Artec technologies : Endúr ASA drives Nordic consolidation strategy by acquiring Artec Aqua AS HIGHLIGHTS

o	Endúr ASA ("Endúr") has entered into an agreement with Artec Holding AS to
acquire Artec Aqua AS ("Artec Aqua"), a leading turnkey supplier of land-based
aquaculture facilities and solutions renowned for its superior water treatment
solutions design 
o	Artec Aqua is a market leader with a long history of profitable growth and a
NOK 1.55 billion order backlog with leading players in the aquaculture industry
o	The transaction further strengthens Endúr's position in a rapidly growing
marine infrastructure and onshore aquaculture markets
o	The accretive transaction brings Endúr a major step towards realising its
ambition of developing a NOK 2-2.5 billion company within 2022, with EBITDA
margins in the range of 10-12 percent
o	Endúr is in dialogue with other acquisition targets and expects to reach 2022
revenue and margin targets already in 2021

11 January 2021 - Marine infrastructure group Endúr has today entered into a
share purchase agreement with Artec Holding AS, as seller, for the acquisition
of Artec Aqua. Artec Aqua is a turnkey supplier of process facilities and
solutions to the onshore aquaculture industry - both within smolt, broodstock
and grow-out facilities. Endúr estimates that it will reach its 2022 revenue
target earlier than previously announced.

"We recently acquired BMO Entreprenør, partly to strengthen our ability to take
on larger marine construction projects within land-based aquaculture. The
acquisition of Artec Aqua immediately gives us an even firmer stronghold in this
highly attractive and fast-growing market. There are also clear strategic
synergies between Artec Aqua and Endúr's business that we aim to take advantage
of," adds Hans Olav Storkås, CEO of Endúr. 
"The combination of the Artec Aqua acquisition and promising dialogue with other
acquisition targets means that Endúr is likely to reach our earlier communicated
2022 revenue and margin targets already in 2021," says Hans Olav Storkås.
  
NOK 2-2.5 billion revenue ambition
In June last year, Endúr announced a change of strategic direction for the
company, identifying the marine infrastructure and the aquaculture sectors as
its core growth areas. At the same time, Endúr announced an ambition to build a
NOK 2-2.5 billion revenue company within 2022, delivering 10-12 percent
EBITDA-margin. The key driver for reaching these objectives is an accretive
acquisition and consolidation strategy.  
Since then, Endúr has merged with marine infrastructure company Oceano AS and
acquired BMO Entreprenør AS, a market leader within maintenance of critical
marine infrastructure such as quays, harbours, dams, bridges and other
specialized concrete and steel projects to public and private customers in the
Norwegian market. 
"In addition to an impressive growth history, Artec Aqua has a scalable,
asset-light business model characterized by an attractive cash flow profile and
virtually no capex requirements. The company's management and organisation have
a strong reputation in the aquaculture sector and we look forward to making the
company part of the Endúr growth story," says Hans Olav Storkås.   

Acquiring a market leader
Artec Aqua was established in 2002 and is today a leading turnkey supplier of
process facilities and solutions to the onshore aquaculture industry. It is the
undisputed market leader for onshore broodstock facilities, and customers
include the global leading salmon farming companies. 
Artec Aqua is renowned for its superior water treatment solutions design, which
secures fish welfare and sustainable development of the aquaculture industry.
The company has the capability to deliver all available water system solutions
for onshore aquaculture, including flow-through, regeneration and recirculation
aquaculture systems (RAS). Artec Aqua has developed a new RAS system that has
demonstrated favourable water quality and recorded stress levels among the
lowest measured in onshore fish farming. 

Headquartered in Ålesund, Norway, at the heart of the Norwegian fisheries and
aquaculture industry, Artec Aqua employs 40 people. The company is led by
managing director Ingegjerd Eidsvik. 
"We are water quality specialists that since 2002 have worked systematically to
develop unique solutions for the land based aquaculture industry. Our customers
appreciate our ability to deliver and the fact that we are both technology and
supplier neutral, always allows us to choose the solution which is optimal for
our customer. We see excellent growth potential for our business and believe
this can better be achieved as part of Endúr than on a stand-alone basis," says
Ingegjerd Eidsvik. 
Artec Aqua has realised strong growth over several years, with a CAGR of
approximately 39 percent in the financial period 2016 through 2020. For 2020,
the company expect revenues of approximately NOK 625 million and an
EBITDA-margin close to 10 percent. Due to its asset-light business model, the
EBIT margin for 2020 is roughly 9.5 percent.
As of 31 December 2020, Artec Aqua has an order backlog of NOK 1.55 billion and
a strong pipeline of sales driven by high investment levels in broodstock, smolt
facilities and land based grow-out facilities both in Norway and
internationally. Based on this as well as strong visibility, Artec Aqua expects
high growth also in 2021. 
Artec Aqua will continue to operate in the market under its current brand name.

"There is a strong market sentiment for onshore aquaculture projects that will
continue to support Artec Aqua's growth development. An expected increase in
grow-out facilities will accelerate this even further. The company's rock-solid
market position coupled with Endúr's increasing onshore aquaculture footprint
makes Endúr one of the key suppliers to the seafood industry in Norway," adds
Hans Olav Storkås.  
   
The transaction
Under the terms of the Agreement, Endúr will acquire 100% of the shares in Artec
Aqua, based on an enterprise value of NOK 600 million, which corresponds to an
equity value of NOK 690 million. The purchase price will be settled by NOK 345
million in cash and NOK 345 million in Endúr shares at a subscription price of
NOK 1.1861 per share (the "Consideration Shares"). 
The cash part of the transaction is fully funded through a long term debt
facility offered by a leading Norwegian bank and by an undertaking from the
majority shareholders of Endúr, Songa Capital AS, Tigerstaden Marine AS,
Middelborg Invest AS, Bever Holding AS and Gimle Invest AS to make available a
shareholder loan in the aggregate amount of NOK 102 million against a guarantee
provision of 2% of such commitment. The bank facility together with the
financing from existing shareholders will fully fund the cash part of the
transaction. Endúr will also consider other financing options to finance the
cash part of the transaction and has engaged Arctic Securities AS, Pareto
Securities AS and SpareBank1 Markets AS in that respect. 

Artec Aqua is owned jointly (33,33 percent each) by the three co-founders of
Artec Aqua: head of sales, Bjørn Finnøy; R&D manager, Victor Fiveland; and head
of sourcing & logistics, Bjørnar Flem. All three will continue in their current
roles and re-invest 50 percent of the total purchase consideration in Endúr
shares, thereby demonstrating their buy-in to Endúr's vision and continued
commitment to Artec Aqua. Issuance of the Consideration Shares to the seller
will be subject to the necessary resolutions by the extraordinary general
meeting of Endúr, expected to be held on or about 12 February 2021. Shareholders
holding in aggregate 59% of the shares in Endúr have undertaken to vote in
favour of the transaction in the upcoming EGM. The sellers have accepted lock-up
obligations on the Consideration Shares vesting over a 24 months' period. The
Consideration Shares will be issued on a separate ISIN awaiting approval of a
prospectus or an exempted document. The Consideration Shares will otherwise have
the same rights as the Company's ordinary shares.

Completion of the transaction is subject to customary closing conditions,
including but not limited to competition clearance, approval by the board of
directors of Endúr and Artec Aqua, approval by an extraordinary general meeting
in Endúr, change of control consents from Artec Aqua's contracting parties, as
well as none of the parties being in material breach of the agreement. 
The transaction is expected to be closed by mid-February 2021.
Wikborg Rein Advokatfirma AS has acted as Endúr's legal adviser for the
transaction. 
Sparebank 1 SR-Bank Markets acted as financial adviser and SANDS Advokatfirma DA
acted as legal adviser for Artec Aqua and its shareholders for the transaction.

ENDS

For further information, please contact:
Media
Øivind Horpestad, chairman of Endúr, tel: [phone]
Hans Olav Storkås, CEO of Endúr, tel: [phone]  
Investors
Lasse B. Kjelsås, CFO of Endúr, tel: [phone] 
About Endúr ASA
Endúr ASA (OSE: ENDUR) is a leading supplier of construction and maintenance
projects and services for marine infrastructure, including facilities for
land-based aquaculture, quays, harbours, dams, bridges and other specialised
concrete and steel projects. The company and its subsidiaries also offer a wide
range of other specialised project and marine services. Endúr ASA is
headquartered in Bergen, Norway. See www.endur.no 

***
This information is subject to the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.

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