THINC COLLECTIVE ACQUIRES 30 PERCENT OF THE SHARES IN BRAND ARENA NORDIC GROUP AGENCY AB (BANG)

Thinc Collective AB (publ) (“Thinc” or the “Company”) announces that the Company has today entered into a share transfer agreement (the “Agreement”) with the owners of Brand Arena Nordic Group Agency AB (“BANG”) to acquire 30 percent of the outstanding shares in BANG. The fixed purchase price for the current shares in BANG amounts to SEK 5,95 million on a debt-free basis, as well as an additional purchase price based on the results in 2024. Furthermore, Thinc has an option to acquire an additional 40 percent of the shares in BANG from the current owners until the end of 2027.

Payment shall be made in cash of SEK 2,975 million and the remaining part of SEK 2,975 million shall be paid through a new issue of a total of 729,167 shares in Thinc at a subscription price per share of SEK 4,08. The subscription price per share in Thinc has been based on the volume-weighted price on Spotlight Stock Market during 20 trading days prior to the agreement date. The issue entails a total dilution effect of approximately 4,3 percent.

Any additional purchase price will be paid in cash and will be based on BANG's performance during the 2024 financial year.

BANG, founded in 2019, is an award-winning communications agency with event and brand experience as its largest business area and with the ability to deliver comprehensive solutions within advertising, PR, content, design, tech and media. BANG with subsidiaries and associated companies has an annual turnover of just over SEK 80 million with an operating margin of approximately 5 percent. BANG with subsidiaries currently has 25 employees.

The acquisition of BANG has been assessed by Thinc to provide a broadened service offering, not least within brand experience, and a significantly strengthened presence in Stockholm. It also provides the opportunity to offer the Thinc Group's other services and products to BANG's customers. In the same way, BANG's expertise can be used in Thinc's business. The parties see significant industrial logic in a merger and expect synergies within, among other things, sales and administration.

Before the transaction was completed, the main owners of BANG consisted of founder Patrik Walldén, Lars Andersson and Christian Nivelius privately and through companies with 100% of the votes and capital.

"The acquisition of BANG gives Thinc significantly increased growth potential and strengthens the Creative business area in a desirable way. BANG complements Thinc by both broadening and sharpening our offering in the communication area of ​​brand experience and advertising, where BANG has extremely high competence and a strong customer base. It also provides the opportunity to further develop BANG's customers with the Thinc Group's other services and of course vice versa. The acquisition of BANG is another piece of the puzzle that falls into place for the group," says Anders Wallqvist, CEO of Thinc Collective.

"Thinc as our future ownership partner is a perfect fit for us. We truly believe in their business concept and see good opportunities to broaden our service offering with additional cutting-edge expertise through our sister companies. Thinc shares our values ​​and our view of combining entrepreneurship with central synergies. We also see that Thinc shares our view of both communication and the development of the industry," says Patrick Walldén, founder and CEO of BANG.