Wall to Wall completes the acquisition of Energiprojekt and issues 111,691 new Class A shares to the seller
Wall to Wall Group AB (“Wall to Wall” or the “Company”) has today acquired the shares in, and thereby completed the acquisition of, Energiprojekt Stockholm AB (”Energiprojekt”) in accordance with the share purchase agreement announced on 16 May 2025. In connection with the acquisition, the board of directors of Wall to Wall has resolved on a directed share issue of 111,691 Class A shares to the seller of Energiprojekt at a subscription price of SEK 57.7 per share.
Wall to Wall, through its wholly owned subsidiary Spolargruppen Sverige AB entered into an agreement on 15 May 2025 to acquire all shares in Energiprojekt at a purchase price which follows Wall to Wall Group’s established acquisition model – a combination of cash and shares at closing, along with an additional earn-out based on the achievement of growth and profitability targets over a three-year period whereby the portion of the purchase price consisting of shares at closing today has been paid in the form of 111,691 newly issued consideration shares in Wall to Wall (the “Consideration Issue”) and the remaining purchase price has been paid in cash. In addition, a cash earn-out may be paid in accordance with the above.
The board of directors of Wall to Wall has, supported by an issue authorisation, resolved on the Consideration Issue. The reason for the deviation from the shareholders’ preferential rights is to fulfil Wall to Wall’s obligations under the share purchase agreement and to enable payment with Class A shares. The subscription price in the Consideration Issue is set at SEK 57.7 per share, which corresponds to the volume-weighted average price for Wall to Wall’s shares during the 20 trading days immediately preceding the date of the acquisition of the shares. The board of directors therefore considers the subscription price to be on market terms.
Through the Consideration Issue, Wall to Wall’s share capital increases by a maximum of SEK 28,816.661728 and the number of shares will increase by 111,691, corresponding to an increased dilution for existing shareholders of a maximum of 0.80 per cent.