M&A

Mare Group sells Workgroup to Metriks AI in €20M deal

What's the deal? Mare GroupDealroom has a profile for this one. Try Dealroom → has signed a binding agreement to sell 100% of WorkgroupDealroom has a profile for this one. Try Dealroom →, an Italian software and digital solutions company, to Metriks AIDealroom has a profile for this one. Try Dealroom →. The deal assigns Workgroup an equity value of €20 million, implying a multiple of 7.5 times expected 2026 EBITDA.

How is it structured? Before completion, Mare Group — which already owns 55% of Workgroup — will buy a further 40% from WGS for €7.9 million, lifting its stake to 95%. At closing, Mare Group transfers that 95% while WGS sells the remaining 5%, giving Metriks AI the entire company.

For its 95% stake, Mare Group receives €18.9 million: €7 million in cash, €1 million in newly issued Metriks AI shares, and €10.9 million in convertible bonds maturing June 30, 2028. The sale is expected to generate a capital gain of around €5.7 million before taxes and costs.

Why now? Mare Group wants to focus resources on aerospace and defence, a platform strengthened in 2026 through the acquisitions of GMSPAZIO and CTMAVIO, plus proprietary technologies in industry, transportation, and infrastructure.

What's the endgame? The integration aims to create a listed operator combining management software, artificial intelligence, and digital transformation for small and mid-sized enterprises. Mare Group will take an equity stake in Metriks AI, keeping exposure to Workgroup's future value.

"Workgroup needs a setting where software and artificial intelligence are the main driver, and Metriks AI is that setting," said Mare Group chief executive officer Antonio Maria Zinno.

What could go wrong? Closing is expected by September 30 but depends on Metriks AI securing the resources to fund the cash portion and on approval by its shareholders' meeting. The price may also adjust based on results in 2026 and 2027, with an earn-out of up to €3 million in shares if targets are exceeded.

The signal: The deal reflects a wider push to bundle enterprise software with AI capabilities, as sellers reshape portfolios around specialist platforms while retaining upside through equity in the acquirer.

Read more: MarketScreener

Image credit: UNDP Ukraine

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