Cloudberry Clean Energy (CLOUD) M&A announcement summary

Deal rationale and strategic fit

• The transaction nearly doubles annual power production to 2.1 TWh, establishing the largest Nordic-focused, listed IPP with a diversified mix of wind, hydro, solar, and BESS assets across 10 price areas.

• Acquisition of Orrön's Nordic assets, excluding one Swedish asset, enables a 758 GWh uplift in annual production and expands presence in Norway, Sweden, Denmark, and Finland.

• The combination leverages complementary geographic and technological strengths, with both companies sharing entrepreneurial cultures and hands-on approaches to scale the platform.

• New industrial shareholder brings experience and active ownership, supporting future growth and enhancing operational and financial strength.

• The deal aligns with a strategy to become the leading Nordic renewable energy platform, focusing on proven technologies and diversified production.

Financial terms and conditions

• Enterprise value is EUR 234.6 million (cash and debt free), with equity value at EUR 145.7 million after net debt adjustment.

• Payment includes issuance of 124.4 million new shares at NOK 13.5 per share (or VWAP if higher) and EUR 4.2 million in cash for working capital.

• Orrön Energy becomes the largest shareholder with a 27% stake in the combined entity and board representation.

• Consideration shares are subject to a 12-month lock-up; transaction completion expected in H2 2026.

• The transaction is financed through a new NOK 1 billion loan facility and increased credit facility to refinance existing debt.

Synergies and expected cost savings

• Overhead per MWh is reduced from ~EUR 3.5 to ~EUR 2.6, with less than EUR 0.9 million overhead added.

• Significant scaling effects are expected, with overhead costs projected to decrease and profitability to increase.

• Operational synergies include combining O&M expertise, asset management, and optimizing balancing costs and trading terms.

• Enhanced ability to retrofit sites with battery storage, unlock additional debt capacity, and pursue data center expansion.

• Value potential from repowering and lifetime extension, especially in Sweden's Gotland cluster.