Verve strengthens its European business with a strategic acquisition

Verve announced on Tuesday that it is acquiring German-based Acardo Group AG for a purchase price of 24.5 MEUR. Acardo is a company specializing in digital consumer activation solutions with strong ties to German retail and consumer product brands. The acquisition aligns with Verve’s broader strategy, with European expansion and growth in the retail vertical representing key focus areas among others. Although the financial impact of the transaction is minor in the short term, it is strategically important and supports the company's growth story in Europe. However, given the size of the acquisition, the transaction will only have a small impact on our estimates and valuation and does not impact our view on the company. We will update these at the latest in conjunction with the Q3 report. 

Acardo brings a stronger foothold in the German retail media landscape

Acardo is a leading player in German consumer activation, and its coupon and cashback solutions are integrated into over 5,600 retail stores (e.g., Edeka, Kaufland, and Rewe). The company's customer base includes over 200 international consumer product brands, such as Unilever, Nestlé, and Mars.

We view the acquisition to be strategically suitable for Verve, as it strengthens the company's position in Europe and particularly on the German market. Acardo's technology enables Verve to offer its demand-side clients "shoppable campaigns" that link digital ads (mobile, CTV, DOOH) directly to measurable in-store or online purchases. This enhances the company's offering, particularly in the Consumer Packaged Goods (CPG) and retail segments, where the company is strategically investing. In addition, the transaction brings an experienced local sales team to Verve.

The company also noted, following its recent challenges with platform integrations, that the acquisition of Acardo will not require technological integration, given Acardo’s existing technological setup.

Moderate valuation and a positive, albeit small, impact on financials

The purchase price is 24.5 MEUR, of which 17.2 MEUR will be paid upon closing and 7.3 MEUR after 12 months. Based on the release, the calculated valuation multiples are around 6x EBITDA before synergies and around 4x after synergies, which we consider moderate, considering Verve’s own valuation (EV/EBITDA 2025-2026e: 6-4x).

The transaction is expected to close on October 1, 2025, so Acardo will be consolidated into Verve's financials starting from the last quarter of 2025. Therefore, it is expected to contribute 3.5–4.5 MEUR to Verve's 2025 revenue and 0.9–1.2 MEUR to its EBITDA, corresponding to an EBITDA margin of 26%, and represent ~1% of our current revenue and EBITDA estimates, at the midpoint. For the full year 2025, the company estimates pro forma figures of around 15 MEUR in revenue and 6 MEUR in EBITDA (incl. synergies), which would correspond to a 3-4% impact on our top line and EBITDA estimates. The EBITDA margin, including synergies, is also clearly higher (~40%) than Verve's group-level margin (LTM adj EBITDA-%: 30%). The company's previously issued guidance for 2025 remains unchanged, as it did not include potential acquisitions. The transaction will lead to small positive revisions to our estimates for 2025 and subsequent years, and does not impact our overall view or recommendation for the company at this stage.