At the closing of the transaction, Kaldvík will be the sole owner of three more companies.
Photo: Kaldvík.
Icelandic largest salmon company, Kaldvík - formerly Ice Fish Farm - announced just before Christmas that it has signed a non-binding agreement for a possible acquisition of certain key assets in the fish farming value chain on Iceland's east coast. The total estimated purchase price is NOK 190 million (EUR 16 million / USD 16.7 million).
Located both in Djúpivogur, in the Austurland region, the transaction includes the full acquisition of the companies Djúpskel ehf. - a producer of fish boxes - and Mossi ehf. - the property and building hosting it -, as well as a part of Búlandstindur ehf., a fish processing facility.
They will be acquired from Heimstø AS, a company controlled by the Måsøval family and which, indirectly through Austur Holding AS, controls 55.29% of the company's shares, and Osnes ehf. controlled by Elis Gretarsson, the CEO of Búlandstindur, and his family.
In more detail, the term sheet comprises the acquisition of three assets. First, Kaldvík will acquire from Heimstø 100% of the shares in Mossi, which owns the property and building hosting Djupskel. It will also acquire 100% of the shares in Djupskel, the Icelandic fish box producer serving both the salmon and the white fish industry, from Osval ehf., a company owned by Heimstø (53.6%) and Osnes (46.4%).
Finally, the Icelandic salmon producer will acquire 33.3% of the shares in Búlandstindur, the fish processing plant also located in Djúpivogur, from Osval. Kaldvík already owns 67.7% of the shares of this company, which means that, at the closing of the transaction, it will own 100% and will therefore be the sole owner of this company too.
"This transaction is expected to improve the company's costs on packaging by approximately NOK 1.5 (EUR 126,749/ USD 131,804) per harvested kilo from closing. Furthermore, the transactions will give the company 100% control of the harvesting plant in Djupivogur and secure full flexibility to develop capacities and qualities in this part of the value-chain going forward," explained Kaldvík's CEO, Roy-Tore Rikardsen.
Although subject to adjustments, the total estimated purchase price will, as mentioned, be NOK 190 million (EUR 16 million / USD 16.7 million). According to Kaldvík's note issued to the Oslo Stock Exchange, of this, a total of NOK 150 million (EUR 12.6 million / USD 13.1 million) will be used to pay for the shares in the producer of fish boxes Djupskel and the processing facility Búlandstindur.
Such amount will be settled by way of consideration shares in Kaldvík to be issued at the subscription price of NOK 27.60 (EUR 2.33 / USD 2.42) per share, approximately equal to the 3-month volume-weighted average price per share before the signing of the term sheet.
For the Mossi shares, meanwhile, it will pay NOK 40 million (EUR 3.3 million / USD 3.5 million) in an unsecured, interest-free seller's credit with a maturity date of 31 December 2025, at which time Kaldvík may choose to settle the seller's credit in cash or in new Kaldvík shares at a price equal to the subscription price.
Apart from the shareholder loans to be converted, as of June 30, 2024, Mossi and Djupskel had approximately NOK 89 million (EUR 7.5 million / USD 7.8 million) in net interest-bearing debt that will be consolidated in Kaldvík's financial statements following the transaction whose closing, as mentioned, is expected to occur during the first quarter of 2025. Recently, the company saw profits increase in its third-quarter results after closing Q2 2024 with a loss.