Nichols (NICL) investor relations material

Deal rationale and strategic fit

• Acquisition of VITHIT, a leading functional soft drinks brand, aligns with the strategy to expand in the fast-growing health and wellness category and complements the existing portfolio.

• VITHIT offers a differentiated, low-calorie, vitamin-based product with strong presence in the UK, Ireland, and 13 other international markets.

• The deal accelerates evolution into a broader packaged portfolio, unlocking new consumer occasions and leveraging established distribution networks.

• Asset-light, plug-and-play model ensures smooth integration and complements existing operations.

• Supports long-term growth in categories forecasted to outpace the broader soft drinks market.

Financial terms and conditions

• Total cash consideration of €75 million (approx. £64 million) on a debt-free, cash-free basis, funded from existing cash reserves.

• Funded entirely from cash, with a new revolving credit facility for working capital only.

• Post-acquisition, the group remains cash positive, with mid-single-digit millions expected on the balance sheet by year-end.

• Immediate earnings enhancement and positive contribution to EPS.

• One-off transaction costs of approx. £2.5 million expected.

Synergies and expected cost savings

• Identified over €1 million per annum in cost synergies, primarily from overhead leverage and support function efficiencies.

• Additional upside possible from procurement and operational synergies not yet factored into the business case.

• Revenue synergies expected from expanded UK distribution, international growth, and new product development.

• Tax optimization opportunities leveraging Ireland’s lower corporate tax rate and efficient operating structure.