Service Point Solutions, SA – Press Release regarding Paragon Group's involvement in SPS, SA

Just found an English-language version of one of the documents I referred to in the previous post.

This Press Release better explains what I attempted to explain!

https://drive.google.com/file/d/0B81al4kFAU9JQ3d5WDE2NXoybUk/edit?usp=sharing

Paragon Group becomes largest shareholder in Service Point Solutions, SA

I just finished reading some reports that were very recently filed by Service Point Solutions, SA with the CNMV (Spain’s equivalent of the U.S. SEC.)  The reports are all in Spanish, and I used Google-Translate in an attempt to figure out what they said.  Not easy to do, because Google-Translate translations are not perfect!

What we already know to have happened in the SPS matter (I guess I should say, “debacle”, rather than say “matter”, for what’s happened to SPS has, most certainly, been a mess), which, for all intents and purposes, began in October 2013:

In late October 2013, SPS’ lenders took control of the holding company that owned SPS’ business units in the UK (SP UK), in Norway (Allkopi) and in Sweden (Holmbergs.)

In November, SP US – was shut down.  I still don’t know “who” gave the order to shut down SP US.   SP US’s assets were later sold to The Color Company.

In February, 2014, SPS took itself and its remaining business units into bankruptcy reorganization.

After that, Mimeo.com purchased SPS’ German business unit (Koebcke).

And, in May, The Paragon Group purchased (from SPS’ lending group) SP UK, Allkopi (Norway) and Holmbergs (Sweden).

After reading the most recent documents filed by SPS with the CNMV, these, apparently, are the “latest developments” in the Service Point Solutions, SA matter:

Paragon Group has become SPS, SA’s largest shareholder (with some 12.4% of SPS, SA’s outstanding shares); this, apparently, was accomplished by Paragon Group purchasing $10 mil of SPS SA’s convertible debt (bonds) and then converting that debt to SPS, SA shares.  In essence, this transaction puts Paragon Group in control of “the rest” of SPS, SA’s business units (the units that were not previously acquired by The Color Company, Mimeo.com or by Paragon Group.)

It is planned that SPS, SA’s shares will resume trading sometime in September or October.  (Trading was halted in – I think it was – February.)

As to the creditors of SPS, SA, it looks like this is what’s going to happen.  (I would think that this is a proposal at this point, one that has to be approved by the BK court, before it becomes binding. But, it could well be that the BK court has already approved this plan.)

Liens – apparently, 20% of the debt will be extinguished, with the remaining 80% converted to ownership in SPS shares.

Ordinary loans - apparently, 60% of the debt will be extinguished, with the remaining 40% converted to ownership in SPS shares.

Subordinated loans - apparently, 60% of the debt will be extinguished, with the remaining 40% converted to ownership in SPS shares.

Please NOTE that, where I’ve said that debts will be “extinguished”, I might have misinterpreted what was said in the report.  It could be that the debts are NOT going to be extinguished and that creditors will be paid in cash (or notes.)  One thing is for certain, that being that creditors will end up owning a good portion of SPS SA’s shares.)

In one of the reports, this is said about the Paragon Group…..

                                      

“In 2013, it had Sales of 161 Million Euros and EBITDA of 11 Million Euros.”

In 2014, Paragon will report sales a lot greater than that, due to its aggressive moves in 2014 to buy SP UK, SP Norway, SP Sweden and a good slug of SPS SA’s shares.

Early on in this debacle, where I was referring to statements in SPS reports that so much as said SPS SA was attempting to negotiate, to reorganize and to keep all of its business units together …..

Humpty Dumpty sat on a wall,


Humpty Dumpty had a great fall.


All the king's horses and all the king's men


Couldn't put Humpty together again.

Well, as it has played out, Paragon Group has picked up most of the pieces!  The only pieces that remain “not picked up” by Paragon Group include SP US and SP Germany.  So, will we later see The Color Company sell (what remains of) SP US to Paragon Group?  And, will we later see Mimeo.com sell SP Germany to Paragon Group?  If both of those happen, I’ll have to eat crow!

Employers, be aware! Employees, beware! Covenants-Not-To-Compete are Enforceable!

Well, this – the issue of enforceability - is true in states in the U.S. where state laws permit Covenants-Not-To-Compete (CNTC.)

Time for a bit of "Legal 101" from "Reprographics 101"…..

During my reprographics career, I agreed to (i.e., accepted and signed) two CNTC’s; the first, when we sold Rowley-Scher Reprographics in 1988; the second, when we sold National Graphic Imaging (NGI) in December 2007.  Both of those CNTC’s provided for 5-year time periods.  And, I fully honored both.  Why?  Well, because I agreed to!  It’s as simple as that!  If you agree to something, then why in the world would you not want to live up to what you agreed to?

This past weekend, while I was doing some Google-Search research – completely unrelated to the issue of CNTC’s – I came across a Court decision that prevented an employee, who had recently resigned from employment with one of the country’s oldest reprographics companies, from going to work for a competitor.  After I read the court’s decision – which granted an injunction in favor of the employer – I found a ‘case summary’ document – about this lawsuit – on the web-site of a law firm that deals with employment/labor law.

Here’s the beginning of the ‘case summary’ article I found:

EMPLOYER-EMPLOYEE; NON-COMPETITION — To receive judicial protection under the non-competition provision of an employment agreement, the information that an ex-employer seeks to be protected to enforcement of the agreement does not have to rise to the level of the useful trade secret and could even be publicly available if the information is highly specialized, current, not generally known in the industry, and created and stimulated by the environment furnished by the ex-employer.

An employee with an employment contract resigned to join a competing company. The contract had a non-competition clause for the purpose of protecting the ex-employer’s confidential and proprietary information. The ex-employer sued both the departing employee and the competing company. It claimed that the employee, as one of its top executives, had received “unfettered access” to its business strategies and goals, and would violate the non-competition clause if he worked for a competitor. It sought to enjoin the executive from being employed by the competing company.

Should you care to read it, here’s a link that will take you to the complete ‘case summary’ article:

https://drive.google.com/file/d/0B81al4kFAU9JeE82Sy1LVFN2RDg/edit?usp=sharing

A well-constructed CNTC agreement is necessary for employers who may later need to exert their rights.  In this particular case, that was done. That’s not always the case.  Attorneys who specialize in labor/employment law are the ones to go to for this type of agreement.  If you have a poorly constructed CNTC agreement, it probably won’t hold up in court.

If you are an employee and are asked to agree to and sign a CNTC agreement, don’t sign it until you’ve read it.  If you don’t understand it, seek legal advice.  Once you do sign it, be prepared to honor it, completely.  Just a heads up, but, if you sign a CNTC agreement and, later on, don’t live up to the terms and conditions of the agreement, it could cost you thousands of dollars in legal fees/expenses.

For those of you who like to read legal documents (there’s always lessons to be learned by doing this), here’s a complete copy of the decision the court rendered in this case:

https://drive.google.com/file/d/0B81al4kFAU9JS3RocXczZHBnRUU/edit?usp=sharing

ARC Document Solutions Signs Ten-Year Software Agreement With Leading Chinese Architectural Research and Design Group

Press Release

July 14, 2014 9:31 AM ET

WALNUT CREEK, CA -- (Marketwired) -- 07/14/14 -- ARC Document Solutions, Inc. (NYSE: ARC) the nation's leading document solutions provider for the architecture, engineering, and construction (AEC) industry, today announced that it has signed a 10-year agreement to provide MetaPrint, ARC's production print driver and file conversion software, to the China Architecture Design and Research Group (CAG) for use in its newly developed "digital blueprinting" equipment. CAG, headquartered in Beijing, is China's leading state-owned architectural institution responsible for new developments and standards in the country's practice of architecture.

"We work with architectural firms all over the world, but we've never encountered a company that wanted to develop their own printing equipment," said K. "Suri" Suriyakumar, Chairman, President and CEO of ARC Document Solutions. "It's tremendously exciting to work with a client who is intent on moving an entire country toward more sustainable document management practices. We are honored to play such an integral role in helping them achieve their vision."

Today China's construction industry generates most of its large-format construction documents using diazo printing, a 100-year-old technology named after the diazo chemical process that creates a blueprint's distinctive blue color. While inexpensive to operate, diazo machines are slow and power-hungry, take a great deal of skilled manual labor to operate, use toxic chemicals, and produce prints that fade quickly in sunlight and cannot be recycled. Diazo printing was largely replaced by digital methods in the United States, Europe and other Western countries after 1995.

While CAG remains devoted to the color of its drawings -- the institute's new printer uses blue ink -- the drawbacks of diazo-based document production techniques, including the lack of compatibility with digital content management, inspired the successful development of their own proprietary "digital blueprinting" equipment.

"During our search to find a leading technology partner for this project, ARC Document Solutions was the obvious choice due to their leadership position in serving the document needs of architectural companies in the USA," said Mr. Liu Yan Hui, CAG's Party Secretary and Vice President. "We have signed a 10-year contract with ARC to integrate their MetaPrint print management software with our new digital printer. MetaPrint will help us operate these machines at the highest speeds and provide efficient print management for our customers."

MetaPrint software is used for high-end, production printing and file conversion of large-format architectural, engineering or construction documents. Originally developed for a high-volume reprographics shop environment, MetaPrint software is now used by thousands of professionals around the world to drive printing and scanning equipment; scan, convert and print documents; perform complex file or job print configurations; manage multiple print queues to a wide variety of devices made by different manufacturers; and receive print jobs from remote locations.

CAG claims that, in addition to addressing the challenges of diazo printing, the operating costs of their new high-speed digital printer are one-third that of a most contemporary wide-format digital printers. The new MetaPrint-equipped machine is being introduced to the Chinese market this month and will be the first digital printer developed in China that has the official approval of China's Ministry of Commerce and its archiving bureau. CAG's plan is to market the new equipment to the owners of the approximately 7,000 diazo printers currently in use inside the country. 

For more information about MetaPrint, please visit: http://www.metaprint.net/home

About CAG
Known for the design of some of China's most iconic structures, the 55-year-old state-owned China Architectural Design & Research Group (CAG) now services clients all over the world, employs more than 4,000 people, and integrates practices in building design, urban planning, municipal engineering, building standardization, construction information, project consultation, interior decoration, landscape, gardening and housing and research/development. For more information visit: http://en.cadreg.com/introduce/introduce.shtml

About ARC Document Solutions (NYSE: ARC)
ARC Document Solutions is a leading document solutions company serving businesses of all types, with an emphasis on the non-residential segment of the architecture, engineering and construction industries. The Company helps more than 90,000 customers reduce costs and increase efficiency in the use of their documents, improve document access and control, and offers a wide variety of ways to print, produce, and store documents. ARC provides its solutions onsite in more than 7,700 of its customers' offices, offsite in service centers around the world, and digitally in the form of proprietary software and web applications. For more information please visit www.e-arc.com.

CONTACT:
David Stickney
VP Corporate Communications & IR +1-925-949-5114
Source: ARC Document Solutions, Inc. 

MABX announces blueprint printing partnership with Print-O-Stat

Blog Publisher’s Comments:

This isn’t new news!  It’s just that I only came across this news today, and, even though this news is a year old, I thought it’s an announcement worthy of bringing to the attention of my blog-visitors, since most of my blog-visitors are reprographers.

All reprographers are aware (well, at least I think they are aware) that “builders exchanges” are in operation in most parts of the U.S.  When I was active in the reprographics business in the Tampa, FL market, we had an active builders exchange, known as the Tampa Builder’s Exchange.  (It’s now called, simply, “The Builders Exchange.”)

Some builders exchanges are “non-profits”, but some are privately-owned “for profit” businesses (such as is the case the with one in Tampa.)  All builders exchanges offer some sort of “plan room” services (most, nowadays, offer some form of e-plan room service.) 

Many builders exchanges offer plan and spec reprographics services.  The one in Tampa does; here’s what they say on their web-site:

“Reproduction Services:  TBE offers copies of plans and specifications of all projects that are currently on file in our planroom, as well as the ability to copy from documents supplied by members. All documents for current projects are scanned and stored electronically to provide quick turn around on most orders. to order.”

Simply my opinion …. most builders exchanges are poorly equipped to offer fast and high quality reprographics services.  Reprographers, why not visit your local builders exchanges this week and work out an arrangement, similar to what Print-O-Stat did with MABX, to take over their reprographics business?

Okay, here’s the “article” this post refers to:

MABX announces blueprint printing partnership with Print-O-Stat

JUNE 27, 2013

Partnership creates convenient and cost-effective service for Mid Atlantic BX members.

Mid Atlantic BX and Print-O-Stat, Inc. have launched

a blueprint printing program.

HARRISBURG, PA — Mid Atlantic BX (MABX), a trade association serving the construction industry in Pennsylvania, Delaware, Maryland, New Jersey, announced a new partnership with Print-O-Stat, Inc. that will allow MABX members to order physical copies of construction project blueprints and arrange for same-day delivery or pickup.

MABX has offered a blueprint service to its members for years, and this program with Print-O-Stat enhances that service by providing expanded pickup and delivery options.

Each year, MABX reports details and information for thousands projects out-for-bid through the association’s cloud-based project information software, MABX Tools. Many of the projects posted in Tools include digital versions of the project specifications, blueprints and addenda. Tools users can order prints of these documents directly from the Project Details page.

“Blueprints are a critical component to the bidding process, and we wanted to provide a service where our members could easily access both digital and printed versions of all the project documents available through our system,” Chad Harvey, MABX executive director, said. “Print-O-Stat has locations throughout our core membership area, giving them the ability to meet a large majority of our members’ needs.”

In business since 1954, Print-O-Stat has led the design and construction community, providing clients with the best class of products and support. They saw this program as a way to create a strategic partnership with MABX and its membership.

“MABX’s dedication to constantly improving the services they provide to their members is commendable.  Print-O-Stat is honored to be a part of this solution and looks forward to continued success with MABX in the future,” Silvia Dugan, Print-O-Stat CEO and president, said.

The blueprint program allows for pick up or delivery from any of Print-O-Stat’s 10 locations, as well as pick up at the MABX office. Printing costs will be listed on the MABX Tools “order blueprints” screen. There will be a charge for delivery based on distance from the nearest Print-O-Stat location. Same-day service will be available through 3 p.m. as long as the delivery is within 20 miles of the closest Print-O-Stat location.  Orders received by 2 p.m. will be guaranteed same-day service outside of the 20-mile delivery radius but within the delivery area.  Orders received by 4 p.m., excluding unusually large orders, can be picked up at the closest Print-O-Stat location before closing.

Celebrating its 75th anniversary, Mid Atlantic BX is a trade association dedicated to connecting the construction industry. With its products and service offerings, MABX supports the business development efforts of its members and promotes the growth of the construction industry. MABX provides real-time, online access to thousands of regional new construction projects annually, along with project blueprints, specs, addenda, bid lists and other pertinent bidding documents.

From online, industry-specific services to the Construction Buyers Guide, Construx magazine, industry-specific training seminars and networking events, Mid Atlantic BX connects the construction industry from project concept through completion.

For more information about the Mid Atlantic BX, please contact Nate Pigott at (866) 499-2665 or Nate@MidAtlanticBX.com. Also, visit our website at www.MidAtlanticBX.com.