• Transformational acquisition creating Australia's market-leading alternative in hardware and industrial distribution
• Significantly expands Stealth's scale, buying power, sales, and margin growth
• Upgrades FY28 guidance with sales >$500 million, EBITDA margin 8-12%, and NPAT margin 5-8%

Stealth Group Holdings Ltd (ASX: SGI) has executed an agreement to acquire 100% of Hardware & Building Traders Pty Ltd (HBT), Australia's largest privately owned national buying group for the hardware and industrial sector, for a headline purchase price of $22 million in an all-cash transaction. The acquisition is a natural, strategic bolt-on fit to Stealth's existing wholesale division and buying-group operations, and together they immediately and significantly expand Stealth's scale, capability, and relevance across wholesale, retail, and direct-to-business channels. The transaction creates Australia's largest integrated distribution network, spanning the hardware, industrial, safety, automotive, and workplace sectors, combining Stealth's 100%-owned operations with a national network of independent, predominantly family-owned retail and trade operators that form HBT's licensed membership base. The acquisition is transformational in scale, strategic in timing, and value-creating for stakeholders, positioning Stealth as the market-leading alternative to Australia's major hardware and industrial players: Wesfarmers (Bunnings/Blackwoods) and Metcash (IHG/Total Tools). The combined entity will operate across more than 1,200 hardware and industrial locations, with a uniquely capital-light, lean, and flexible cost base and a scalable distribution model. The transaction is immediately accretive and cash-generative, with extensive hard and soft synergies expected to deliver ~$8 million in annual profit synergies by FY27 and more than $200 million in incremental sales in FY28. As a result, Stealth has upgraded its FY28 guidance, with sales >$500 million, EBITDA margin 8-12%, and NPAT margin 5-8%.

Sales >$500 million, EBITDA margin 8-12%, NPAT margin 5-8% (FY28)

Stealth has created a significant opportunity to drive sustainable sales and earnings growth, with its $93 billion addressable market being large, expanding, and fragmented, with strong fundamentals that underpin continued growth. The Company's diversified model remains resilient through the cycle, and its commitment to expanding scale, broadening its brand portfolio, evolving its product range and offer, and deepening customer reach is underpinned by disciplined growth, a conservative balance sheet, and a focus on stronger returns.