Mergers & Acquisitions

Whether your catalog company is at $10 million or $150 million in revenue, there are questions about the key metrics of cataloging and Web marketing you should ask yourself — and know where and how to find answers — if you expect to regularly generate above-average profits. Here are the key areas; some are in the form of questions that I use when helping direct marketers prepare their strategic plans, raise growth financing or sell part or all of their business. Merchandising Q1. Describe your merchandising and buying function. Is it a “one-man show?” Q2. Who attends trade shows, makes overseas sourcing trips, selects final products? Is

Say what you will about this wonderful trade we call the catalog/multichannel business, but whichever way you spin it, you can’t go very far if you’re unprofitable. That’s why above all else — the marketing, the merchandising, the creative, the e-commerce, etc. — we’re most interested in helping our readers make more money. So we bring you our annual binge of tactics and tips extracted from all of this year’s issues of Catalog Success, our weekly e-newsletter Idea Factory and our biweekly idea exchange e-newsletter, The Corner View. Our editorial staff went through every article we’ve produced this year to give you a nice,

Last week, I got an e-mail from a former student of mine telling me he was starting a company with mail order as one of its distribution channels. He had a neat idea, and I thought the items he was about to sell had merit. Clearly he had his product line thought out well.

It pleases me to no end when this happens: a budding entrepreneur, about to stake his claim in the business world. Then I get the question that I dread: “How do I buy a list so I can grow the business?” How do I buy a list? Oh man, haven’t I

As has been its annual custom, B-to-B list firm MeritDirect’s annual co-op event in White Plains, N.Y. on July 12 was kicked off by a provocative and entertaining presentation by catalog veteran and futurist Don Libey. Having heard Don speak plenty of times in the past (and despite his frequent speaking appearances, rarely does he repeat a single concept, strategy or idea), I’ve long since learned how to filter through his motivational pep talk and the meat of what he delivers. While always entertaining, his shtick is always chockfull of meat, but it often looks beyond tomorrow. And after all, we all want to

Catalogers’ Updates CDW Corp.: The multichannel computer marketer in May was sold to private equity firm Madison Dearborn Partners for $7.3 billion. Upon completion of the deal, CDW shareholders will receive $87.75 in cash for each share of common stock. McFeely’s Square Drive Screws: W.W. Grainger’s Lab Safety Supply subsidiary in early June said it had acquired all of the assets of McFeely’s Square Drive Screws, a B-to-B cataloger of specialty fasteners, hardware and tools for the professional woodworking industry. McFeely’s will be marketed as an independent brand by Lab Safety. Casual Male: LivingXL is the name of a new catalog launched in May by Casual

During a session at the recent NEMOA conference in Cambridge, Mass., George Isaacson and Martin Eisenstein, both attorneys from the Lewiston, Maine-based law firm Brann & Isaacson LLP, pointed out that such recent changes as the shift of power in the House and Senate to Democratic control could revive the use-tax debate. They also touched on some key legal issues involving the rapidly growing gift card market. During his presentation, Isaacson said that there are several dynamics in play this year that make the federal use-tax issue less predictable than it’s been in the past. “Every year since Quill Corp. v. North Dakota,” he said

As competition among acquirers of catalog companies has increased and multiples have grown, these buyers have become more sophisticated in their acquisition due diligence reviews (DDRs). “Multiple” refers to the multiplying amount applied to the latest 12 months of EBITDA (earnings before interest, taxes, depreciation and amortization), to equal the final valuation. And this especially is true for equity house investors, all of whom have extensive fiduciary responsibilities to their sources of capital, which often are insurance companies, pension plans, banks and other institutions. In fact, even most large direct marketers don’t acquire catalogers without similar intensive DDRs. DDRs help as you do your circ

Catalog owners tend to assess their year-earlier performance while on a short break after the holiday sales period, and often come back to the office ready to change or improve their positions. Simply, they ask themselves if last year was enough; now can I/should I sell out? And if so, what the devil are the next steps?

The proper answer requires you to ask yourself a number of questions:

1. Why are you selling?
2. What growth “storyline” have you accumulated (for a good valuation)?
3. If this is, indeed, the right time to exit, should it be all-at-once, or via a phased-out program for you and your

A reader of the most recent M&A:Q&A asks: “How long is the typical term of the licensing agreement in these deals? Do they go on forever, as long as either party does not breach? What’s the risk to Blue Sky of investing in these deals and then losing the license in five to seven years?” (Click here for original column)

Larry West responds:
License agreements are typically for an initial term of three to five years, with co-renewal rights. Some can be as long as 10 years. Others, similar to these, can be renewed in perpetuity.

Having said that, you’re right, the ultimate term depends on

If you work in any segment of the catalog and/or online marketing business, you’ll continuously be affected by mergers, acquisitions, growth financing, consolidations and valuations. And that’s regardless of whether you’re an equity owner or even like the subject! The reason is simple: Deals are changing the metrics, success hurtles and economies of scale in direct marketing. With the possible exceptions of increased postage rates and merchandise importing, it’s hard to think of other variables that have changed our competitive landscape so drastically in recent decades. In deal making over the past few years, acquisitions by equity house investors alone greatly have changed the competitive