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Sydney-headquartered fit-out and building group SHAPE Australia (ASX: SHA) has struck a deal worth up to $29.4 million to acquire Australian Professional Shopfitters (APS), just five months after wrapping up deal for national retail fitout and facilities maintenance specialist Arden Group.
APS, a vertically integrated retail shopfitting business based in Melbourne, is being acquired by SHAPE for an upfront consideration of $20.4 million plus up to $9 million in contingent earn-out payments over two years.
The deal bolster's SHAPE Australia's shopfitting business following the completion of the $32 million acquisition of Arden Group on 1 January 2026, marking a rapid doubling down on retail-focused capabilities as the company pushes past $1 billion in annual revenue.
APS, which is owned by Handa Manufacturing, was established in 1998 and operates a manufacturing-led platform spanning design, manufacturing, logistics and installation across the retail shopfitting sector.
The business employs about 45 people and delivered FY25 revenue of $32.5 million with future maintainable EBITDA of about $5.3 million, according to SHAPE.
The $20.4 million upfront price implies a multiple of 3.8 times EBITDA, which compares with the 4x multiple SHAPE paid for Arden's upfront consideration.
The upfront amount comprises $17.4 million in cash and $3 million in SHAPE scrip, with 396,228 shares issued at $7.57 each based on a 10-day volume-weighted average price and escrowed for 12 months.
SHAPE expects the acquisition to deliver normalised earnings per share accretion of 5 to 7 per cent in the first full year of ownership.
“The acquisition of APS is a highly compelling addition to our portfolio," says SHAP Australia CEO Peter Marix-Evans.
"It strengthens our vertical integration, broadens our service offering and is expected to be earnings accretive from year one.
"APS aligns closely with SHAPE’s growth and diversification strategy, increasing our exposure to repeatable, program-based work in the retail sector.
"It brings a differentiated, manufacturing-led shopfitting platform, national rollout capability and long-standing customer relationships."
Marix-Evans says that, together with Arden, APS significantly enhances the group's ability to support retail clients across complex fitouts, national store rollouts, refurbishments and maintenance services.
"Importantly, the strategic value of this acquisition extends well beyond retail," he says.
"APS adds valuable manufacturing, procurement and programme delivery capabilities that can be leveraged across SHAPE’s broader sector footprint over time.
"Beyond its strong long-term strategic alignment, the transaction is expected to strengthen our margin profile and add further resilience to the business, supporting sustainable long-term growth."
Completion of the APS acquisition is targeted for 1 July 2026, subject to Australian Competition and Consumer Commission clearance and other customary conditions.
SHAPE's appetite for bolt-on acquisitions comes amid a period of accelerating organic growth for the group.
A trading update released earlier this month forecast FY26 revenue of $1.175 billion to $1.225 billion, representing growth of about 22.8 per cent on FY25 revenue of $956.9 million.
Net profit after tax is expected to land between $30 million and $32 million for the year, up roughly 47 per cent on FY25's $21.1 million.
The group reported record project wins exceeding $1.16 billion and backlog orders above $680 million, underpinning confidence in the outlook.
Marix-Evans says the results reflect a resilient business model, pointing to a $4.2 billion pipeline and the seamless integration of the Arden acquisition as key drivers.
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