CapMan Oyj — M&A Activity 2024

Oct 4, 2024

Inside information: CapMan Plc and minority shareholders divest service business CaPS for EUR 75 million

Inside information: CapMan Plc and minority shareholders divest service business CaPS for EUR 75 million

CapMan Plc Stock Exchange Release / Inside information

4 October 2024 at 01:35 a.m. EEST

Inside information: CapMan Plc and minority shareholders divest service business
CaPS for EUR 75 million

CapMan Plc has today signed an agreement with Proxer Bidco Oy, to sell its
ownership of service business CapMan Procurement Services (CaPS) Ltd (“CaPS”).
CapMan Plc currently holds 92.7% of the shares in CaPS. The transaction is
expected to close on 31 October 2024 with no conditions precedent to closing.

The transaction is in line with CapMan's strategy and will allow allocating more
resources to accelerate the growth of the core business of private asset fund
management. In addition, the transaction will have a significant positive impact
on CapMan's 2024 earnings, liquidity and solidity.

Key highlights of the transaction:

· Debt free cash purchase price of total EUR 75 million, including an earn-out
consideration of EUR 5 million, subject to CaPS reaching certain operating
targets during 2025
· Positive EPS impact of approximately 33 cents in 2024
· Strong immediate cash flow impact of approximately EUR 60 million, that
significantly strengthens CapMan's balance sheet
· The proceeds of the transaction will be used to grow the private asset fund
management business, decrease interest bearing debt, and enable strong dividend
distribution during the coming years
· CapMan's Board of Directors currently expects to propose a total dividend of
EUR 0.14 per share to the Annual General Meeting in 2025

CaPS is a unique service concept focused on driving down the indirect spend of
their member companies in Finland, Sweden and the Baltics. It was established 15
years ago as a service to CapMan's own portfolio companies, but over the years
it has actively been developed into a fast-growing stand-alone platform with
more than 280 members and 290 vendors. The turnover of CaPS was EUR 10.2 million
and operating profit EUR 5.9 million in 2023. In connection with the transaction
CaPS' key employees will reinvest a significant proportion of the proceeds back
into the business and continue to drive CaPS growth going forward.

"CaPS has developed strongly as part of CapMan, and I am proud of the consistent
work we have done with the CaPS team over these 15 years. Now it is time to move
into the next phase of our growth journey. With this new ownership structure, we
will become an even more valuable partner to our members and vendors and
accelerate international growth of our unique offering,” says Maximilian
Marschan, Managing Partner of CaPS.

“I want to thank Maximilian for his excellent work in building CaPS into the
unique platform it is today and wish him and the team all the best going
forward. Already for some time CaPS has been operating largely as a standalone
business with limited operational links to the rest of the group. As CapMan's
strategy is to grow the private asset fund management business, now is a natural
time to divest CaPS and focus all our resources on developing the core,” says
Pia Kåll, CEO of CapMan.

Over the coming years CapMan seeks to significantly grow earnings from its
private asset fund management business by a combination of continued growth and
improved relative profitability, as the operations scale. As demonstrated during
the past year, this is achieved by increasing the size of flagship funds,
introducing new products to the market, and through selective acquisitions. With
the resources released through this transaction growth can be further
accelerated.

Due to the transaction, CapMan clarifies that its guidance on fee profit growth
in 2024 is related to continuing operations. CapMan will host a Capital Markets
Day on 11 March 2025 to give further details on its future strategic focus areas
and growth initiatives.

CAPMAN PLC

Board of Directors

Contact details:

Tuija Ottoila, Investor Relations, +358 50 458 4549

DISTRIBUTION
Nasdaq Helsinki
Principal media
www.capman.com

About CapMan
CapMan is a leading Nordic private asset expert with an active approach to value
creation and €5.8 billion in assets under management. As one of the private
equity pioneers in the Nordics we have developed hundreds of companies and
assets creating significant value for over three decades. Our objective is to
provide attractive returns and innovative solutions to investors by enabling
change across our portfolio companies. An example of this is greenhouse gas
reduction targets that we have set under the Science Based Targets initiative in
line with the 1.5°C scenario and our commitment to net-zero GHG emissions by
2040. We have a broad presence in the unlisted market through our local and
specialised teams. Our investment strategies cover real estate and
infrastructure assets, natural capital and minority and majority investments in
portfolio companies. We also provide wealth management solutions. Our service
business includes procurement services. Altogether, CapMan employs around 200
professionals in Helsinki, Jyväskylä, Stockholm, Copenhagen, Oslo, London and
Luxembourg. We are listed on Nasdaq Helsinki since 2001. Learn more at
www.capman.com.

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