Netel (NETEL) investor relations material

Deal rationale and strategic fit

• Merger creates a leading Northern European infrastructure services platform with SEK 5 billion in revenue, increased scale, and complementary customer bases and geographic reach.

• Diversified project portfolio and long-term customer relationships support continued growth and earnings stability.

• Enhanced capabilities across Infra, Power, Telecom, and Paving enable end-to-end customer solutions and cross-selling opportunities.

• Strategic focus on critical infrastructure and ability to manage complex, large-scale projects.

• Merger positions the combined entity for long-term growth in a consolidating market with rising infrastructure demand.

Financial terms and conditions

• Structured as a statutory merger with Infrea absorbed into Netel; Infrea shareholders receive 17 new Netel shares per 4 Infrea shares, with no cash consideration.

• Infrea shareholders will own up to 58% of the combined company post-merger and capital raise.

• Merger values Infrea at approximately SEK 417 million.

• Netel to raise SEK 127 million via a fully secured rights issue, with an additional SEK 75 million overallotment, priced at SEK 3.50 per share.

• Combined company will have a balanced capital structure and improved financial flexibility.

Synergies and expected cost savings

• Estimated annual cost synergies of SEK 50 million within 12–24 months, mainly from shared group functions, procurement, and reduced listing costs.

• Significant revenue synergies anticipated from complementary offerings and expanded geographic coverage.

• Joint future financing costs expected to be lower than if companies remained separate.