High Liner Foods has agreed to be acquired by Japan’s Umios for C$27 a share in cash, in a transaction valuing the frozen-seafood company at approximately C$804 million in equity and C$1.25 billion including debt.
The companies announced the agreement Monday. The offer represents a 79% premium to High Liner’s closing share price on October 23 and an 86% premium to its 20-day volume-weighted average price, according to High Liner’s announcement.
The deal would connect Umios, a longstanding supplier to High Liner, with the Canadian company’s processing operations, brands and North American distribution network. High Liner’s retail labels include High Liner, Sea Cuisine, Mrs. Paul’s, Van de Kamp’s and Fisher Boy.
Nova Scotia headquarters to remain
Umios intends to make High Liner the core platform for its North American business while keeping its headquarters in Nova Scotia. Under the agreement, Umios has committed to maintaining High Liner’s workforce, operations, established brands and customer relationships.
High Liner will continue operating independently until closing. The company supplies frozen seafood to retail and foodservice customers across the United States and Canada.
Shareholder and court approvals still required
High Liner’s board unanimously approved the transaction after a competitive sale process overseen by an independent special committee. Shareholders representing approximately 45.4% of outstanding shares have agreed, subject to their agreements’ terms, to vote in favor. That includes Thornridge Holdings, which owns approximately 41.4%.
The acquisition requires approval by 75% of votes cast at a special shareholder meeting expected in December, along with court approval, applicable regulatory approvals or clearances and other closing conditions.
The transaction is fully financed and is not subject to a financing condition. The companies expect it to close in the first quarter of 2027. High Liner plans to continue paying its regular quarterly dividend before closing; its shares are expected to be delisted from the Toronto Stock Exchange after completion.
JBizNews Desk | Lunenburg, Nova Scotia
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