25.4.2024 15:34:41 CEST | Aqua Bio Technology ASA | Inside information

Aqua Bio Technology ("ABT" or the "Company" and together with its wholly owned subsidiaries, the "ABT Group") has today, on 25 April 2024, entered into an agreement (the "Agreement") with CoC Invest AS ("CoC Invest") regarding the Company's acquisition of all of the outstanding shares in the 3D Innovation Nordic AS ("3D"). Pursuant to the Agreement, the Company shall further acquire all of the outstanding shares in the companies Printprofil AS and Check Please AS (jointly with 3D, the "Target Group") from CoC Invest in connection with the acquisition of 3D (jointly, the "Acquisitions"). The Target Group represents a major wholesale group in the Nordics.

In 2023, the Target Group had an unaudited turnover of NOK 87.6 million, of which 3D had a turnover of NOK 73 million. The Target Group companies are profitable and EBIDTA for the Target Group in 2023 ended jointly at NOK 5 million.

The completion of the Acquisitions is subject to satisfactory due diligence and approval from ABT's board of directors.

Under the Agreement, the purchase price for the Acquisitions shall be settled in a combination of shares and cash, subject to certain conditions. NOK 5 million shares in ABT will be issued at a price of NOK 6 per share, with a 3-year lock up. The cash will be total NOK 15 million, divided into two installments, depending on the Target Group's financial results. The first NOK 5 million is triggered by an EBT of NOK 6 million in the Target Group, the next NOK 10 million when the Target Group achieves an EBT of NOK 10 million.

3D is a significant wholesale company with a market-leading sales department. The company, which has its head office and sales department in Hønefoss, has extensive distribution to all the major retail chains in Norway and pharmacies in Norway and Sweden, as well as selected customers in Denmark. The company has had considerable success in just a few years and is at the top of the Gazelle award (Gaselle-bedrift) for 2023.

- In particular, the acquisition of 3D gives ABT access to completely new distribution channels that we do not currently have access to in both Norway and Sweden. In interaction with ABT's historical operations and the operations in our existing subsidiaries, this acquisition will provide significant synergies on several levels, says Håvard Lindstrøm, CEO of ABT.

Briefly about the companies

Check Please AS mainly sells cash register rolls and rolls for card terminals in retail chains. The company's founders have imported and sold cash register rolls/rolls for bank terminals from 2002, since 2014 as Check Please. The company has industry-leading expertise in this area. The company had an unaudited turnover of NOK 7.6 million in 2023.

Printprofil AS is a company specialized in profiling and gift items, which is connected to New Wave and its thousands of customers. The company had an unaudited turnover of NOK 7 million in 2023.

Scaling

In addition to significant synergies between ABT's historical and current operations, the acquisition of 3D also ensures that ABT gets the opportunity to scale its operations out of Norway to a greater extent. As of today, ABT's presence outside Norway is limited in Sweden, through the ownership of Ultrabody AB.

- We are far from done with Norway, but the acquisitions of 3D, Check Please and Printprofil make ABT ready to move across national borders when the time is right, says Lindstrøm.

Reference is made to the Cosmed buyout announcement made by the Company on 23 April 2024. Please see the attached form in accordance with article 19 of the EU Market Abuse Regulation.

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For further information, please contact CEO Håvard Lindstrøm mobile phone +47 941 32 288.

Aqua Bio Technology (ABT) is developing and commercializing sustainable biotechnology for use in skincare products. ABT's cosmetics ingredients are highly effective and they provide the cosmetics industry with natural alternatives to traditional ingredients. ABT is also marketing and distributing natural skincare products developed by partners towards consumers and professional users. ABT's focus on commercialization and development of natural ingredients and natural skincare products has been, and will continue to be, an important part of the Company's strategy going forward. Aqua Bio Technology is listed on the Euronext Expand market of the Oslo Stock Exchange.

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. This stock exchange notice was published by CEO Håvard Lindstrøm on the date and time provided.

Disclosure regulation

This information is subject of the disclosure requirements pursuant to section of 5-12 of the Norwegian Securities Trading Act.

Contacts

• Håvard Lindstrøm, 004794132288, hl@aquabiotech.no

About Aqua Bio Technology ASA

Aqua Bio Technology (ABT) is developing and commercializing sustainable
biotechnology for use in skin care products. ABT's cosmetics ingredients are
highly effective and they provide the cosmetics industry with natural
alternatives to traditional ingredients. ABT is also marketing and distributing
natural skin care products developed by partners towards consumers and
professional users. Aqua Bio Technology is listed on Euronext Expand.

Attachments

• Download announcement as PDF.pdf
• Notification Form - Varming Holding.pdf