palmer continued, “We look forward to growing Expera aggressively, both organically and through acquisition on a global scale. We thank the United Steelworkers Union for its critical support of our vision for the specialty paper industry in North America, the creation of Expera and its first two acquisitions.”
Russ Wanke, the current Vice President and General Manager of Thilmany and future Chief Executive Officer of Expera, said, “This is the beginning of an exciting new era for Expera as a new independent company and a strong, stable platform positioned for expansion and growth in the future. I am very excited for our customers, employees and communities, as we intend to invest significant capital and resources into research and development to expand our new company’s combined competitive advantages, capitalize on the growth in the specialty paper industry worldwide, and provide innovative products with a superior level of service.” Wanke continued, “I look forward to leading such a talented and committed organization into the future. Our entire team is very excited about KPS’ commitment to manufacturing excellence and to supporting our growth.”
Completion of the transactions is expected to occur simultaneously during the second or third quarter of 2013, subject to customary closing conditions.
Paul, Weiss, Rifkind, Wharton and Garrison LLP and Spilman Thomas & Battle PLLC served as legal counsel to KPS and Expera.
Financing for the transaction will be provided by a syndicate of banks and institutional investors with Goldman Sachs & Co. and GE Capital Markets, Inc. acting as Lead Arrangers.
About Wausau Specialty Paper
Wausau Specialty Paper is a leading North American manufacturer of specialty paper products for use in the tape, pressure-sensitive release liner, coated products, industrial and food packaging segments. Wausau Specialty Paper employs approximately 900 employees across two mills located in Rhinelander, WI and Mosinee, WI. For more information, please visit www.wausaupaper.com/TechnicalSpecialty.
About Thilmany, LLC
Thilmany is a leading North American manufacturer of specialty paper products for use in the pressure-sensitive release liner, industrial and food packaging segments. Thilmany employs approximately 900 employees at two facilities located in Kaukauna, WI and De Pere, WI. For more information, please visit www.thilmany.com.
About KPS Capital Partners, LP
KPS is the manager of the KPS Special Situations Funds, a family of investment funds with over $6.0 billion of assets under management. KPS seeks to realize significant capital appreciation by making controlling equity investments in companies across a diverse range of manufacturing industries. The KPS investment strategy is based primarily upon partnering with top management teams and improving the operations of businesses. Thereafter, upon achieving stability and profitability, KPS focuses on growing its businesses, both organically and through strategic acquisitions. KPS portfolio companies have aggregate annual revenues of approximately $6.8 billion, operate 85 manufacturing facilities in 25 countries, and employ over 29,000 associates, directly and through joint ventures worldwide. The KPS investment strategy and portfolio companies are described in detail at www.kpsfund.com.