Decisive Dividend acquires European hearth business

Canada NewsWire KELOWNA, BC , June 3, 2026 /CNW/ - Decisive Dividend Corporation (TSXV: DE) (the " Corporation " or " Decisive ") is pleased to announce the acquisition of Belgium-based specialty hearth manufacturer Be Fire SA (the " Acquisition ") for $19.9 million, from arm's length parties. Be Fire SA and its wholly owned subsidiaries Jidé SA (" Jidé ") and New Bodart & Gonay SRL (" Bodart & Gonay "), (and collectively " Be Fire "), design and manufacture a broad range of wood-burning stoves, fireplaces, and fireplace inserts in Be Fire's vertically integrated facility in Herve, Belgium. The Jidé brand has a 35-year history of producing high quality, attractively designed mid-range products while the Bodart & Gonay brand has a 69-year history of producing premium-quality higher end products.

Be Fire has strong market presence in Belgium and over the last few years has gained market share in France. With its portfolio of European Ecodesign compliant products, Be Fire believes it is well positioned to pursue similar geographic expansion opportunities in other adjacent European markets. Be Fire is also actively engaged in new product development to place with its existing dealer base and introduce into potential future markets.

Highlights of the Acquisition On-Strategy Acquisition: The acquisition is aligned with Decisive's focus of acquiring within the industry verticals it has previously invested in and adds to the hearth vertical, where Decisive has generated strong returns historically. Geographic Diversification: Be Fire's core markets of Belgium and France provide an important first point of entry into the large and integrated European market, support diversification of Decisive's revenue streams away from its North American market focus and add Euro denominated cash flows. Strong Business Fundamentals: Profitable business with a wide range of attractively designed products targeting different consumer segments with growth beyond its Belgium home market into France, and other adjacent geographic expansion opportunities.

Synergies: Substantial cross selling opportunities exist between Be Fire, ACR and Blaze King. Be Fire's Belgian and French dealer relationships accelerates entry of ACR's newly designed Tempus stove, utilizing Blaze King combustion technology, and other ACR products into Europe. Likewise, cross-sell opportunities for Be Fire products into ACR's dealer network in the United Kingdom are actionable, given the overlap in regulatory standards between the United Kingdom and Europe.

The attractiveness of the contemporary, European styled, Jidé and Bodart & Gonay product lineups provide opportunities for future cross selling of Be Fire products into North America as well. Finally, there is the opportunity to use Be Fire's manufacturing capabilities to manufacture some of ACR's products. Opportune Timing: Be Fire's recent business performance has followed the same market trajectory as Decisive's other hearth businesses and firming business activity levels across Decisive's hearth businesses are also being seen at Be Fire.

Further, Decisive's hearth sector businesses have consistently performed well in periods of energy price volatility, supporting the attractiveness of transaction timing. Fully Funded: Fully funded through a drawdown on the Corporation's syndicated credit facility and its previously announced $8.0 million private placement. After funding the acquisition, the Corporation remains conservatively leveraged with a pro forma debt to EBITDA ratio consistent with pre-private placement leverage levels reported in Q1 2026.

In addition, this transaction allows Decisive to operate under an elevated post-acquisition leverage covenant threshold of 4 to 1 for the next twelve months, providing significant capacity for any operational or future acquisition financing needs. Earnings growth and accretion: Expected to be financially accretive to Decisive from a sales, Adjusted EBITDA (1) , and Adjusted EBITDA (1) per share basis. On a five-year average Adjusted EBITDA (1) basis, the purchase price is less than 5 times, in-line with Decisive's historical multiples paid on average Adjusted EBITDA (1) .

Trailing twelve-month Adjusted EBITDA (1) is $3.3 million, with recent sales, orders, backlog and Adjusted EBITDA (1) performance trending upwards, consistent with Decisive's other hearth businesses. In addition, the transaction structure creates strong alignment to position both Decisive and the Vendors to be rewarded as performance levels continue to strengthen.  Jeff Schellenberg, Chief Executive Officer of Decisive, noted: "The acquisition of Be Fire and its two historic hearth brands is an important step for Decisive and our hearth vertical, which has been the highest returning industry we've invested in. It's important for a few reasons: First, it's an acquisition within an existing industry vertical that we have generated strong returns in and where we have a lot of existing expertise.

Second, we are thrilled that the existing leader who built Be Fire's group of businesses, Jean-Philippe Couasnard, will be continuing to lead this business over the next three years. Jean-Philippe's ongoing leadership will help minimize post-transaction disruption, positioning us to immediately focus on pursuing organic growth opportunities within the existing business and across our hearth subsidiaries. Third, each of our three hearth industry businesses have unique brands representing products that access a varied range of market segments within their specific geographic markets.

The opportunities to introduce the different brands and product designs / capabilities within those brands across the geographies we operate in is a significant driver of organic growth potential for these businesses and Decisive. Fourth, this transaction helps diversify Decisive's revenue streams into non-North American markets, where trade uncertainty has created volatility. Finally, this transaction is of meaningful scale to help support the return of our dividend payout ratios to targeted levels, while also being completed at a valuation that allows us to maintain a strong balance sheet to support further future acquisitions.

All of these factors drive our excitement in welcoming the Be Fire team to our group. We look forward to working with them to deliver returns for our shareholders." Jean-Philippe Couasnard, President of Be Fire, noted: "We are very pleased to enter into this transaction with Decisive. For Jidé, Bodart & Gonay, and the broader Be Fire group, this is an important next step in our development.

The strength of this transaction is that it builds on what is already working: established brands, experienced teams, strong customer relationships, and deep knowledge of our local markets. Decisive also brings relevant experience in the hearth industry, which gives us confidence that this will support the next phase of growth. Continuity is important to us.

The existing management team will remain in place, which will help ensure stability for our employees, customers, suppliers, and partners. That continuity will allow us to stay focused on our priorities from day one, including continued organic growth across the business. We also see meaningful opportunities to grow by working more closely across the group.

Our brands serve different markets, customer segments, and geographies, and there is a clear opportunity to share product expertise, design capabilities, and distribution relationships over time. This strengthens our position in Europe and gives us a stronger path into North America, where we believe there is real potential for our products. As we grow, we will remain committed to preserving the qualities that make our businesses distinct: our brand identities, our customer focus, our partner relationships, and the engagement of our teams.

Overall, we believe this puts the group in a stronger position to create long-term value for customers, partners, employees, and shareholders." The Acquisition is subject to the terms and conditions of a share purchase agreement which was executed today and provides for a base purchase price of $19.9 million, subject to customary adjustments, plus up to an additional $10.7 million contingent on Be Fire achieving certain earnings targets over the next three years, of which the first $2.2 million will be paid through the issuance of 242,027 Decisive Common Shares (based on the volume weighted average trading price of the common shares for the 10-day trading period ended June 2, 2026 of $9.145) when earned. Adjusted EBITDA is not a recognized financial measure under International Financial Reporting Standards (IFRS) and therefore may not be comparable to similar measures presented by other issuers, but it is used by management to assess the performance of the Corporation. See "Non-GAAP Financial Measures" later in this press release for the full description of Adjusted EBITDA.

About Decisive Dividend Corporation Decisive Dividend Corporation is an acquisition-oriented company, focused on opportunities in manufacturing. The Corporation's purpose is to be the sought-out choice for exiting legacy-minded business owners, while supporting the long-term success of the businesses acquired, and through that, creating sustainable and growing shareholder returns. The Corporation uses a disciplined acquisition strategy to identify already profitable, well-established, high quality manufacturing companies that have a sustainable competitive advantage, a focus on non-discretionary products, steady cash flows, growth potential and established, strong leadership.

For more information on Decisive, or to sign up for email notifications of Corporation press releases, please visit www.decisivedividend.com . Cautionary Statements Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Information Relating to the Acquisition This press release contains certain information (including historical financial information) relating to the Acquisition.

The information (including financial information) contained herein with respect to the Acquisition is based upon information provided to Decisive by Be Fire, and its respective management and previous shareholders. The financial information relating to the Acquisition and Be Fire has not been audited. Non-GAAP Financial Measures In this press release, reference is made to "Adjusted EBITDA", which is not a recognized financial measure under IFRS, but is believed to be meaningful in the assessment of the Corporation's performance.

"Adjusted EBITDA" is defined as earnings before finance costs, income taxes, depreciation, amortization, foreign exchange gains or losses, other non-cash items such as gains or losses recognized on the fair value of contingent consideration items, asset impairment, share-based compensation, and restructuring costs, and other non-operating items such as acquisition costs. Adjusted EBITDA is a financial performance measure that management believes is useful for investors to analyze the results of the Corporation's operating activities prior to consideration of how those activities are financed and the impact of non-operating charges related to planned or completed acquisitions, foreign exchange, taxation, depreciation, amortization, and impairment charges. The most directly comparable financial measure is profit or loss.

Adjusted EBITDA per share is also presented, which is calculated by dividing Adjusted EBITDA, as defined above, by the weighted average number of common shares of Decisive outstanding during the period. While Adjusted EBITDA is used by management to assess the historical financial performance of the Corporation, readers are cautioned that: Non- IFRS financial measures, such as Adjusted EBITDA, are not recognized financial measures under IFRS ; The Corporation's method of calculating Non- IFRS financial measures, such as Adjusted EBITDA, may differ from that of other corporation s or entities and therefore may not be directly comparable to measures utilized by other corporations or entities; Non- IFRS financial measures, such as Adjusted EBITDA, should not be viewed as an alternative to measures that are recognized under IFRS such as profit or loss or cash from operating activities; and A reader should not place undue reliance on any Non- IFRS financial measures. Forward-Looking Statements Certain statements contained in this press release constitute forward-looking information.

These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on management's current beliefs, assumptions and expectations as to the outcome and timing of such future events. Actual future results may differ materially.

In particular, this press release contains forward-looking information relating to the future financial position, operations, business strategy, plans and objectives of the Corporation, and the potential impact, including growth expectations, cross-selling, operational and cost synergies, of the announced acquisition on the operations, financial condition, capital resources, business and dividend policy of the Corporation. A number of risk factors could cause actual future results, performance, achievements and developments   of the Corporation to differ materially from anticipated results, performance, achievements and developments expressed or implied by such forward-looking statements. Such risk factors include, but are not limited to: (i) operational risks, including risks related to acquisitions; dependence on customers, distributors and strategic relationships; supply and cost of raw materials and purchased parts; operational performance and growth; implementation of the growth strategy; product liability and warranty claims; litigation; reliance on technology, intellectual property, and information systems; (ii) financial risks, including risks relating to the availability of future financing; interest rates and debt financing; income tax matters; foreign exchange; capital allocation including dividends; trading volatility of common shares; dilution risk; valuation risk; insurance adequacy (iii) external risks, including risks relating to general economic and geopolitical conditions; industry specific conditions; government regulation (including trade restrictions and tariffs); pandemics; competition; environmental regulation; access to capital; market trends and innovation; commodity prices; climate risk; public perception or brand event; and (iv) human capital risks, including reliance on management and key personnel; employee and labour relations; conflicts of interest; quality of leadership and succession; culture misalignment; workforce skills gap; and talent retention and attraction, all as more particularly described in the most recent annual management's discussion and analysis of the Corporation available on the Corporation's profile at www.sedarplus.ca .

There can also be no assurance as to the future financial performance of the Corporation or that the board of directors of the Corporation will declare or pay any dividends in the future or, if dividends are declared and paid, there can be no assurance as to the frequency or amount of such dividends. The Corporation cautions the reader that the risk factors referenced above are not exhaustive. The forward-looking information contained in this release is made as of the date hereof and the Corporation is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

Because of the risks, uncertainties and assumptions contained herein, readers should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein . SOURCE Decisive Dividend Corporation View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2026/03/c6108.html Canada Newswire June 3, 2026 - 6:59 AM PDT News by QuoteMedia www.quotemedia.com