FOS Capital Acquires Lighting Consultancy for $700k, Adds $1.3m Sales Business
FOS Capital has acquired Melbourne-based lighting design consultancy Glowing Structures for $700,000, aiming to deepen its footprint in the lighting services sector. The deal includes cash and shares, with Glowing Structures’ founder staying on as Managing Director.
- Acquisition price of $700k split between cash and FOS shares
- Glowing Structures generated $1.3m sales and $0.3m EBITDA in FY24 (unaudited)
- Founder Adam De Guara to remain Managing Director under a 3-year agreement
- Transaction funded through existing cash and debt facilities
- Deal completed on 5 May 2025 with shares to be issued by 12 May
Strategic Acquisition to Broaden Service Offering
FOS Capital Limited (ASX: FOS) has taken a significant step to enhance its presence in the lighting industry by acquiring Glowing Structures, a specialist lighting design consultancy based in Melbourne. The $700,000 deal, completed on 5 May 2025, combines cash payments and an equity component, reflecting FOS’s confidence in the growth potential of the acquired business.
Glowing Structures, established in 2007, is known for its innovative lighting design services that span conception through to installation. The company’s expertise has been applied across diverse sectors including education, hospitality, commercial, and residential projects. In FY24, Glowing Structures reported unaudited sales of $1.3 million and an EBITDA of $0.3 million, with its lighting designs influencing $14 million in product sales.
Deal Structure and Leadership Continuity
The purchase price is structured with $400,000 paid in cash, split between completion and six months post-completion, and $300,000 in FOS ordinary shares issued at 31 cents per share, subject to an 18-month escrow. This approach balances immediate liquidity with longer-term alignment between the two companies.
Importantly, Adam De Guara, founder and Managing Director of Glowing Structures, will continue in his leadership role under a three-year agreement and will become a key shareholder in FOS Capital. This continuity is likely to smooth integration and preserve the consultancy’s client relationships and technical expertise.
Growth Prospects and Market Synergies
FOS Managing Director Con Scrinis highlighted the strategic rationale behind the acquisition, emphasizing the opportunity to convert Glowing Structures’ design specifications into sales of FOS’s own lighting products. This vertical integration could enhance revenue streams and strengthen FOS’s competitive position in the lighting services and manufacturing landscape.
The acquisition is funded from FOS’s existing cash and debt facilities, indicating a measured approach to growth without immediate capital raising. As the lighting industry continues to evolve with increasing demand for innovative and energy-efficient solutions, this move positions FOS to capitalize on emerging opportunities.
Looking Ahead
While the financials for Glowing Structures remain unaudited, the acquisition signals FOS’s commitment to expanding its service capabilities and market reach. Investors will be watching closely to see how effectively the two businesses integrate and whether the anticipated cross-selling synergies materialize in upcoming quarterly reports.
Bottom Line?
FOS’s acquisition of Glowing Structures marks a strategic expansion, but integration execution will be key to unlocking value.
Questions in the middle?
- How will Glowing Structures’ unaudited financials hold up under FOS’s reporting standards?
- What percentage of Glowing Structures’ design specifications will convert into FOS product sales?
- How will the market respond to FOS’s increased exposure to the lighting design consultancy segment?
