Inin Group AS — M&A Activity 2024

Jan 5, 2024

Inin Group AS: Sale of TW Gruppen AS to Tom Wilhelmsen Holding AS

Inin Group AS: Sale of TW Gruppen AS to Tom Wilhelmsen Holding AS

5 January 2024 – Inin Group AS and Tom Wilhelmsen Holding AS have agreed to reverse Inin Group’s acquisition of 70 percent of the shares in mass handling and recycling company TW Gruppen AS.

Since Inin Group took over as majority owner in October last year, operations at the mass recycling business at Disenå in Massebalanse Norge AS have been significantly delayed and the facility is not in full operation. This, in combination with potential problems with the ground conditions, has caused profitability issues and additional funding requirements.

“The uncertainty in the operational issues related to the operations at Disenå together with market uncertainties entail that TW Gruppen AS will require significant contributions from Inin going forward, both in the form of capital and management resources. Inin has limited visibility on the amount of resources required. TW Gruppen AS is a small investment for Inin and Inin has therefore decided that it cannot justify continued engagement in this project given the risk-reward ratio. We have therefore agreed with Tom Wilhelmsen Holding AS to reverse the transaction. We wish Tom Wilhelmsen the best of luck in the further development of the project.” says Øivind Horpestad, CEO of Inin Group.

The initial settlement for the acquisition of 70 percent of TW Gruppen consisted of NOK 23 million in Inin Group shares and NOK 5 million in cash. The Inin Group shares that were part of the share-based settlement – 7,886,714 in total – will be returned to Inin Group as treasury shares, while Tom Wilhelmsen Holding AS will retain the NOK 5 million in cash as compensation for the reversal of the transaction. All of Inin Group’s direct or indirect liabilities and financing obligations related to TW Gruppen will be taken over by Tom Wilhelmsen Holding AS.

In December 2023, Inin Group guided in its company update a 2023 pro-forma EBITDA of NOK 117 million. With the reversal of the acquisition of TW Gruppen, the estimated pro-forma EBITDA for 2023 will be reduced by approximately NOK 1 million. As such, the reversal of the transaction will have a non-material impact on Inin Group’s 2023 results. Also, due to the significant leasing and real estate liabilities in TW Gruppen, the liabilities in the consolidated Inin Group balance sheet will be reduced following the reversal, and consequently the gearing ratio and the financial metrics of Inin Group will be positively impacted.

Following the completion of this transaction, Inin Group AS will hold 8,580,938 Inin Group shares.

(ENDS)

For further information, please contact:

Øivind Horpestad, CEO of Inin Group, Tel: +47 910 00 626

About Inin Group AS

Inin Group AS is a listed investment company operating as an industrial owner with investments in companies within infrastructure and industry services niches in the Nordics. The group creates value by identifying investment opportunities within profitable niches with potential for development, consolidation and growth, working in collaboration with the platform companies to deliver sustainable growth and superior profitability. For more information, please visit: www.inin.no