REG - Zotefoams PLC - Acquisition of Overseas Konstellation Company S.A.

ZotefoamsAnnouncement

18/11/2025 12:45

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RNS Number : 0279I  Zotefoams PLC  18 November 2025

18 November 2025

Zotefoams plc

 

("Zotefoams" or "Group")

 

Acquisition of Overseas Konstellation Company S.A.

 

Acquisition expands Zotefoams product portfolio, market reach and
manufacturing capabilities

 

Zotefoams, a world leader in supercritical foams, announces it has acquired
Overseas Konstellation Company S.A. ("OKC"), a leading producer of
high-quality technical foams, headquartered in Anglesola, Spain for a total
cash consideration of up to €36.0m (the "Acquisition").

 

Zotefoams has acquired the entire issued share capital of OKC for an upfront
cash consideration of €27.6m, plus a deferred element of up to €8.4m based
on OKC's financial performance in 2026. The total consideration represents a
valuation multiple of 7x OKC's 2024 EBITDA (€5.3m) all of which will be
funded from Zotefoams existing financial resources.

The Acquisition expands the Group's capabilities, adds new markets and
channels and supports the Group's strategic priorities.

About OKC

 

Founded in 1995 and employing 115 people, OKC has built a strong reputation as
one of Europe's most agile and innovative foam producers, combining deep
material expertise, a large upper mid-market product portfolio, and
comprehensive conversion capabilities. Operating from its manufacturing
locations in Anglesola and Burgos (Spain), OKC serves industrial customers
across several end-use segments aligned with all three of Zotefoams key market
verticals - with particular expertise in applications for protective
components, acoustic insulation and specialty packaging.

 

OKC is also one of the first companies in Europe to deliver closed-loop
recycling capabilities suitable for foam materials, and it also operates an
integrated recycling facility that enables the reprocessing and reuse of foam
materials to reduce wastage and drive efficiencies.

 

For the financial year ended 31 December 2024, OKC generated revenues of
€30.1m, of which approximately 45% represented domestic customers and 55%
into wider European markets. The business has maintained consistent
profitability in recent years, achieving an EBITDA of €5.3m in 2024.

 

Following completion of the Acquisition, OKC will continue to operate from its
existing facilities in Burgos and Anglesola, Spain. The current leadership
team will remain in place for at least 12 months to ensure continuity for
customers, employees, and partners.

 

The Acquisition is expected to be earnings accretive in its first full year
and to contribute positively to Group margins and cash generation over time.

Strategic Rationale

 

At its Capital Markets Day in March 2025, Zotefoams outlined a strategy to
expand beyond its core by moving up the value chain through organic growth and
selective M&A, in addition to setting ambitious targets to exceed £300m
in revenue and £60m in operating profit over the medium term.

 

Today's Acquisition marks an important further step in executing this strategy
and directly supports the Group's strategic priorities:

 

Market vertical alignment: The Acquisition is highly complementary of
Zotefoams two fastest-growing target verticals, Transport & Smart
Technologies and Construction & Other Industrial, while also enhancing the
Consumer & Lifestyle segment.

 

Moving up the value chain: Zotefoams aims to evolve from a raw material
supplier to a solutions provider by expanding its finishing and machining
capabilities. For industrial customers with high quality and performance
requirements, this model ensures quality control, traceability, supply
security, and premium positioning. OKC's finishing capabilities, including
die-cutting, precision forming, and multi-layer lamination, will enable
Zotefoams to deliver complete solutions to clients.

 

Accelerating through acquisition: Acquiring proven finishing capabilities,
customer relationships and technical expertise provides the most
capital-efficient route to achieving Zotefoams strategic goals. Building these
organically would require similar investment over 3-5 years without the
benefit of existing revenues. The Acquisition also creates immediate
cross-selling opportunities across complementary customer bases. There is
further scope to extend this integrated model more broadly, to accelerate the
Group's growth strategy in other key markets.

 

Geographic balance: Broader-based growth in Europe has been identified as a
substantial opportunity for the Group, representing around 35% of targeted
2029 revenue in high-margin industrial applications. Sustaining and growing a
strong European base remains key to balanced, long-term growth.

 

Technology optionality: OKC's recycling technology for cross-linked polyolefin
foam is an important differentiator for customers and could become
strategically significant to the Group as circular economy demands intensify.

 

Commenting, Ronan Cox, Group CEO of Zotefoams, said: "We are delighted to
announce the acquisition of OKC. As the first significant acquisition under
our 'Expanding Beyond the Core' strategy, OKC is a high-quality, complementary
addition to Zotefoams. The business aligns closely with our growth ambitions,
adding new capabilities, strong customer relationships, and an established
European presence.

 

"As world leaders in supercritical foam technology, this acquisition extends
Zotefoams reach through an expanded customer base and broader product
portfolio, strengthening our platform for sustainable, long-term growth in new
markets and channels."

 

Also commenting on the Acquisition, Carlos Garcia, CEO of OKC, said: "Joining
Zotefoams marks an exciting next step for OKC. We have built a strong business
over the last three decades with a reputation for quality, innovation, and
service to our customers.

 

"Joining forces with Zotefoams - a recognised world leader in supercritical
foam technology - provides the ideal platform to accelerate our development,
expand our product offering, and create new opportunities for our employees
and customers across Europe."

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014 as it forms part of UK Domestic
Law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").

 

Enquiries:

 

 Zotefoams plc           +44 (0) 208 664 1600
 Ronan Cox, Group CEO
 Nick Wright, Group CFO

 IFC Advisory            +44 (0) 203 934 6630
 Graham Herring

 Tim Metcalfe

 Zach Cohen

 

About Zotefoams plc

 

Zotefoams plc (LSE - ZTF) is a world leader in supercritical fluid foam
technology, delivering optimal material solutions for the benefit of society.
Utilising a variety of unique manufacturing processes, including
environmentally friendly nitrogen expansion for lightweight AZOTE(®) and
ZOTEK(®) high-performance foams, Zotefoams sells to diverse markets worldwide
across three market verticals, Consumer & Lifestyle, Transport & Smart
Technologies, and Construction & Other Industrial. Zotefoams uses its own
materials to manufacture T-FIT(®) advanced insulation for demanding
industrial markets.

 

Zotefoams is headquartered in Croydon, UK, with additional manufacturing sites
in Kentucky, USA and Brzeg, Poland (foam manufacture), and foam products
conversion in Oklahoma, USA and Jiangsu Province, China (T-FIT).

 

AZOTE(®), ZOTEK(®), and T-FIT(®) are registered trademarks of Zotefoams
plc.

 

www.zotefoams.com (http://www.zotefoams.com)

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