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Jostens, Von Hoffmann & Arcade Combine in $2.2 Billion Deal: Marc Reisch to be CEO

Thursday, July 22, 2004

Press release from the issuing company

NEW YORK--July 21, 2004-- Kohlberg Kravis Roberts & Co. (KKR) and DLJ Merchant Banking Partners, an affiliate of Credit Suisse First Boston's Alternative Capital Division (DLJMBP), today announced a series of transactions with an aggregate value of approximately $2.2 billion that will create a unique specialty printing and marketing services enterprise under the leadership of industry veteran Marc L. Reisch. The transactions encompass the recapitalization of Jostens and the acquisitions of Von Hoffmann and Arcade Marketing, all three companies leaders in their respective markets and currently owned by DLJMBP. Mr. Reisch, a veteran executive who has been highly successful in growing specialty printing and marketing services businesses, has been working with KKR over the past several years to find the right opportunity to create a platform for organic and M&A growth within these sectors. He is currently a senior advisor of KKR and the Chairman of Yellow Pages Group, Canada's largest telephone directories publisher. He formerly served as the Chairman and CEO of the North American division of Quebecor World Inc., one of the largest commercial printers in the world. He joined Quebecor World following its 1999 acquisition of World Color Press, a KKR portfolio company where he served as the President and Chief Operating Officer for many years. In that capacity, he played an integral role in the substantial growth of World Color into the second-largest U.S. printer during KKR's ownership period. The newly created company will consist of three leaders in specialty printing and marketing services: -- Jostens, Inc., the market leader in yearbooks, class rings, and graduation products; -- Von Hoffmann Corporation, leading printer of educational textbooks and supplemental materials and its subsidiary Lehigh Press, which specializes in book components and direct marketing print services through Lehigh Direct; and -- Arcade Marketing, the leading printer and manufacturer of sampling products for the fragrance, cosmetics, consumer products, and food and beverage industries. On a combined basis these businesses generated sales in excess of $1.4 billion in the last twelve months ended March 31, 2004. The transaction will include KKR's acquisition of Von Hoffmann and Arcade and the contribution of Von Hoffmann and Arcade to Jostens Holdings in exchange for stock of Jostens Holdings, which will then be recapitalized. Upon completion of these transactions, KKR and DLJMBP will each own a 45% stake of Jostens Holdings, which will be renamed. The remaining 10% stake will be held by the management team as well as a small group of existing minority investors in Jostens. The new company will be well capitalized and consist of three operating companies, each with its own strong brand identity, market strategy, and customer relationships. Mr. Reisch, who will be Chairman and CEO of the new company, said, "After looking at numerous opportunities, KKR and I decided to approach DLJMBP with this creative structure for combining three strong assets into one growth enterprise. We believe there is tremendous opportunity to build a specialty printing and marketing services company that takes advantage of significant cost benefits from combined scale, but that is focused on both organic and acquisition growth. Jostens, Von Hoffmann, and Arcade will each have its own management team and business plan to address a distinct customer base. I am delighted that my long-term relationship with KKR has led to this opportunity, and I am pleased to have the chance to work with DLJMBP as well as the management and employees of Jostens, Von Hoffmann, and Arcade." Alexander Navab, a KKR Partner, said, "We are excited to be bringing together three industry leaders in the specialty printing and marketing services space. This is a very attractive investment opportunity for us, with strong brand franchises in industry sectors KKR knows well. We are enthusiastic about the opportunities for both organic and acquisition growth over the long term. We are also partnering with a world class manager in Marc Reisch, who has been instrumental in creating significant value for customers, employees, and shareholders of World Color Press and Yellow Pages Group, two very successful KKR investments. We are fortunate to be working with him again and look forward to our partnership with DLJMBP as we create a unique enterprise with strong fundamentals and favorable outlook." Thompson Dean, the Managing Partner of DLJ Merchant Banking Partners, said, "We think this is a terrific opportunity to build an exciting platform of specialty printing and marketing services companies under the leadership of a proven industry leader. We look forward to partnering with Marc Reisch and KKR to drive future growth and value for all stakeholders." The transactions are expected to close this Fall and are subject to customary closing conditions.




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