Norwegian aquaculture giant NTS is moving forward with plans to merge its salmon farming subsidiaries Norway Royal Salmon (NRS) and SalmoNor, first announced in September.
NRS announced on Tuesday that it has entered into a share purchase agreement to acquire 100% of the shares of SalmoNor from NTS, creating the sixth largest salmon farmer in the world with the potential to produce around 100,000 tonnes of salmon in Norway. and 24,000 tonnes in Iceland.
The deal follows an announcement on September 30 when NTS launched a strategic dialogue about a possible merger of SalmoNor and NRS.
The deal values SalmoNor at an enterprise value (EV) of NOK 8,297 million (€ 828.7 million / $ 939.2 million), while the purchase price at closing is estimated at around NOK 6,350 million (€ 634.2 million / $ 718.8 million).
The transaction will be funded by 68.14% shares of NRS and 31.86% in cash, which is expected to be fully or partially funded by an external private placement in NRS.
SalmoNor is a fully integrated salmon farming business with licenses in central Norway and with an estimated harvest volume of 36,500 metric tonnes in 2022 and 39,000 metric tonnes in 2023.
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NRS said it saw “significant potential” in the merger of the two companies.
“We are excited about a combination with SalmoNor,” said Klaus Hatlebrekke, Interim CEO of NRS.
The merger will combine the operational skills of all organizations, he added, which constitutes “the most important basis for continued growth and development”.
Trude Olafsen, independent member of the board of directors of NRS, said the transaction creates a company of considerable size, “which will be at the forefront when the future of salmon farming is formed, enabling growth and development. additional in central and northern Norway. ”
An independent investment bank is engaged by the independent board of directors of NRS to present a fairness opinion on the value of SalmoNor in the transaction.
NRS plans to release the results of this fairness opinion on January 13.
Norwegian aquaculture group NTS acquired 68 percent of the shares of Norway Royal Salmon (NRS) in August following a bidding war with SalMar for ownership of the company.
Earlier in June, NTS won another bidding war, this time for salmon farmer SalmoNor, and announced at the time that it would merge operations with those of its wholly-owned Midt-Norsk Havbruk.