The ACCC will not oppose the proposed acquisition by Opus Group Pty Ltd (Opus) of the book printing business of Ovato Limited (Ovato) (ASX: OVT).
As part of the proposed transaction, Ovato would separately issue a convertible note to Opus, which Opus could convert into approximately 15% of Ovato’s issued share capital.
Opus’s book printing division, McPherson’s, and Ovato’s book printing business unit, Ovato Book Printing, overlap in the printing of monochrome (black and white) books sold in Australia.
“Market comments regarding the transaction have raised two important but competing concerns. The first was that the proposed acquisition would reduce competition by combining the two largest providers of monochrome (black and white) book printing sold in Australia,” said ACCC Commissioner Liza Carver.
“The second was that publishers who warned of the critical importance of keeping book printers’ capacity in the market to meet future demand, also raised concerns that the capacity of impression would be taken off the market if Ovato’s financial situation caused it to close.”
“A key factor in the ACCC’s decision was the likely impending insolvency of Ovato if the proposed transaction did not proceed,”
The ACCC has engaged specialist insolvency advisors, carefully reviewed Ovato’s internal business records, including recent financial results and forecasts, and conducted a number of mandatory reviews of Ovato executives to assess the likelihood of insolvency.
“Based on this evidence, we concluded that without the proposed transaction, Ovato would become insolvent and that there was a real chance that its printing capacity would exit the book printing market,” Ms. Carver said. .
Opus’ commercial printing business, CanPrint, overlaps with Ovato’s Print Australia business in providing certain commercial printing services. Following the proposed transaction, the Print Australia business will continue to be operated by Ovato. The ACCC concluded that this aspect of the proposed transaction was unlikely to result in a substantial lessening of competition in the supply of commercial printing services.
The ACCC understands that following the sale of Ovato’s book printing business and the injection of cash through the convertible note, Ovato will be able to continue to compete in commercial printing services.
Further information is available at: Opus Group Pty Ltd – Ovato Book Printing (Ovato Limited)
Opus Group is a group of Australian companies specializing in printing and related services with operations based in NSW, ACT and VIC and is a wholly owned subsidiary of Left Field Printing Group (listed on the Hong Kong Stock Exchange (HKEX : 1540)) .
Opus Group is active in book printing and commercial printing in Australia through its Victoria-based subsidiary McPherson’s. McPherson’s specializes in commercial printing and book printing services using both offset and digital printers.
Ovato Limited is an integrated printing, distribution and marketing services company (formerly known as PMP Group). Ovato has two main business units in Australia:
- Ovato Book Printing (formerly known as Griffin Press) is a book printing business only and operates from Adelaide. It prints most types of books, with an emphasis on colorless “read for fun” books using both offset and digital printers.
- Print Australia is a commercial printing company that provides a range of printing services including catalog printing, consumer and specialist magazine and newspaper printing, other commercial and packaging printing.
On May 25, 2022, the parties announced the proposed transaction. Completion is scheduled for June 15, 2022.