ECIT acquired by Towerbrook

Olympus BidCo AS officially finalizes the voluntary recommended offer to acquire all outstanding shares of ECIT AS, commanding an implied enterprise value of NOK 1–10bn. At the time of this comprehensive financial settlement in October 2024, ECIT AS generated an annual revenue of NOK 3.8bn alongside an adjusted EBITDA of NOK 525m. This profitability profile aligns the transaction with an EV/EBITDA multiple of 10x–18x and an EV/Revenue multiple of 1x–3x. The financial architecture of the buyout incorporates the reported net debt of 827 million Norwegian kroner for ECIT AS, calculated as of the first half of 2024 under IFRS 16 accounting standards. Consequently, the agreed cash consideration of 10 Norwegian kroner per individual share translates to a total equity value of approximately 4.65 billion Norwegian kroner. Under the negotiated transaction terms, eligible rollover shareholders retain the option to receive settlement via a combination of cash and equity in the parent company, capped at a maximum aggregate rollover threshold of 2.6 billion Norwegian kroner (representing 55.8 percent of the outstanding share capital). Following the expiration of the extended offer period on October 16, 2024, Olympus BidCo AS formally secured 462,335,387 shares, representing 99.4 percent of the outstanding share capital. Having successfully surpassed the 90 percent statutory threshold, the acquiring entity initiated a compulsory acquisition procedure for the remaining minority shares in accordance with section 4-26 of the Norwegian Private Limited Liability Companies Act, maintaining the identical redemption price of 10 Norwegian kroner per share. Following this final regulatory step, TowerBrook Capital Partners will execute the formal delisting of the B-class shares from the Euronext Growth Oslo exchange. To execute this complex public-to-private transaction, TowerBrook Capital Partners mandated ABG Sundal Collier ASA as the lead financial advisor, alongside Advokatfirmaet BAHR AS for legal structuring. Conversely, the board of directors at ECIT AS retained SpareBank 1 Markets AS to manage the financial evaluation, with Wikborg Rein Advokatfirma AS acting as legal counsel. Furthermore, Skandinaviska Enskilda Banken AB provided the independent fairness opinion to the selling board. The acquisition received absolute regulatory clearance from both the Norwegian and Swedish Competition Authorities prior to the final settlement date scheduled for November 7, 2024.

The acquisition of ECIT is part of the growth strategy of Towerbrook, which already has several external growth operations under its belt, notably Idak Food Group in 2024.