Agilyx ASA has finalized a binding and fully financed agreement to purchase a 44% share in GreenDot Global S.à r.l. (“GreenDot”). This strategic investment considerably enhances Agilyx's footprint in the European market, establishing a global platform for sourcing and supplying feedstock to the advanced recycling sector.

Financial Details of the Transaction

The transaction values GreenDot at a post-money enterprise value of EUR 197 million. Agilyx will secure its 44% stake for a total consideration of EUR 52 million, which comprises approximately EUR 32 million in newly issued Agilyx shares (“Consideration Shares”), priced at the 30-day volume-weighted average price (VWAP) of 25.76 NOK per share, and about EUR 20 million in cash through a mix of primary and secondary share purchases. The Consideration Shares will be subject to a lock-up period until January 10, 2026, followed by a 90-day window where sellers' sales will be limited to 20% of the prior 30-day average daily trading volume.

Financing and Closing Details

The entire transaction is financed by existing investors via a EUR 20 million subordinated loan facility. This loan will rank behind Agilyx's current bonds issued under the “Agilyx ASA 13.50% senior secured USD 50,000,000 bonds 2024/2027” and is governed by a subordinated loan agreement with the bond trustee, as specified in the bond terms. The transaction is anticipated to close in late Q3 2025, pending customary conditions, including regulatory approval under German foreign direct investment laws, lender consent for a change of control at GreenDot, and Agilyx shareholder approval for the issuance of the Consideration Shares at an Extraordinary General Meeting (EGM), for which sufficient voting commitments have been secured.

For additional information, please refer to the document attached to this announcement and visit the Agilyx website.

Leadership Change

In conjunction with this transaction, Tor Svelland will resign from Agilyx’s Nomination Committee. The Company plans to nominate Tom Lileng as his successor, pending approval at the upcoming EGM. Mr. Lileng brings a wealth of investment and governance experience, having most recently served as Managing Director of General Oriental Investments and Cavamont Holdings, where he managed both liquid and private investment portfolios, achieving strong absolute and risk-adjusted returns. He also currently serves as a Non-Executive Director and Nomination Committee Member for two other publicly listed Norwegian companies.