Sievi Capital acquires Rakennuttajatoimisto HTJ

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Sievi Capital Plc
Inside information September 20, 2021 at 6:45 p.m. EEST

Sievi Capital acquires Rakennuttajatoimisto HTJ

With a transaction signed on September 20, 2021, Sievi Capital Plc agreed to acquire Rakennuttajatoimisto HTJ Oy (hereinafter “HTJ”). With Sievi Capital, the managers of HTJ and the members of the Board of Directors will become shareholders. The sellers in the transaction are Kansallisholding Oy and Redeve Oy, who will completely divest their stakes as part of the transaction. HTJ is one of the leading construction management companies in Finland and offers its clients a wide range of expert services in construction management, site supervision, energy and environmental consultancy and project management.

A leading independent construction management business

HTJ is a construction management company founded in 1999. Since its establishment, the company has provided construction management and supervision services in the field of building construction. The service offering then expanded to include building technology services and infrastructure construction management services. The company serves a wide variety of public and private sector clients. HTJ is an independent expert in construction management, offering its services without any dependence on design and contractor organizations. The company employs around 150 experts. Based in Vantaa, the company also has offices in Tampere, Turku and Hämeenlinna. In 2020, HTJ’s net sales amounted to € 18.5 million.

Company financial key figures

HTJ’s net sales, EBITDA and operating profit for the months of January to June 2021 and 2020 and for the year 2020 were as follows:

millions of euros January 1, 2021 – June 30, 2021 January 1, 2020 – June 30, 2020 Jan 1, 2020 – Dec 31, 2020 2020
Net sales 9.6 9.6 18.5
EBITDA 1.5 1.6 2.3
Operating result (EBIT) 1.4 1.5 2.1

The key figures are FAS (Finnish Accounting Standards) figures. Half-year figures are not audited.

The deterioration of the market situation due to the coronavirus pandemic affected the business activities of HTJ in the second half of 2020 and the first half of 2021. In January-June 2021, the development of net sales was stable, but the ‘EBITDA decreased by 0.1 million euros per year. over the year. The development of net sales was impacted, for example, by the postponement of larger individual projects due to the market situation. At the end of June 2021, the company’s order book was comparable to that of the corresponding period last year. However, the order book had significantly increased from the end of 2020 as the market situation recovered.

As of June 30, 2021, June 30, 2020 and December 31, 2020, the main balance sheet items of the company are as follows:

millions of euros June 30, 2021 June 30, 2020 Dec 31 2020
Intangible assets 0.0 0.0 0.0
Tangible assets 0.4 0.6 0.5
Investments 0.4 0.4 0.4
Non-current assets 0.8 1.1 1.0
Non-interest bearing receivables 2.8 3.0 2.5
Cash and cash equivalents 1.9 2.9 3.1
Current assets 4.7 5.9 5.6
Assets, total 5.5 7.0 6.5
Equity 1.2 2.7 3.1
Non-interest bearing debts 4.3 4.3 3.4
Liabilities 4.3 4.3 3.4
Equity and Iabilities, total 5.5 7.0 6.5

The key figures are FAS (Finnish Accounting Standards) figures. Half-year figures are not audited.

The objective is to grow by developing the concept of service and by acquisitions

The market for services offered by HTJ is estimated to have grown on average by around 6% per year in 2015-2020.1. After the coronavirus pandemic spread, market growth slowed, but this year the market started to recover and activity increased. According to one estimate, the market is expected to grow in the future, especially in the growth centers1.

HTJ’s business has grown considerably over the past five years. The company maintains strong relationships with its clients and has completed projects in several sectors. The cornerstones of the company’s service offering are versatile construction management, supervision and project management services. In recent years, the growth has been strongest in the management of infrastructure construction, where significant growth potential also exists in the future. The objective is to grow the company in all sectors by continuing to develop the concept of strong service and by investing in recruitment to secure the best talent in the industry. As part of the strategy, opportunities for growth and strengthening of the service offering through acquisitions will be assessed.

“Long-term customer relationships, our professional and committed staff and strong service concept are at the heart of HTJ’s operations. The transaction will allow us to continue good development work and provide us with strong financial resources for growth. Sievi Capital will be a good partner for us to continue and strengthen our great work for our clients ”, said CEO of HTJ Jeanne Ketola.

“HTJ is a successful and reputable construction management company and it’s great to participate in its development. The company has the best experts in its field, which has allowed the establishment of long-term customer relationships and the good development of the company. We believe that the current strengths of HTJ combined with the additional resources provided by Sievi Capital will enable us to drive the growth of the company in the future ”, said the CEO of Sievi Capital. Jussi Majamaa.

Purchase price, transaction structure and financing

The debt-free purchase price of the transaction amounts to € 13.75 million. The purchase price of the shares will be paid in cash upon completion of the transaction. In addition, the transaction will include an additional purchase price of up to € 0.6 million, based on HTJ’s EBITDA in 2021, and an additional purchase price of up to 0 , 75 million euros, which will be paid after certain one-off revenues have been paid to HTJ.

The transaction will be carried out by a new company, which will finance the transaction with investments from Sievi Capital and co-investors as well as a bank loan. After the closing of the transaction, Sievi Capital’s stake in the company will be 92.4%. The other owners of the company will include the officers of HTJ and the members of the board of directors. The transaction is expected to close in October 2021.

Sievi Capital’s investment in the company will be approximately 7.8 million euros. Sievi Capital will finance the investment with its cash and cash equivalents and a new loan of 5.5 million euros. The loan is due in full 24 months after its withdrawal.

The investment is a majority investment in accordance with Sievi Capital’s investment strategy and will be declared as part of Sievi Capital’s private equity investments in the future. The transaction has no significant direct impact on Sievi Capital’s earnings or equity.

Further information on the acquired company is available on the website www.htj.fi.

SIEVI CAPITAL SA

Jussi Majamaa
CEO

MORE INFORMATION :
CEO Jussi Majamaa, tel. +358 400 412 127

DISTRIBUTION:
Nasdaq Helsinki Ltd
Main media
www.sievicapital.fi

Sievi Capital is a listed private equity investment company (Nasdaq Helsinki) which invests in Finnish small and medium-sized enterprises. Sievi Capital acts in close partnership with the management and co-owners of target companies and actively supports growth, performance and value creation.


1 Source: Expertise commissioned


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