A PLN 2.8bn leap for Grupa Kęty

The Polish aluminum-profile manufacturer has announced the acquisition of Metra Group. The deal will give it a strong brand in Western Europe and a foothold in the United States. What could give investors pause?

It will be one of the largest foreign investments ever made by a Polish company. On Monday, September 14, after the stock market closed, Grupa Kęty announced that it had signed a conditional agreement to acquire 100% of Fengari Holdings, the owner of the companies that make up Metra Group, from KPS Capital Partners. Metra manufactures aluminum profiles and provides aluminum-processing services.

“Metra Group’s business model is similar to ours. We are acquiring operations in Italy and North America. In architectural systems, the company is the market leader in Italy, while its façade business operates globally. It also serves the rail and machinery industries [which will broaden Grupa Kęty’s offering – ed.],” says Roman Przybylski, CEO of Grupa Kęty.

The group has nine production plants in Italy, the United States and Canada, with annual extrusion capacity of 145,000 metric tons, 35% of which is located in Europe. By comparison, Grupa Kęty has extrusion capacity of 125,000 metric tons in its Extruded Products Segment. Metra Group’s sales revenue in 2026 is estimated at about EUR 600 million (PLN 2.6 billion), while EBITDA is forecast at EUR 90 million (PLN 390.6 million). Grupa Kęty, meanwhile, expects revenue of PLN 5.9 billion and EBITDA of PLN 1.1 billion this year.

We have not seen a better fit in years

The purchase price is capped at EUR 450 million. Including net debt, the transaction values the business at EUR 645 million, or PLN 2.8 billion, on an enterprise-value basis. Grupa Kęty will receive a PLN 2 billion bridge loan from Bank Pekao.

“Once the transaction is completed, we plan to secure the loan against the shares of the acquired company. A bond issue will be one of the refinancing options. We want to have the financing structure ready by the end of the quarter,” says Rafał Warpechowski, management-board member and CFO of Grupa Kęty.

In its strategy for 2025–29, Grupa Kęty set out plans for acquisitions. At the beginning of 2026, CEO Roman Przybylski told XYZ explicitly that the company wanted to expand in Western Europe and the United States and had as much as PLN 2 billion available for acquisitions.

“Since announcing the strategy, we have received acquisition opportunities from the market. We also began analyzing potential targets ourselves. There are plenty of companies for sale, but few that meet our criteria. They either operate outside our core business or are too small. Over the past several years, we have not seen a company that fits our business model as well as Metra Group does,” says the CEO of Grupa Kęty.

What happens to the dividend?

The transaction still requires approval from antitrust and regulatory authorities.

“The deal could close at the beginning of next year, on January 7 at the earliest. It will be completed no later than the first quarter of 2027,” says Roman Przybylski.

On Tuesday, Grupa Kęty’s share price rose 9.7%. A day later, it returned to its previous level.

“I did not expect such a positive reaction from investors. As it turns out, investors are not worried about a change in dividend policy. They focused on the benefits of entering the US market,” says Jakub Szkopek, an analyst at Erste Securities Polska, who has covered the listed company for 15 years.

Grupa Kęty is known for its shareholder-friendly dividend policy. It pays out 60–100% of its profit. When announcing the transaction, the company stressed that this policy would remain unchanged.

“Because the company will take out a PLN 2 billion bridge loan from Pekao in connection with the transaction, which it ultimately plans to replace with bonds within two years, future dividend payouts may end up closer to 60% of profit. Grupa Kęty’s net-debt ratio will rise from 1.2 to 2.7, but that will still be within the limits set out in its strategy,” says Jakub Szkopek.

A better market, a stronger brand and a way around tariffs

Analysts, like investors, see plenty of upside in the acquisition.

“We view the transaction positively. It is equivalent to about 15% of Grupa Kęty’s market capitalization and implies a 15% discount to comparable companies,” says Alicja Marcinkiewicz of PKO BP’s brokerage arm.

She agrees with the company’s view that Metra Group is also a strong geographic fit for its Polish buyer.

“An important advantage is Metra Group’s presence in North America, where it generates about 45% of its revenue and has 35% of its production capacity. This gives Grupa Kęty additional long-term growth potential and greater geographic diversification, particularly given Metra’s spare capacity in the region – utilization is lower in North America than in Europe – and the growth outlook supported by infrastructure investment and the expansion of data centers. At the same time, developing higher-value-added downstream operations in North America, using the know-how that Kęty and Metra Group have built up in Europe, should support further margin improvement,” the analyst says.

She also points to Metra’s expertise in large profiles, including two presses of more than 14 inches. Such equipment is relatively rare and particularly important for the rail sector and advanced machinery.

“Grupa Kęty’s management has said that the company lacked a strong enough brand to sell effectively in Western Europe. A company that, as CEO Przybylski said during the conference, built the glass pyramid in front of the Louvre certainly has that kind of brand. It should now be easier for Grupa Kęty to operate in France and Italy. The US market is also very important. Grupa Kęty entered New York some time ago and its portfolio includes, among other projects, the replacement of windows in Manhattan’s famous Flatiron Building. Management once said that, in terms of demand for aluminum systems, New York alone has as many buildings as the whole of Poland. Acquiring a company with factories in the United States and Canada means gaining market access while avoiding tariffs. The US is a market growing much faster than Europe,” adds the Erste Securities analyst.

Can margins be improved?

Metra Group’s forecast EUR 600 million in revenue and EUR 90 million in EBITDA this year imply a margin of 15%.

“That is below the margin generated by Grupa Kęty. Integration with Kęty should create scope for improvement. The quickest synergies should come from procurement, while further potential lies in expanding the product portfolio, cross-selling and technology transfer. Importantly, management sees limited risk of cannibalization between Metra Group and Aluprof,” says Alicja Marcinkiewicz.

The Erste Securities analyst is not entirely convinced.

“I am not sure there is much left to improve at Metra Group. Grupa Kęty’s CEO acknowledged during the conference that Metra achieves better margins than the Polish company on some products. Metra Group’s EBITDA has risen from EUR 60 million in 2022 to EUR 90 million. That is a very significant improvement. This year’s forecast result may partly reflect a strong year for the industry. The conflict in the Middle East has halted imports from that market, which account for 7–9%. Grupa Kęty also positively surprised with its second-quarter results,” says Jakub Szkopek.

He believes the stretched performance partly reflects the fact that the seller is a private-equity fund.

“One risk is buying the company from private equity. KPS Capital Partners is an experienced fund specializing in the restructuring of industrial groups. Funds buy companies, restructure them, cut jobs and maximize results ahead of a sale. KPS Capital Partners acquired Metra Group from four Italian families in 2021. It said it would invest USD 60 million over four years. That is not a large amount,” the analyst says.

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Pełny ekran

A small deal, a local acquisition and now a giant purchase

Integrating a group of this size will be a challenge.

“This is the largest acquisition in the group’s history. Ten years ago, it bought AHA EMMI Predelava aluminija in Slovenia, but that was a small company. A few years later it acquired Selt, but that business had been developed by an entrepreneur who had previously sold Aluprof Opole to Grupa Kęty. The companies literally operated on opposite sides of the same fence; even the bins used for semi-finished products were identical. The acquisition was easier because the two businesses had grown from the same roots. This time, the scale is much larger. Grupa Kęty has never managed assets of this size abroad. It will be a challenge, but the CEO previously worked at a company that expanded through acquisitions [he was a management-board member at Nowy Styl from 2009 to 2024 – ed.], so he does have experience,” says Jakub Szkopek.

“Although the scale of the acquisition is significant, Kęty’s track record in executing acquisitions supports our view that the transaction makes strategic sense and offers synergy potential,” adds Alicja Marcinkiewicz.

For KPS Capital Partners, however, this is not a particularly large deal. In 2024, the fund sold packaging company Eviosys to Sonoco for EUR 3.6 billion. A year earlier, it sold Howden, a manufacturer of equipment used in green-energy production, for USD 4.4 billion.

In July this year, KPS was ranked by PitchBook as the top-performing fund in the large buyout category for the second year running. Only one European firm appears in that ranking: CVC Capital Partners, in tenth place.  

Key Takeaways

1. Grupa Kęty is acquiring Metra Group for PLN 2.8 billion. The deal is intended to strengthen the Polish company’s position in Western Europe and give it broader access to the US and Canadian markets. Metra has nine production plants and is expected to generate about EUR 600 million in revenue in 2026.
2. The acquisition offers scope for growth and synergies. Analysts point to potential gains from higher sales, cross-selling, technology transfer and the expansion of higher-value-added activities. Metra’s presence in North America is another advantage, with the company generating a significant share of its revenue in the region.
3. The biggest challenges will be financing and integrating Metra. Grupa Kęty will take out a PLN 2 billion bridge loan, increasing its debt, while the transaction itself is the largest acquisition in the company’s history. Analysts also point to the risks associated with buying a company from a private-equity fund and the difficulty of integrating large foreign assets.