Hexagon Composites ASA has announced the full acquisition of the alternative fuels division of Sustainable Energy Solutions (SES), known as SES Composites, further strengthening its presence in Europe s clean mobility sector. The transaction follows Hexagon s 49% stake acquisition in SES in May 2024, which was made in conjunction with the sale of Hexagon Ragasco.

SES Composites is a leading manufacturer of composite high-pressure cylinders and fuel systems for compressed gases, with production facilities in S upsk, Poland, and valve assembly operations in Burscheid, Germany. The remaining SES industrial gas business, which produces steel cylinders in Kienberg, Austria, will continue under joint ownership.

The acquisition enhances Hexagon s strategic positioning as a key supplier to European commercial vehicle OEMs, particularly for compressed natural gas (CNG) systems used in public transit. This acquisition brings complementary capabilities and operational synergies, reinforcing our role in Europe s ongoing energy transition, said Philipp Schramm, CEO of Hexagon Composites.

In 2024, SES Composites reported pro-forma revenue of EUR 28 million and EBITDA of EUR 700,000. With a strong order pipeline, revenue is expected to rise to EUR 33 million and EBITDA to EUR 2 million in 2025.

Valued at an enterprise value of EUR 11.7 million, the deal involves a net purchase price of EUR 6.1 million, settled in part through Hexagon Composites and Hexagon Purus shares. Worthington Enterprises, the parent company of SES, will receive 2.1 million Hexagon Composites shares (1.0% of outstanding shares) and 19.6 million Hexagon Purus shares (4.6% of outstanding shares). Hexagon s stake in Hexagon Purus will adjust to 33.8% post-transaction.

Completion is expected by Q3 2025, subject to final regulatory approvals and the completion of an Austrian demerger process. Worthington has agreed to a 30-day lock-up period on the received shares from the date of closing.

Source: hexagongroup.com