W5 Solutions AB (publ) (”W5 Solutions”) has today entered into an agreement to acquire all shares in Box Modul AB (”Box Modul”), known for its expertise and experience in the development, design, production and sales of customised shelters in the defence industry. The initial purchase price amounts to SEK 180 million on a debt- and cash-free basis given normalised working capital, of which SEK 100 million will be paid through a directed share issue of 1,293,046 shares at a subscription price of SEK 77.34 per share (the ”Consideration Issue”).
The remaining part of the purchase price shall be paid through the issue of two promissory notes. In addition, a cash earn-out of a maximum of SEK 50 million may be paid, provided that certain predetermined conditions are met.
“We are making another strategically important acquisition that facilitates continued sales and profitability growth. We are broadening our product portfolio with, among other things, mobile control centres and power supplies and expanding our ability to deliver complete turnkey solutions. It is with great pleasure that we welcome Box Modul’s employees to the W5 Solutions Group,” says Daniel Hopstadius, CEO of W5 Solutions.
Box Modul designs, produces, and sells shelters to companies and organisations in areas such as defence, IT & telecom, healthcare and power. For the defence industry, Box Modul delivers customised shrapnel protected shelters designed to meet specific military standards such as advanced EMC/EMP protection, tempest and more.
”We have found a partner with whom we are able to have one of the strongest offerings on the market. It feels exciting and completely right to continue the development together within the W5 Solutions Group,” says Peter Nordlund, CEO of Box Modul and owner, and continues:“We complement each other in a very good way and our values are very similar. I am therefore confident that our work together will run smoothly and that we will quickly become part of the W5 family with jointly accelerated growth.”
The acquisition marks an important milestone in W5 Solutions’ growth strategy, which aims to diversify and strengthen the offering in defence and civil contingency. The acquisition strengthens and complements several product segments within W5 Solutions, where existing products are integrated with shelters from Box Modul. With Box Modul as part of the W5 Solutions Group, W5 Solutions is able to offer further innovative and tailored solutions to the customers. Demand for Box Modul’s products within defence and civil contingency is high and is expected to increase further in the coming years.
Box Modul’s operations will continue to be run in a separate company under the name Box Modul, while the process of realising commercial synergies and improving scalability will begin immediately after closing.
Box Modul has approximately 20 employees based in Öjebyn in Piteå municipality. Box Modul’s EBITA amounted to SEK 14.9 million in 2022. During the period from 1 July 2022 to 30 June 2023, Box Modul’s EBITA amounted to SEK 26.8 million.
Under the share purchase agreement, the shares in Box Modul shall be acquired by W5 Solutions on 3 October 2023 or on another day as otherwise agreed in writing.