TeraPlast Group announces the signing of an acquisition agreement by which it takes over 70% of the share capital of Optiplast, the third largest producer of flexible packaging in Croatia. Optiplast is a company similar in product range and technology to TeraBio Pack, bringing an additional 35 years of experience in the flexible packaging market.
“Through the acquisition of Optiplast, we expand our geographical footprint, and our production capacities exceed 10,000 tons of flexible packaging annually. We will be even closer to customers in countries such as Italy, Greece or Austria and we will be able to focus better on the markets of the Western Balkans, dynamic and mature markets. Synergies between Optiplast and TeraBio Pack mean access to customers who pay the right price for quality packaging, which will lead to better loading of production capacities. Moreover, we will more easily serve the Western European markets which until now have been more difficult to cover from Bistrita due to logistics costs. Thus, we increase profitability while offering complete and sustainable solutions to the market.
”We have taken another step in the development of the TeraPlast Group at the European level, a step that was also possible with the support of our shareholders in the framework of the capital increase of 20 million euros, which was recently concluded successfully,” said Dorel Goia, President of the Board of Directors Administration of TeraPlast.
“I am extremely proud of what we have built over the past 35 years on the market in Croatia and neighboring countries. I believe that Optiplast has reached a point of maturity where it is ready to evolve to the next level, and we are taking this step by joining forces with the TeraPlast Group. Together, I am sure that we will grow a strong regional leader that will offer the best quality products on the regional packaging market,” added Danijel Drčić, owner and CEO of Optiplast.
Prospects and terms of the transaction
Optiplast’s current shareholder remains active in the company’s executive as CEO, ensuring the continuity of the business strategy and also the implementation of Optiplast’s successful TeraBio Pack model alongside the local management team.
The total purchase price will be determined at the date of completion of the transaction starting from the base value of 13 million euros, which will be adjusted with net working capital, cash flows and liabilities as of the date of completion. Based on this calculation formula, the final price will be determined for the 70% participation in the social shares that TeraPlast SA will acquire in Optiplast d.o.o.
The agreement provides for a projection of the final purchase price taking into account the adjustment elements from the financial statements of Optiplast d.o.o. on June 30, 2024. Thus, if the final price had been determined on June 30, 2024, it would have been 9.5 million euros. The agreement also provides for a mechanism to adjust the price according to the future subsidies that Optiplast is to collect for a photovoltaic panel installation project that is currently being implemented.
The transaction will be subject to the approval of the general meeting of TeraPlast shareholders, and in the context of the approval, the transaction will be completed in the period immediately following the GSM decision.
Optiplast: a regional leader in flexible packaging
Founded in 1989, Optiplast has an annual production capacity of approximately 5,000 tons and operates in a space of over 17,000 m², with 81 employees. The company has an internal recycling capacity of around 1,200 tons per year and, at the same time, uses between 60% and 70% recycled materials. Optiplast produces household bags, shopping bags and other garments and foils for packaging.
With a turnover of 10 million euros in 2023 and an adjusted EBITDA of 2.2 million euros, Optiplast exports approximately 25% of its production to European markets. The client portfolio includes both distributors and large international retail chains.