EQS-Adhoc: Vectron Systems AG: Vectron takes over acardo

Münster, December 30, 2022: Vectron Systems AG (Vectron) today acquired 100% of acardo group ag and 100% of acardo activation GmbH (together acardo).

For the business year 2023, the management of the couponing specialist acardo expects sales of around EUR 12.5 million and an operating result (EBITDA) of around EUR 2.8 million according to the accounting method HGB.

As acardo and its activities will play a strategic role within the Vectron Group in the future, it is planned that the current acardo board member and founder, Mr. Christoph Thye, will also hold a board seat on the Vectron board.

Payment for the acquisition will be made in two parts: In the first installment, a fixed purchase price of EUR 10.0 million will be due, which will be partly financed by a vendor loan and partly from Vectron's liquidity, whereby the liquidity was additionally strengthened by an advertising cost subsidy in the amount of millions from a pre-supplier.

The second part of the purchase price is due in fiscal 2026 as an earn-out, the amount of which depends in particular on the average EBIT results achieved by acardo in fiscal 2024 and 2025. The major component (earn-out 1) lies in an earnings-dependent range of at least EUR 4 million to a maximum of EUR 25.0 million. Achieving this maximum amount requires acardo to drastically increase its average EBIT in fiscal years 2024 and 2025 compared to the planning for 2023. A further, smaller purchase price component (earn-out 2) is linked to acardo's after-tax results.

As a result of the acquisition and the announced cost savings at Vectron, the Vectron Group expects to return to the black in 2023 despite the still challenging market situation. Detailed planning, which will then already take the acquisition into account, will be published as soon as the figures are consolidated under IFRS accounting.
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