• Read the full article on the Calculated Risk Blog using this link:

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  • One can only wonder, “what are they thinking?”
    Textura Corp
    Receives Outperform Rating from Credit Suisse (TXTR)
    Posted by Scott Davis, of WKRB News, on Dec 30th, 2013
    Textura Corp
    (NASDAQ:TXTR)
    ‘s stock had
    its “outperform” rating reiterated by equities research analysts at Credit
    Suisse in a research note issued to investors on Monday, Analyst RN reports. They currently have a
    $50.00 target price on the stock. Credit Suisse’s price objective indicates a
    potential upside of 69.26% from the company’s current price.
    TXTR has been
    the subject of a number of other recent research reports.

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    Analysts at UBS
    AG reiterated an “outperform” rating on shares of Textura Corp in a research
    note to investors on Friday. Analysts at Oppenheimer raised their price target
    on shares of Textura Corp from $36.00 to $38.00 in a research note to
    investors on Friday, November 22nd. They now have an “outperform” rating on
    the stock. Six investment analysts have rated the stock with a buy rating. The
    stock has a consensus rating of “Buy” and an average target price of $36.60.



    Post updated at 4:27 pm, Dec 20:
    Textura Corp. (NYSE: TXTR) was reiterated as Outperform along with a $50 price target at Credit Suisse. The firm said that a negative report from Citron on the company last week that knocked about 20% of its value off has created as buying opportunity. Credit Suisse believes the report is untrue. It said the report was full of profanity and that it sees no merits to any of the work, with the report alluding to incorrect innuendos and false assumptions that suggested management misled investors. After shares saw a more than a 5% gain to $29.54 on Friday, the post-IPO range is $19.68 to $47.25.

  • “Wow!” That’s what you’re going to say after your read the revealing article that
    Citron Research put out on Textura.  I
    think one thing is for certain.  And,
    that is …. either Textron is going to force Citron to retract its report, or
    Textron’s stock is going to plunge far below its initial IPO price.  I’m betting on the latter.  The gents at Citron have gone way out on the
    limb on this one, and, after reading the full report, I do think that the limb
    Citron’s climbed out on is as sturdy as the base of a redwood tree. 
    On Friday, November 22nd, I put up
    a post on Repro 101 about Textura, and, in that post, I said this:
    Textura’s
    sales did increased from $6.319 mil to $10.533 (Sep 30 2012 to Sep 30 2013) –
    an increase of around $4.2 mil, but if
    that’s something for the company (or analysts) to crow about, I’m as mystified
    as I normally am. 
    Especially since approximately $1.5 mil of that
    sales growth came from revenues acquired when Textura purchased
    PlanSwift.  Keep in mind that, at yesterday’s market close, Textura’s
    market cap was $883 mil.  And, also keep in mind that between the time
    Textura went public in June and now, Textura did, at a few points, have a
    market cap exceeding $1 billion.
    Uh, that’s correct.  To me,
    this sort of valuation for a company that, in my mind, is growing slowly and
    whose losses are growing, not slowing, is ridiculous.
      But, that just shows you how
    well I understand the stock market.
    This past week, I saw both “The Wolf of Wall
    Street”
    (Joel’s
    rating, “way over the top”, but definitely worth seeing if you enjoy movies
    about con artists and scams) and
    “American Hustle”
    (Joel’s rating, “outstanding movie”, superb performances
    by the entire acting ensemble)
    Citron titled its article, “American Hustle”
    meets “The Wolf of Wall Street”
    Citron Exposes the Fraud, Collusion, and Deception that
    brought Textura (NYSE:TXTR) to Wall Street
    For anyone who is disgusted with the
    abuses of Wall Street — this story is for you.  True value of the stock is
    less than $4 a share … AT BEST.
    Wall Street has
    been sold on Textura Corp. (NYSE:TXTR) as a hot enterprise software company,
    rapidly consolidating the construction industry with a purported “SaaS”
    platform.  Sound good? 
    The gap between
    fiction and reality couldn’t be any wider.   Equity bubble for
    enterprise software SaaS stocks?  Sure, but this one is so much
    worse…..  
    Jim Chanos is
    fond of defining the potential for short candidates as “Fads, Frauds,
    and Failures”
    .   It’s rare that you find all three in one
    package.  
    Citron
    encourages all readers to scrutinize the supporting links and decide for
    yourself.
    Link to full expose (report) that was posted on Citron’s web-site:
    From Bloomberg.com, December 26th,
    2013…..
    Textura Corp. (TXTR), a seller of online invoicing and
    other services to the construction industry, tumbled 17
    percent after Citron Research alleged the company’s initial public offering
    relied on fraudulent tactics. The shares fell to $31.30 at the close in New
    York, marking a record one-day decline. Before today, the stock had climbed 152
    percent since its IPO in June. 
    Citron Research, a stock commentary
    site, posted a report saying the
    company would have been insolvent if not for the IPO and that it misled the
    U.S. Securities and Exchange Commission about the health of the business.
    Textura has
    amassed $180 million in losses over the past 10 years and its finances are
    getting worse, according to Citron, which said the stock is worth less than $4.
    After the shares
    plunged today, Textura released a statement disputing the allegations.
    Link to article on
    Bloomberg:
    And the vultures circle …..
    By now, at
    least three “shareholders’ rights” law firms have issued press releases stating
    that they are going to be investigating Textron’s activities:
    Pomerantz Grossman Hufford Dahlstrom
    & Gross LLP is investigating claims on behalf of investors of Textura
    Corporation
    (“Textura”
    or the “Company”) (NYSE: TXTR). Such investors are advised to contact
    Robert S. Willoughby at rswilloughby@pomlaw.com
    or 888-476-6529, ext. 237.
    The
    investigation concerns whether Textura and certain of its officers and/or
    directors have violated Sections 10(b) and 20(a) of the Securities Exchange Act
    of 1934. On Thursday December 26, 2013, a report from Citron Research stated,
    among other things, that the Company’s stock is worth less than $4 per share
    due escalating expenses by the company which demonstrate a lack of leverage and
    unsustainable business model. Moreover, Citron concluded that the company refusal
    to provide disclosure of data supporting retention rates and revenue generated
    from related party referrals, strongly suggest non-arm’s length transactions.
    Levi & Korsinsky is
    investigating Textura Corporation (“Textura” or the
    “Company”) (NYSE:TXTR) for possible violations of federal securities
    laws.
    Click here to
    learn more about the investigation: http://zlk.9nl.com/textura-txtr or
    call: 877-363-5972. There is no cost or obligation to you.
    On December 26,
    2013, Citron Research issued a report alleging fraud, collusion and deception
    committed by certain officers and directors of the Company during its IPO and
    filings with the Securities and Exchange Commission. In reaction to the report,
    shares of Textura dropped $6.44, or 17%, to close at $31.30. The investigation
    concerns whether Textura and certain of its officers and/or directors have
    violated federal securities laws.
    Shareholder rights law firm Johnson & Weaver, LLP has commenced an
    investigation into whether certain officers and directors of Textura Corporation
    (NYSE: TXTR) violated state or federal laws.
    In December
    2013, Citron Research issued a report titled “‘American Hustle’ meets the
    ‘Wolf of Wall Street’”. In this article Citron stated that Textura would
    have been insolvent had it not been for this IPO and listed a myriad of
    examples of how investors were misled.
    Textura
    Responds to Misleading Report

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    CHICAGO, Dec.
    26, 2013 /PRNewswire/ —  Textura Corporation (NYSE: TXTR), has
    learned that a report was posted today alleging that fraud, collusion and
    deception were involved in the initial public offering of Textura (TXTR) and its filings with the Securities and Exchange
    Commission. Textura finds this report to include a variety of inaccurate and
    misleading statements and gross distortions. Textura completely rejects any
    allegation of fraud, collusion or deception in Textura’s IPO or SEC (SCUR) filings. Textura encourages investors to rely on
    Textura’s filings with the SEC as providing accurate information regarding the
    company and its performance, and not to rely on reports which may have purposes
    other than giving investors accurate information and impartial analysis.
  • Article, by Ed
    Avis, posted on IRga.com on December 19, 2013…
    “All PDFs Created
    Equal” Effort Moving Ahead
               
    The “All PDFs Created Equal” campaign, an effort to create standardized PDFs so
    that they can be used instead of paper documents in construction projects, is
    moving ahead.
    Link to Ed’s
    article:

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  • News Release
    ARC Document Solutions
    Announces Closing of Tender Offer and Replacement of 10.5% Senior Notes With
    New 6.25% Term B Loan; Estimated 9 Cents Accretive to Earnings per Share
    WALNUT CREEK, CA — (Marketwired) — 12/20/13 — ARC Document
    Solutions, Inc. (NYSE: ARC) announced today that it has closed its previously
    disclosed cash tender offer and consent solicitation relating to its
    outstanding 10.5% Senior Notes due 2016 (the “Notes”), and that it
    has provided notice for the redemption of all remaining outstanding Notes. The
    company also announced that it has entered into a new Term Loan Credit
    Agreement that consists of a term loan facility in the amount of $200 million,
    the proceeds of which will be used to fund the closing of the tender offer and
    the subsequent redemption of the Notes. The new term loan facility bears an
    initial annual interest rate of 6.25% (LIBOR plus 525 basis points with a 1.0%
    LIBOR floor). The company expects to save more than $7 million in annual cash
    interest payments relative to the Notes, which equates to approximately nine
    cents earnings per share.
    Pursuant to the terms of the previously disclosed cash tender
    offer and consent solicitation relating to the Notes, the company has accepted
    for payment approximately $127.5 million in aggregate principal amount of the
    Notes that were validly tendered on or prior to the consent payment deadline of
    5:00 pm New York Time on December 16, 2013. Holders who tendered such Notes
    will receive $1,060 per $1,000 in principal amount of the Notes validly
    tendered, plus accrued and unpaid interest.
    The consents received in the consent solicitation exceeded the
    number needed to approve the proposed amendments to the indenture under which
    the Notes were issued. The terms of the tender offer and consent solicitation
    for the Notes are detailed in the company’s Offer to Purchase and Consent
    Solicitation Statement dated December 3, 2013. Based on the consents received,
    the company and the trustee under the indenture governing the Notes have entered
    into a supplemental indenture that eliminates substantially all affirmative and
    restrictive covenants and certain events of default under the indenture
    governing the Notes, and provides for a shorter three business day notice
    period required in connection with an optional redemption.
    In addition, the company intends today to discharge its remaining
    obligations under the indenture governing the Notes by causing a notice of
    redemption to be delivered to holders of the remaining outstanding Notes and
    depositing funds sufficient to pay and discharge all remaining indebtedness on
    the remaining outstanding Notes, including accrued and unpaid interest.
    As noted above, the company also announced today that it has
    entered into a new Term Loan Credit Agreement. The Term Loan Credit Agreement
    consists of a term loan facility in the initial aggregate principal amount of
    $200 million, the entirety of which was disbursed today in order to pay a
    portion of the price associated with the purchase of the Notes that were
    accepted under the tender offer and the subsequent redemption of the remaining
    outstanding Notes, and to pay associated fees and expenses in connection with
    the tender offer and redemption.
    J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are
    acting as Dealer Managers for the Tender Offer. Questions concerning the Tender
    Offer may be directed to either J.P. Morgan Securities LLC at (212) 270-3153 or
    Wells Fargo Securities, LLC at (866) 309-6316. Wells Fargo Bank, National
    Association has been appointed to act as the Depositary for the Tender Offer.

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    This press release does not constitute an offer to sell, or a
    solicitation of an offer to buy, any security. No offer, solicitation, or sale
    will be made in any jurisdiction in which such an offer, solicitation, or sale
    would be unlawful.
  • Season’s Greetings from the-staff-of-one
    (that’s me!) at the Reprographics 101 Blog “virtual office”.
    Best wishes to everyone for a safe, fun,
    holiday season!
    And, best wishes to everyone for a happy,
    healthy – and very prosperous – New Year!
    I’m
    approaching the fifth anniversary of the founding of the Reprographics 101
    Blog.  So far, I’ve put up approximately
    2,000 posts on Repro 101, and, Google Statistics reports that the blog has had
    approximately 222,000 “pageviews”. (That pageview count does not include the number of pageviews when Repro 101 was being
    published through the IRgA website.)
    Although I
    knew a lot of industry people before I founded Repro 101, operating Repro 101
    has enabled me to connect with a whole bunch of industry people I did not know
    before.  To everyone, thanks for
    occasionally visiting the blog.
    Respectfully
    yours,

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    Joel
  • In October this year, Staples, Inc. completed
    the sale of its “Staples Printing Systems Division” business (a European
    operation), which was acquired by CoBe Capital, a private equity firm based in
    New York City.  At the time of the sale,
    this “division” was generating sales in the neighborhood of 225 million
    Euros. 
    This deal
    was reported by a number of different news outlets and by Staples and by CoBe
    Capital, so today’s blog-post isn’t new news. 
    Quite frankly, when I first saw the news about the deal, I was going to
    look at it, when I got around to doing that, but I simply forgot to do that. 
    When I first
    saw the news about this deal, I “thought that” Staples Printing Systems
    Division offered printing services.  But,
    when I finally got around to looking back at this transaction, I realized that
    Staples Printing Systems Division did not offer printing services, but, rather,
    offered
    (and, under CoBe Capital’s ownership, still
    does offer)
    printing systems (and parts, and repairs, and software.)
    Reportedly, Staples first purchased the
    company
    (which,
    today, is approximately 150 years old,)
    in 2010.  So, Staples owned this company
    for less than three years.
      I don’t
    know how much Staples paid for this company, nor do I know how much Staples
    sold the company for.  Staples decided to sell this company
    because it was determined, by Staples’
    management team, that the company did not fit with Staples’ “core business.”
    THE BIG QUESTION:  What
    was Staples’ management team thinking when it decided to purchase this company
    in the first place???  Where was the
    fit???  Staples is, and has long been,
    the world’s largest retailer and distributor of office supplies, and Staples
    also offers copy/print services and sells technology products.  But, why in the world did Staples buy a
    company that sells printing systems? 
    Was this simply a good example of “a distraction” that happens when
    everyone is scrambling to figure out how to get through a recessionary
    period?  Having had some experience with
    acquisitions in the past, I know that it can be fun, if not exciting, to be on
    the hunt and to do deals.  But, at the
    end of the day, deals have to make sense. 
    This was one of those deals that made no sense at all.  Belatedly, I congratulate Staples’ management
    team for exiting the printing systems
    business.  Now, if Staples could only
    find a way “to really get involved” in the Print & Copy business.
    If you care to read about the business that CoBe Capital acquired from
    Staples, here we go….
    About the The
    Printing Systems Division
    (source: website of CoBe Capital)
    Printing Systems Division
    provides a full suite of print services and software solutions, including
    equipment, maintenance and workflow applications, and is well known for
    representing Heidelberg, Kodak, 3M, HP, Adobe, Agfa and Canon.
    Headquartered in
    Amsterdam, The Netherlands, Printing Systems Division is a leading provider of
    printing solutions to commercial and industrial printers in Europe. With a
    tradition spanning over 150 years, the business has a strong presence in
    Western European markets, and physical presence in Benelux, Spain, Italy and
    Greece. Printing Systems Division is an official business partner for
    Heidelberg since 1927.
    Each market is serviced
    through a local subsidiary:
    Plantin and Grafimat
    (Belgium) BTI-Hellas (Greece) Macchingraf and Auxilia (Italy) Tetterode (The
    Netherlands) Hartmann (Spain)
    Key Facts (about The
    Printing Systems Division)
    (source: website of CoBe Capital)
    Leading provider of
    offset and digital machines, spare parts, consumables and services to the
    European graphics industry
    Established in 1851, and
    owned by Staples since 2008
Presence in Western European markets (Benelux,
    Spain, Italy and Greece)
    Each market is served
    through a local subsidiary, including subsidiaries based in Belgium (Plantin
    and Grafimat), Greece (BTI-Hellas), Italy (Macchingraf and Auxilia), the
    Netherlands (Tetterode) and Spain (Hartmann)
    For over 80 years, the
    official distributor for Heidelberg, the #1 manufacturer of offset printers
    globally

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    Printing Systems Division
    has ~500 employees
  • Read the
    article that’s just up on the calculatedrisk blog:

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  • And, the beat goes on …..
    In posts on the Reprographics 101 Blog, on
    September 24th and 25th, we mentioned a lawsuit that was
    filed, in July, by plaintiff Marathon Reprographics against defendants Kevin
    Rowe, Beth Swanson, TRC Digital Services, Inc., TRC, Inc., Iplantables, LLC,
    James Costello, and The Whiting Turner Contracting Co (the latter, a very large
    GC based in the Baltimore area). 
    Marathon’s claim:  Copyright Infringement
    Subsequent to the initial filing, Kevin Rowe
    (et al) filed a counterclaim against Marathon.
    Case update (based on filings shown in
    Pacer.gov, last checked on Dec 17):
    On November 15th, the United
    States Magistrate Judge ordered the parties to conduct a “settlement
    conference”, on December 10th, in a courtroom in Kansas City, MO.
      In
    that order, it says: 
    The purpose of the
    settlement conference is to assist the parties in determining if settlement is
    appropriate. The conference will be conducted in such a manner as not to
    prejudice any party in the event settlement is not reached. To that end, all
    matters communicated to the
    undersigned in
    confidence will be kept confidential by her, and will not be disclosed to any
    other party, or to the trial judge.”
    The settlement conference was held on
    December 10th and it lasted six hours.
      Those
    attending and participating in the settlement conference included: 
    Plaintiff:
    Shelley and Dominick Armato and Tim Harrison with counsel Kenneth N. Caldwell
    Defendant
    Rowe: Kevin Rowe and Beth Swanson with counsel Thomas V. Bender, Defendant TRC
    Digital/TRC, Inc., and Costello: James Costello with counsel David L. Jacobson,
    Defendant The Whiting-Turner Contracting Company: Richard Vogel with counsel
    David Barnard appearing for Matthew Hubbard.
    Apparently,
    the only issue resolved was that the case was settled as to defendant
    Whiting-Turner Contracting Company
    . 
    (In other words, Whiting-Turner is no longer involved in this
    lawsuit.)  Apparently, the other participants in this lawsuit failed to reach an
    agreement as to how to settle this lawsuit.
    Subsequent to the settlement conference,
    Marathon did issue subpoenas to at least two different parties to “produce
    documents”
    associated
    with their discussions, dealings and correspondence with the defendants.  Those receiving subpoenas to produce
    documents include – Harkins Builders
    (a general contractor / developer based in Maryland) and the University of Maryland Construction and Facilities Procurement
    Department
    .
    Blog Publisher’s comments:
    I’m given to
    nostalgia.  Early in my career (our first
    company was based in the Washington-Baltimore area), I did business with
    Whiting-Turner, Harkins Builders, and the University of Maryland Construction
    and Facilities Procurement Department. 
    In addition, I’m a graduate of the University of Maryland.  I know Kevin Rowe personally.  I used to work with James (Jim)
    Costello.  Both are upstanding, very
    experienced gents.  Although I’ve never
    met the Armato’s, I have exchanged e-mails with Shelley Armato in the past (not
    in pertaining, in any way, to this lawsuit), and I know, from friends in the
    industry, that the Armato’s are fine, upstanding people.
    As I said
    in a previous blog post about this case, “I guess is that the only “winners” in
    this case will be the attorneys who represent the Plaintiff and the attorneys
    who represent the various different Defendants named in Marathon’s case. 
    As is usually the case in most civil lawsuits!” 

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    By now,
    some 54 different documents have been filed with the Court in conjunction with
    this case, and there’s been at least one “mass” trip to the Court in Kansas
    City.  It’s not out of the realm of
    imagination to speculate that, so far, the parties involved in this case have
    already spent upwards of $50,000.00, if not more.  I hope that the participants in this case
    will soon find a way to settle/resolve their issues.  I’d be glad to offer my services as “mediator”
    for this case.
  • A brief note to Reprographers and digital imaging
    companies located in the U.S., the U.K., and Western Europe, if you need assistance
    with order fulfillment
    – –
    no matter
    how large or complex your customers’ orders are
    – – – in
    Moscow, Prague, Budapest or Warsaw, connect with Copy General
    .  Or, if customers, to whom your company
    provides OnSite Services, have branch locations in Russia, the Czech Republic,
    Hungary or Poland, Copy General would be an outstanding choice as a partner to
    provide OnSite services to your customers’ branch offices.
    This may “sound like” an advertisement for
    Copy General.  But, it is not.
     
    Having worked with Copy General Europe’s team in past times, I am very
    aware of CG’s capabilities and of the excellent manner in which CG’s team
    members perform and follow through.  From
    a “technology perspective”, they have “the right stuff.”  From an “attitude perspective”, you will find
    your relationship with CG to be outstanding.

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    If you need “direct
    contact” information, please send me an e-mail, joel.salus@mac.com, and I’ll get back to
    you quickly.