Frøya, Norway-based salmon farmer SalMar has confirmed it has entered into a merger plan with Norway Royal Salmon ASA (NRS) that will see it acquire the company.
SalMar announced the launch of a voluntary offer for all outstanding NTS shares in February, after its share-purchase offer was accepted by the majority of NTS ASA shareholders.
However, SalMar ultimately opted for a merger rather than a share takeover, according to SalMar Chairman Leif Inge Nordhammer, who said the two businesses have several overlapping industrial interests in Norway, the west fjords of Iceland, and offshore.
“We join strong teams that encompass the best salmon farming know-how in Norway. The merger will also allow synergies to be earlier and better realized than solely through the completion of SalMar’s voluntary tender offer to acquire all shares in NTS,” Nordhammer said.
SalMar said NRS shareholders will receive 0.369 shares in SalMar per share in NRS, resulting in a value of NOK 265.18 (USD 28.13, EUR 26.51) per NRS share. The ratio is based on the average volume weighted closing share-price of SalMar from 4 April to 20 May, 2022. This is a premium of 6.3 percent to the NRS closing price on 27 May, 2022, and 12.1 percent to NRS’ average closing share price over the past 30 days.
NRS Chairman Paal E. Johnsen said the merger was based on “sound industrial rationale,” and secured a good solution for his company’s shareholders.
“Through the merger, the shareholders will receive a frequently traded share, and may expect significant synergies and strong dividend capacity, in a merger that values the NRS share at a historically high level,” he said.
SalMar said it expects the merger will be completed during the third quarter of 2022, though it is first subject to shareholder approval.
SalMar was advised by Arctic Securities and Advokatfirmaet, and NRS was advised by Carnegie and Wikborg Rein Advokatfirma in the deal.
Photo courtesy of T. Schneider/ Shutterstock
