Hexagon Composites

M&A Activity • May 29, 2024

Hexagon Composites announces sale of Hexagon Ragasco to Worthington Enterprises and acquisition of 49% of Worthington Enterprises' Sustainable Energy Solutions business segment

Hexagon Composites announces sale of Hexagon Ragasco to Worthington Enterprises and acquisition of 49% of Worthington Enterprises' Sustainable Energy Solutions business segment

Oslo, Norway, 29 May 2024: Hexagon Composites ASA (OSE: HEX.OL) announces the

signing of two definitive agreements with Worthington Enterprises (NYSE: WOR).

Sale of Hexagon Ragasco

Worthington Enterprises will acquire 100% of Hexagon Ragasco at an enterprise

value of NOK 1,050 million. Depending on the full year 2024 performance of

Hexagon Ragasco, the value may be adjusted between minus NOK 50 million to plus

NOK 100 million.

Hexagon Ragasco is the market leader in LPG composite cylinders used for

leisure, household, and industrial applications with production in Norway and

sales to more than 100 countries worldwide. Worthington Enterprises, through its

Building Products business segment, delivers products and solutions for heating,

cooling and construction applications worldwide and is a global leader in

cylinders for LPG and refrigerant gases.

"Hexagon Ragasco has been an important part of the Hexagon Group' for over 20

years, and we take great pride in the position the company has developed to

date. Worthington Enterprises is a highly respected player in our industry. This

transaction will enable Hexagon Ragasco to grow in new geographies and

verticals," says Jon Erik Engeset, CEO Hexagon Composites.

"Hexagon Ragasco is one of the pioneers of the composite cylinder," said Jimmy

Bowes, president, Building Products, Worthington Enterprises. "Now for more than

20 years, they've been bringing innovative products to the market that are

raising expectations of the performance, quality and capabilities of an LPG

cylinder. We've followed their growth closely and believe that their composite

cylinders are a great complement to our existing cylinder business. We can't

wait to get started with the exceptional team at Hexagon Ragasco."

The sale of Hexagon Ragasco is expected to close on or around 3 June. Today's

announcement concludes the strategic review initiated by

Hexagon (https://hexagongroup.com/news/hexagon-composites-initiates-strategic

-review-of-its-lpg-cylinder-business) in September 2023.

Acquisition of a non-controlling stake in Worthington's SES business segment

Combined with the sale of Hexagon Ragasco, Hexagon Composites has signed an

agreement to acquire a 49% stake in Worthington's Sustainable Energy Solutions

(SES) business segment for an enterprise value of USD 20 million on a 100%

basis. SES is a leading European supplier of high-pressure cylinders and systems

for storage and distribution of compressed natural gas, hydrogen and industrial

gases, and generated revenues of EUR 127 million and adjusted EBITDA of EUR 2.9

million in calendar year 2023. Worthington will retain 49% of the shares, while

senior executives will hold the balance.

"Through our dialogue with Worthington on the sale of Hexagon Ragasco, we

identified an opportunity for Hexagon within Worthington's Sustainable Energy

Solutions (SES) business. Together, these transactions support Hexagon's

strategic focus on high pressure, clean energy solutions" says Engeset.

The acquisition of a 49% stake in SES closed today.

DNB Markets and Danske Bank acted as financial advisors, and Schjødt and

Saxinger Rechtanwalts acted as legal advisors, to Hexagon Composites on the

transactions.

For more information:

Karen Romer, SVP Communications, Hexagon Composites ASA

Telephone: +47 950 74 950 | karen.romer@hexagongroup.com

Ingrid Aarsnes, VP Investor Relations and ESG, Hexagon Composites ASA

Telephone: +47 950 38 364 | ingrid.aarsnes@hexagongroup.com

About Worthington Enterprises

Worthington Enterprises (NYSE: WOR) is a designer and manufacturer of market

-leading brands that help enable people to live safer, healthier and more

expressive lives. The Company operates with three business segments: Building

Products, Consumer Products and Sustainable Energy Solutions. Worthington's

emphasis on innovation and transformation extends to building products including

heating and cooling solutions, water systems, architectural and acoustical grid

ceilings and metal framing and accessories, and consumer products in tools,

outdoor living and celebrations categories sold under brand names Balloon Time®,

Bernzomatic®, Coleman®, Garden-Weasel®, General®, HALOT, HawkeyeT, Level5

Tools®, Mag Torch®, Pactool International® and Well-X-Trol®. The Company serves

the growing global hydrogen ecosystem through on-board fueling systems and gas

containment solutions. Headquartered in Columbus, Ohio, Worthington Enterprises

employs approximately 5,000 people throughout North America and Europe.

Founded in 1955 as Worthington Industries, Worthington Enterprises follows a

people-first Philosophy with earning money for its shareholders as its first

corporate goal. Worthington Enterprises achieves this outcome by empowering its

employees to innovate, thrive and grow with leading brands in attractive markets

that improve everyday life. The Company engages deeply with local communities

where it has operations through volunteer efforts and The Worthington Companies

Foundation (http://www.worfoundation.com), participates actively in workforce

development programs (https://www.worthingtonenterprises.com/careers/ways-to

-grow) and reports annually on its corporate citizenship and sustainability

efforts (https://www.worthingtonenterprises.com/our-impact/sustainability). For

more information, visit

worthingtonenterprises.com (http://www.worthingtonenterprises.com).

About Hexagon Ragasco

At Hexagon Ragasco we are committed to quality, safety, and innovation. We are

the leading manufacturer of composite LPG cylinders with an industry-leading

safety record of 20+ years and more than 20 million cylinders sold worldwide.

Our products bring unique benefits to both LPG marketers and their customers.

LPG has a significant role to play as a transitional energy source with the

potential to improve air quality and health for billions of people who rely on

highly pollutant and toxic fuels as primary energy. We believe in cleaner air

and safer LPG for everyone, everywhere.

Learn more at www.hexagonragasco.com and follow @Hexagon_Ragasco on X and

LinkedIn.

About Hexagon Composites

Hexagon Composites (OSE: HEX.OL) is a world leader in composite cylinder

technology and related systems that delivers safe and innovative solutions for a

cleaner energy future. Our solutions enable storage, transportation, and

conversion to clean energy in a wide range of mobility, industrial and consumer

applications.

Learn more at hexagongroup.com and follow @HexagonASA on X and LinkedIn.

This information is considered to be inside information pursuant to the

EU Market Abuse Regulation and is subject to the disclosure requirements

pursuant to Section 5-12 the Norwegian Securities Trading Act. This stock

exchange release was published by Ingrid Aarsnes, VP IR & ESG, Hexagon

Composites ASA on 29 May 2024 at the time stamp of this release.