Tooru plc Agrees to Acquire Mylky B.V. in Strategic Expansion of Plant-Based Portfolio

Tooru to buy Mylky B.V.: a punchy move into home-made plant-based milk

Tooru plc has agreed terms, subject to contract, to acquire 100% of Mylky B.V., a fast-growing branded e-commerce business selling small home milk-making machines and related products across Europe. It is a neat strategic fit for Tooru’s “free from” portfolio (Juvela, OAF and Pulsin) and taps into the structural shift toward plant-based, additive-free products.

Important caveat: this is not yet a done deal. Completion depends on due diligence, financing, definitive documentation and shareholder approval. Tooru has a 3-month exclusivity period to get it over the line.

The deal terms decoded

Total consideration is £12 million, split three ways. In plain English, here’s how Tooru intends to pay:

• £6 million in cash from existing resources and new debt funding, payable on closing.
• £3 million loan note paying 10% per annum, with a 3-year term and bullet repayment (meaning the principal is repaid in one go at maturity).
• £3 million in new Tooru shares, expected to be 10% to 15% of the enlarged group. That share element implies a value for Tooru of circa £17 million.

Tooru plans to use an institutional debt provider and has already held positive preliminary discussions. The company will also seek shareholder approval even though the transaction is not deemed a Reverse Transaction under AIM Rules (a “reverse” would be when the target is large enough that the deal effectively transforms the acquirer).

What Tooru is buying

Mylky sells compact machines that let consumers make plant-based milks at home, for a fraction of the cost of shop-bought alternatives, with the added benefits of being additive-free and lower-packaging. The brand launched in early 2024 and has expanded rapidly into eight European markets, with Germany, France and Switzerland the largest. The customer base is over 70,000 and considered highly engaged.

The current management team, led by CEO Martin Sundberg, would join Tooru’s senior management post-acquisition – a good sign for continuity and know-how transfer.

Mylky’s growth: the numbers that matter

Mylky’s management expects strong, high-margin performance, though figures are unaudited at this stage:

Metric	Figure
Purchase price	£12 million
Cash element	£6 million
Loan note	£3 million at 10% p.a., 3-year bullet
Equity element	£3 million in new shares (10%-15% of enlarged group)
Implied Tooru value from share element	Circa £17 million
2025 revenue (expected, unaudited)	€7.5 million
2025 EBITDA (expected, unaudited)	€2.5 million
LTM to 31 Mar 2026 revenue (expected)	€9.0 million
LTM to 31 Mar 2026 EBITDA (expected)	€3.1 million
Customer base	Over 70,000
Exclusivity period	3 months

Notably, trading in the first three months of 2026 is already ahead of budget, pointing to momentum. Management also says sufficient cash will transfer with the business to fund current working capital and future expansion – a helpful cushion for onboarding.

Strategic fit: why this could click for Tooru

• Category alignment: Mylky sits squarely in Tooru’s “free from” focus, reinforcing the Group’s positioning in health and wellness.
• D2C relationships: 70,000+ active customers and strong social media-led marketing offer a direct channel for cross-selling Pulsin, OAF and Juvela ideas.
• Synergies: Tooru has identified co-branding opportunities. There is also scope for subscription-based ingredients for Mylky machines – a classic way to build recurring revenue.
• Geographic expansion: Mylky’s biggest markets are in Europe today, but Tooru highlights the UK as a clear growth opportunity and has near-term market launches planned.
• Sustainability edge: Additive-free, less packaging and lower carbon footprint themes resonate with the target consumer, strengthening brand stickiness.

Funding and valuation thoughts

The mix of cash, debt and equity spreads the load. The £3 million loan note at 10% adds a known interest cost, while a bullet repayment in year three concentrates refinancing or repayment risk at maturity. The equity element introduces dilution – Tooru expects the new shares to represent between 10% and 15% of the enlarged group – but it also preserves cash and signals alignment with sellers.

On profitability, management expects high margins and strong cash generation, with 2025 EBITDA of €2.5 million and an LTM figure to March 2026 of €3.1 million. The headline purchase price is £12 million, and while currency differences mean we cannot cleanly pin down a precise multiple here, the combination of growth, margins and D2C channel strength looks compelling if those figures are delivered.

Risks to keep on your radar

• Deal completion risk: the acquisition is subject to due diligence, financing, documentation and a shareholder vote; there is no guarantee of completion.
• Financing cost: new debt plus a 10% coupon on the loan note raises the interest burden.
• Dilution: the £3 million share issue is expected to equate to 10%-15% of the enlarged group.
• Integration: bringing Mylky into Tooru and executing on cross-selling and subscriptions requires careful coordination.
• Forecast risk: Mylky’s revenue and EBITDA figures are management expectations and unaudited.

What could move the share price next

• Financing secured: confirmation of debt terms and cost of capital.
• Due diligence outcome: validation of customer metrics, margins and growth trajectory.
• Shareholder approval: timing and any conditions attached.
• Updated trading: evidence that the strong start to 2026 is continuing.
• Details on synergies: concrete plans for subscriptions, co-branded products and UK launch timing.

My take: a sensible bolt-on with upside, if executed

This looks like a well-judged acquisition for Tooru’s strategy. Mylky brings high-growth D2C capability, a sizeable engaged customer base and a product aligned with powerful consumer trends. The potential for subscriptions and co-branding is a real lever for value creation.

On the flip side, investors should be mindful of financing costs and near-term dilution, plus the standard execution hazards of a young, rapidly scaling brand. With a 3-month exclusivity window and several conditions still to clear, it is about delivery from here. If Tooru closes the deal on the stated terms and Mylky sustains its momentum, this could add meaningful scale to the Group and support its “buy and build” ambition.