Relais Group Plc : acquires Raskone Ltd and takes a significant step towards growth in the Finnish commercial vehicle aftermarket

Relais Group Plc, Inside Information 29.1.2021 at 12.50 

Relais Group Plc ("Company", "Relais"), one of the leading Nordic players in the automotive aftermarket, has acquired Raskone Ltd ("Raskone"), a company specialised in the commercial vehicle maintenance and repair business. Raskone is Finland's largest nationwide multi-brand maintenance and repair workshop chain for commercial vehicles, with a total of 19 workshops throughout Finland. The acquisition is part of Relais' growth strategy and gives Relais Group a significant new pillar for growth in the commercial vehicle segment. Raskone will be reported as part of Relais Group as of 1 February 2021.

The net sales of Raskone for the calculated financial period 1 January - 31 December 2020 were approximately EUR 63 million and EBITDA approximately EUR 4.7 million.  The Company employs a total of approximately 460 people. The preliminary purchase price of the shares of Raskone was EUR 30,723,400. Lease Deal Group Oyj and Raskone Ltd's CEO Jan Popov acted as the sellers. EUR 27,651,060 of the purchase price was paid in connection with the closing, of which EUR 926,311 was paid in new Relais shares directed at Jan Popov, and the rest of the purchase price will be paid to the sellers in cash. The cash component of the purchase price will be adjusted, and the final purchase price will be determined after closing as per the terms of Purchase Agreement once the calculations concerning certain check items have been finalized.

Key figures of Raskone Ltd (financial period 1.6.-31.5.)

MEUR 1.6.2019 - 31.5.2020 1.6.2018 - 31.5.2019
NET SALES 66.5 66.8
EBITDA 3.4 2.7
EBITA 2.3 1.8

31.5.2020 31.5.2019
Equity ratio, % 22.1 21.6
Equity 4.5 4.1
Balance sheet total 20.5 19.2

Key benefits of the acquisition:

· The acquisition is a part of Relais' growth strategy
· The commercial vehicle maintenance and repair business creates a new pillar for Relais' growth, and moves Relais one step closer to the commercial vehicle operators/customers
· Potential for significant synergy benefits and economies of scale through optimisation of spare part purchases
· Potential for cross-selling, especially in the lighting and equipment businesses
· The acquisition supports Relais' long-term financial targets.

Arni Ekholm, CEO of Relais Group Plc:

"The commercial vehicle maintenance and repair segment is stable by nature, and it represents significant potential for us. From our growth strategy perspective, the acquisition increases the importance of commercial vehicles in our business and provides a new pillar for our growth. Our Swedish group companies TD Tunga Delar and Huzells provide us with an excellent growth platform for commercial vehicle spare parts and equipment in the Nordic countries, and Raskone will further strengthen our position in this key market segment. Raskone is a significant purchaser of spare parts, which also opens up synergy benefits and economies of scale for us. The company's workshop business will also move us one step closer to the commercial vehicle operators, which we believe will create new insights for the group and a platform for further development of both our services and our product range of parts and equipment. I am very impressed by the performance and expertise of Raskone's management and personnel, which has enabled the company to grow into a leading player in its field and has helped Raskone to achieve significant business improvement over the last few years. Together we can serve our customers even more extensively and as an even stronger entity."

Jan Popov, CEO of Raskone Ltd:

"I am extremely pleased that we can develop our business further as part of the Relais Group. Together with my team we have achieved a significant turnaround in growth and profitability in a short time. As an industrial player, Relais provides us with both an important growth platform and a Nordic dimension, and we for our part bring Relais significant maintenance and repair expertise in commercial vehicles."

Share issue related to the acquisition

Relais pays EUR 926,311 of the purchase price by issuing, in a directed share issue organised in connection with the closing of the acquisition, a maximum total of 67,423 new Relais Group shares ("Consideration Shares") to Jan Popov. Rest of the purchase price will be paid in cash.

The directed share issue will be carried out in derogation of the pre-emptive subscription right of the shareholders by the decision of Relais' Board of Directors on the authorisation of the Company's Annual General Meeting held on 8 June 2020. The directed share issue will be organised in order to develop Relais' business and to finance the acquisition, so there is a weighty financial reason for the derogation from the pre-emptive right of the shareholders within the meaning of the Finnish Limited Liability Companies Act. The subscription price of the Consideration Shares is EUR 13.7390 per share, which corresponds to the share's trade volume weighted average rate on Nasdaq Helsinki First North Growth Market for 30 trading days preceding the closing of the transaction.

The Consideration Shares will represent approximately 0.39 per cent of Relais shares and votes after the share issue. The Consideration Shares will entitle to full dividends possibly distributed by Relais and to other distribution of assets as well as carry other shareholder rights in the Company starting from when the Consideration Shares have been entered in the Trade Register and the shareholders' register of the Company. The Consideration Shares will be subject to a lock-up period of twelve (12) months - two (2) years as of their issuance as separately agreed. The Company will apply for the admission of the Consideration Shares to trading in Nasdaq First North Growth Market Finland with the same share class as the Company's old shares after the Consideration Shares have been entered in the Trade Register.

 

Relais Group Plc

Board of Directors

Additional information:

CEO Arni Ekholm

Email: [e-mail]

Telephone: [phone]

Certified adviser:

Evli Bank Plc

Telephone: [phone]

Distribution:

Nasdaq Helsinki Ltd

Financial Supervisory Authority

Main media

www.relais.fi

 

Relais Group Plc in brief

Relais Group is one of the leading players in the automotive aftermarket in the Nordic and Baltic countries. We are an industrial operator with a sector focus on vehicle life cycle enhancement and related services. We also serve as a growth platform for the companies we own.

We are a profitable company seeking strong growth. We carry out targeted acquisitions in line with our growth strategy and want to be an active player in the consolidation of the aftermarket in our area of operation. Our acquisitions are targeted at companies having a good strategic fit with our group companies.

Our net sales amounted to EUR 98.9 (2018: 72.5) million in 2019, and we employed 258 professionals in five different countries. Our share is listed on Nasdaq Helsinki Ltd's Nasdaq First North Growth Market Finland with the stock symbol RELAIS.

www.relais.fi

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