Seafire (SEAF) M&A presentation summary

Strategic rationale and market positioning

• Acquisition of Splendor Plant creates a leading cluster in green infrastructure, combining with Bara Mineraler for over SEK 300 million in sales and EBITA margin above 10%.

• Splendor Plant is the Nordic region's top wholesale plant nursery, focused on B2B, with a 20% Swedish market share and a diversified customer base.

• The market is stable, growing 3-5% annually, with high barriers to entry and fragmented competition, offering consolidation opportunities.

• Splendor Plant's strong management, stable profitability, and well-invested platform support long-term value creation and synergies with Bara Mineraler.

• The acquisition aligns with Seafire's strategy of building scale in selected verticals and leveraging operational synergies.

Financial impact and transaction structure

• Net sales increase by 21% to SEK 1,128 million and adjusted EBITA rises by 39% to SEK 68 million pro forma for 2025.

• Purchase price is SEK 135 million enterprise value, with a SEK 15 million earn-out and SEK 7.5 million vendor loan.

• Fully guaranteed rights issue of SEK 140 million and new SEK 50 million bank facility reduce leverage and support future acquisitions.

• Pro forma leverage drops to 2.4x EBITDA, with improved liquidity and lower financing costs.

• Valuation multiples are attractive: EV/EBITDA 5.2x and EV/EBIT 6.6x (average 2021-2025).

Operational performance and integration

• Splendor Plant reported SEK 199 million in 2025 sales, SEK 25 million EBITDA, and SEK 19 million EBIT, with consistent profitability.

• Seafire's 2025 results show net sales of SEK 929 million (+3%), adjusted EBITA of SEK 49 million (+17%), and operating cash flow of SEK 66 million.

• Integration with Bara Mineraler expected to yield both soft and hard synergies, leveraging knowledge and customer relationships.

• The acquisition leverages Seafire's fixed cost base and central processes, enhancing group margins and cash generation.

• Management continuity is ensured as Nils Andersen remains CEO of Splendor Plant post-transaction.