Flint Ink and XSYS to Merge

ANN ARBOR, Mich.—American-owned Flint Ink Corporation of Ann Arbor, MI, and XSYS Print Solutions, based in Stuttgart, Germany, have agreed to merge. The merged group will rank among the largest ink companies in every region it serves, with an employee base of 8,000 and combined revenues of approximately US $ 2.6 billion, based on 2004 figures.

Flint Ink is the largest privately-owned ink manufacturer in the world. XSYS Print Solutions was formed by the merger of BASF Printing Systems and ANI Printing Inks following their respective acquisitions at the end of 2004 by funds advised by CVC Capital Partners, a leading independent private equity firm.

Completion of the transaction remains subject to approval, where necessary, by regulatory and competition authorities, but subject to receiving such approvals, it is expected to be finalized on or around 30th September 2005. The new company will be jointly owned by CVC funds and the management of both companies.

Management teams from the participating companies are enthusiastic about the prospects of the merged group. Dave Frescoln, currently chief executive officer of Flint Ink, will become CEO of the new group. Peter Koivula, CEO of XSYS, will become Vice Chairman of the new company, with special Board responsibilities for strategic matters and the relationship with major customers at a senior level. Howard Poulson, non-executive Chairman of XSYS, will assume the same function within the combined group.

Dr. Christian Wildmoser, Managing Director of CVC, commented: "By building the second largest ink manufacturer in the world, Flint Ink, XSYS and CVC are creating a stronger competitor better placed to serve customers in a fragmented market, where size is of critical importance for the success of the business. We are continuing to globalise the businesses following the needs of our customers in the printing industry. The transaction will significantly strengthen the combined group's positions in each of its core inks segments. The two companies have a perfect regional fit with regard to operations in North America and Europe as well as a complementary product mix. Flint Ink's presence in Asia means that the merged entity will have a strong presence in the world's growth markets. The transaction puts the combined group in an excellent position to further drive growth to the benefit of customers, employees and shareholders."

Banc of America Securities advised Flint Ink on the transactions. Goldman Sachs and JP Morgan advised XSYS. The debt facilities to support the merger of the combined group have been arranged by CIBC World Markets and JP Morgan as Joint Mandated Lead Arrangers and Bookrunners. Shearman & Sterling represented Flint Ink, Sullivan & Cromwell and Clifford Chance represented XSYS and CVC, White & Case acted for the Schmidt/Kalden families.