Family Office seeking minority for a co-investment

Project Summary: Approximately €5 million opportunity to finance the merger of two of the leading fiber optic equipment distributors in Spain to build the second national player in size and the first in terms of services more complete to enhance European expansion. Company A (in portfolio): 15 employees and is dedicated to the distribution of active fiber optic elements (ONTs, OLTs, switchers...) as well as the development and commercialization of proprietary software used to enhance fiber optic networks. The company's revenues in 2023 amounted to €3.8 million, with an adjusted EBITDA of €0.3 million (8% margin). Company B: 16 employees, and is engaged in the production and sale of passive components for the deployment of fiber optic networks, mainly for FTTH (fiber-to-the-home) but also for FTTB (fiber-to-the-building), under a well-recognized own brand. The company's revenues in 2023 amounted to €8.3 million, with an adjusted EBITDA of €1.8 million (margin of 22%). Size: the Group as a whole would have in FY24 €14m revenue with €2.5m EBITDA, excluding synergies already identified. Strategy: Europe lags behind Spain in FTTH deployment. For the coming years, the European FTTH council forecasts project an increase to 308 million homes by###-###-#### Following the merger, the Group, with (i) more than 15 years of applied experience, (ii) more than 1,000 employees, (iii) more than 1,000 employees and (iv) more than 1,000 employees. Details of the transaction: we are currently full shareholders of company A. With company B we have closed a LOI which includes: + Acquisition of B: x4 EBITDA 2023A, whereof, 2x EBITDA upfront and 2x Earn Outs. + Alignment of interests: 2x EOs linked to very good results, 4 years of professional commitment in the Group with above-market salaries, reinvestment of capital and profit sharing clause above high EBITDA levels.