THE ESPRINET GROUP ACQUIRES VAMAT, DISTRIBUTOR AND SERVICE PROVIDER OF PHOTOVOLTAIC TECHNOLOGIES IN BENELUX AND IRELAND

ESPRINET, a leading Group in Southern  Europe in the distribution of high-tech products and in the provision of applications and services for  digital transformation and green transition, announces that today it has signed a binding agreement  for the acquisition of 100% of the share capital of Vamat B.V., a Dutch company active since 2015 in  the Benelux area in B2B distribution of photovoltaic technologies and Value Added Partner (“VAP”)  of Huawei, and of its wholly owned subsidiary Vamat Ltd, an Irish company established in 2024 and  active in the same business in Ireland. 

“The acquisition of Vamat represents a highly strategic step for Esprinet Group, enabling us to further  strengthen our presence in a crucial sector such as photovoltaics and, more broadly, in technologies  supporting the energy and digital transition. With this transaction, we are not only entering two  particularly dynamic and innovative markets such as Benelux and Ireland, but also reaffirming the  Group’s determination to grow internationally by following a sustainable, long-term development  strategy. Vamat brings recognised expertise and consolidated relationships in the B2B distribution  of photovoltaic solutions, which naturally complement our industrial strategy and Zeliatech’s mission  to establish itself as a key player in Europe. This acquisition allows us to look to the future with  renewed confidence, reinforcing our role in a sector destined to become increasingly central” said  Alessandro Cattani, Chief Executive Officer of Esprinet Group. 

In the 2024 financial year, the company reported consolidated revenues of Euro 46.5 million and  EBITDA of Euro 2.7 million. As at 31 December 2024, shareholders’ equity amounted to Euro 9.3  million, with a liquidity surplus of Euro 0.6 million. 

Sergio Grassi, Country Manager of Zeliatech, commented: “We are pleased to announce the strategic  acquisition of Vamat, a transaction that strengthens our value proposition and broadens the range  of pre- and post-sales services offered to our customers. This acquisition marks an important step in  our growth journey, enabling us to enhance our service component and to integrate innovative skills  and resources. Thanks to Vamat’s presence in certain Northern European countries, the deal opens  up new opportunities for international development. With our investments, we intend to accelerate  this growth and generate further business opportunities. For Vamat, this partnership also means  access to Zeliatech’s important portfolio of products and solutions, a factor that will allow it to expand  its market opportunities and strengthen its position in the sector.” 

The acquisition will take place for an estimated maximum consideration of Euro 18.0 million (the “Provisional Price”), subject to adjustment mechanisms required for the determination of the “Final  Price”. These are linked to the calculation of the actual Net Financial Position at the execution date  and to the company’s receivables position to be verified on predetermined dates up to a maximum  of eighteen months from the transaction date. 

Such adjustment items will be secured by a portion of the Provisional Price to be withheld by Esprinet  and released upon the occurrence of agreed timelines and events.

At closing, expected in early October, a total amount of Euro 12.6 million will be paid in cash using  available resources. In addition, a warranty and indemnity insurance policy will be subscribed, for the  benefit of the Group and at the seller’s expense, to cover the customary guarantees provided for  transactions of this nature. 

Within the Esprinet Group, Vamat will be maintained as a separate legal entity, and its current  General Manager, Dr. Sander Binnema, will take on the role of Chief Executive Officer in order to  ensure business continuity, together with the preservation of its headquarters and the 18 employees  engaged by the companies. 

Esprinet was supported by local teams under the supervision of national teams from Bird & Bird law  firm and Deloitte Financial Advisory and by Deloitte Tax and Corporate Law Firm. The counterparties were assisted by JB Law firm and Oaklins as advisor.