Acquisition of Boteco Srl

Essentra plc, a leading global provider and manufacturer of essential components and solutions, is pleased to announce the agreement to acquire Boteco Srl ("Boteco"), an Italian, family-owned, expert designer and manufacturer of mechanical components for an initial cash consideration of €7.4m (the "acquisition").

Based in Vicenza, Boteco is a high-quality business, with over 50 years of operational history supplying over 900 active customers worldwide. The company designs and manufactures a broad range of machine components, including handles, plastic and metal knobs, feet and hinges which complement Essentra's existing product expertise and provide a strong adjacency to its machine and automation end-markets.

Essentra has extensive knowledge of Boteco, through a successful trading relationship that has spanned a number of years. Boteco's commitment to investment, including a modern facility with manufacturing and in-house tooling capability, has given it a strong market position. This is further enhanced by Boteco's R&D capabilities focusing on the use of more sustainable materials, which it has incorporated into its current range.

The acquisition is fully aligned with the Group's disciplined approach to inorganic growth, both in terms of strategic alignment and delivering financial returns. The acquisition is anticipated to enhance product expertise and will further extend Essentra's manufacturing footprint in Europe. In line with the Group's acquisition criteria, Boteco is expected to deliver attractive revenue synergies through cross-selling opportunities across Essentra's global footprint.

The acquisition will be funded through Essentra's existing debt facilities. The total consideration comprises an initial cash payment of €7.4m and deferred contingent cash consideration1 of up to €2.5m on a cash-free, debt-free basis.

For the year ended 31 December 2025, Boteco generated revenues of approximately €7.0m. In line with Essentra's acquisition criteria, the initial consideration represents an acquisition multiple of 6.5x EBITDA for twelve months to 31 December 2025. A return on invested capital2 of 15% is anticipated in the third full year of ownership.

The acquisition is expected to complete in H1 2026 following the completion of a small number of pre-close conditions.

Scott Fawcett, CEO of Essentra, today said:

"I am pleased to welcome Boteco, another high-quality business that complements and strengthens Essentra's differentiated business model. With strong manufacturing capability and a clear adjacency to our existing product expertise, Boteco allows us to further enhance our strength in machine and automation end-markets. This acquisition builds on the momentum of our Device Technologies acquisition announced in December 2025 and further demonstrates Essentra's growth strategy, combining organic investment with disciplined, value‑accretive M&A. With a strong acquisition pipeline and a robust balance sheet, we are well positioned to continue to create long‑term value for shareholders."

• Deferred contingent consideration is subject to certain performance conditions over a two-year period.
• Return on Invested Capital is calculated as adjusted operating profit expressed as a percentage of invested capital. Invested capital is defined as initial consideration and deferred contingent consideration, plus capex investment, and associated acquisition transaction fees.

Cautionary forward-looking statement