Norconsult ASA acquires the Aas-Jakobsen Group

Sandvika, 12 June 2025 (OSE: NORCO): Norconsult ASA (“Norconsult”) has entered into a definitive agreement to acquire the Aas-Jakobsen Group (“Aas-Jakobsen”), a leading Norwegian engineering consultancy specializing in complex infrastructure and building projects.

Aas-Jakobsen comprises Dr. Ing. A. Aas-Jakobsen AS, Dr. Ing. A. Aas-Jakobsen Trondheim AS and Geovita AS. As of 2024, Aas-Jakobsen reported net revenue of NOK 470 million and an Adjusted EBITA of NOK 103 million. Over the past decade Aas-Jakobsen has demonstrated a solid financial track record, achieving an organic net revenue CAGR exceeding 5%, while maintaining EBITA margins consistently above 20%. Aas-Jakobsen has 230 employees and operates primarily in Norway, with offices in Oslo and Trondheim. The company provides engineering services mainly for the public infrastructure sector.

The transaction with Aas-Jakobsen is the largest in Norconsult’s history and marks a significant step towards Norconsult’s strategic ambition of becoming a top three player in the Nordics.

“We are honoured to welcome Aas-Jakobsen’s employees and customers into Norconsult. We have a long-standing relationship with Aas-Jakobsen and through years of collaboration, we know we share a passion for expertise, performance, responsibility and employee ownership. Our companies are highly complementary, and the addition of Aas-Jakobsen’s capabilities will further improve our service offering and strengthen our strategic position in key markets,” said Egil Hogna, Norconsult CEO.

“For Aas-Jakobsen, it is important to become part of a larger interdisciplinary organisation operating in multiple markets. Joining forces with Norconsult marks an exciting new chapter - one that builds on our shared history, common values and strong cultural alignment. This combination offers our employees the opportunity to work with best-in-class experts while remaining invested in the future as shareholders,” said Trond Hagen, Aas-Jakobsen CEO.

This acquisition will strengthen Norconsult’s position and significantly enhance our ability to deliver large and complex interdisciplinary infrastructure projects.

Aas-Jakobsen key financial information

(NOK million) NGAAP 2022 2023 2024
Net revenue 420 458 470
Adjusted EBITA 95 105 103
Number of employees  221 226 230

The transaction

Norconsult will acquire Aas-Jakobsen based on an Enterprise Value of NOK 1 430 million, representing 13.9x 2024 Adjusted EBITA. The final equity purchase price is subject to customary net debt and normalisation of working capital adjustments.

The equity purchase price will be settled 80% in cash and 20% in new Norconsult shares to be issued at closing, at a price per share equal to the volume weighted average share price for the 5 trading days prior to closing. The cash element is expected to be partly financed with a NOK 900 million new Term Loan facility. Pro forma Net debt (incl. IFRS 16) / LTM EBITDA as per Q1 2025 will be ~1x, against Norconsult’s long-term target of 2.0x.

The transaction is expected to give rise to pre-tax cost synergies of NOK 25 million, primarily relating to co-location, with gradual phasing and full effect from 2028.

The transaction will require approval from the Norwegian Competition Authority. Closing is expected to be in August 2025.

The sellers are Aas-Jakobsen employees and the Aas-Jakobsen family.

Integration

Integration will be planned in close cooperation with Aas-Jakobsen once the transaction closes. The integration process will be gradual with appropriate involvement focused on finding good solutions for relevant units, disciplines, and groups of employees.

Advisors

ABG Sundal Collier ASA and Advokatfirmaet Arntzen AS have acted as financial and legal advisors to Norconsult.

Presentation

The company will give an investor update presentation Friday 13 June 2025 at 12:00 CEST at VIA - House of Oslo, Ruseløkkveien 34, Oslo. The presentation will be held by Norconsult CEO Egil Hogna, Aas-Jakobsen CEO Trond Hagen and Norconsult CFO Dag Fladby. The investor update will also be available online through a live webcast where the participants will have the opportunity to submit questions.

The live webcast can be accessed at: https://qcnl.tv/p/GU89IXlDqOkZv_ERSSFTug

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For further information, please contact:

Investors: Dag Fladby, CFO, IR@norconsult.com

Media: Henrik Charlesen, Senior Communication Advisor, Henrik.Charlesen@norconsult.com

This information is considered to be inside information pursuant to the EUR Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act. This stock exchange release was published by Elin Spieler, Head of Treasury and Investor Relations Manager, Norconsult ASA at the date and time as set out above.

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About Norconsult

Norconsult is a leading pan-Nordic interdisciplinary consulting firm, combining engineering, architecture and digital expertise across projects of all sizes, for private and public customers in infrastructure, energy and industry, buildings and architecture. Headquartered in Sandvika, Norway, Norconsult's delivery model is centred around knowledge hubs and local presence through approximately 6,600 employees across more than 140 offices in Norway, Sweden, Denmark, Iceland, Poland and Finland.

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