The affiliate group has secured approval for €5.5m funding from the Bank of Valletta to support he settlement.
Raketech Plc has renegotiated its remaining earnout obligation of Casumba, agreeing an €8.2m settlement. The figure is agreed on the former earnout of approximately €20.3m payable, including interest.
The agreement reduces the outstanding payment by €12.1m, or nearly 60%, and will extinguish all remaining earnout obligations once completed.
Raketech acquired Casumba Media in August 2019. In May 2025, the affiliate group agreed with the sellers to extend the remaining earnout payment period from September 2026 to March 2028, with payments made entirely in cash and subject to interest charges.
The liability stood at €21.3m on Raketech’s balance sheet on 30 June 2026. Subsequent payments of €1.3m, alongside further accrued interest, brought the amount payable to approximately €20.3m when the settlement was agreed.
The acquisition obligation remained outstanding despite Raketech selling Casumba’s assets in September 2025 for a fixed consideration of €12m. Those proceeds are payable in monthly instalments through December 2029 and carry interest of 8%.
Raketech stressed the disposal payments were separate from the acquisition earnout and remain unaffected by the settlement. The group therefore retains its entitlement to future Casumba sale proceeds while settling the acquisition liability at a substantial discount.
Bank financing supports settlement
To fund the agreement, Raketech has secured approval for €5.5m of financing from Bank of Valletta, alongside a net contribution of €2.7m from existing cash.
The financing comprises a new €3.5m term facility and €2m drawn from an existing revolving credit facility. Both amounts will be repaid over three years and carry annual interest of 6.65%.
Security includes a pledge over the deferred consideration receivable from the Casumba disposal. The financing also requires a debt service coverage ratio of at least 1.1 times, while future share buybacks will require bank approval.
The settlement terms provide for an initial €3m payment from existing cash within two business days of signing, followed by €5.2m paid directly to the sellers by Bank of Valletta. The remaining €300,000 of financing will reimburse Raketech’s cash reserves.
Completion remains dependent on the bank releasing the approved funds. Previous quarterly earnout payments will resume if disbursement has not occurred by 31 December 2026. Sellers may individually terminate the agreement if financing remains unavailable by 31 March 2027 or is cancelled.
Net debt reduction of approximately €12m
Upon completion, Raketech expects net interest-bearing debt to fall by approximately €12m. Its only borrowings will be Bank of Valletta loans totalling approximately €8.5m, repayable over three years.
Against this, approximately €12m remains receivable from the Casumba and US asset disposals. If collected in full, these proceeds would cover the bank debt before accounting for cash generated by operations.
A significant one-off, non-cash gain is expected in Q4 2026, reflecting the difference between the earnout liability’s carrying value and the settlement amount. This will increase equity but will be recognised below operating profit, with no impact on EBITDA or adjusted EBITDA.
Johan Svensson, chief executive of Raketech, said: “This marks a significant milestone for Raketech, as we have reached an agreement to settle the Casumba earnout, substantially strengthening our balance sheet.
“The favourable financing terms also provide us with a solid financial foundation, allowing us to fully focus on executing our product strategy across Affiliation Marketing and SubAffiliation through AffiliationCloud.”
