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Salmon Evolution ASA — M&A Activity 2021
Aug 16, 2021
3732_rns_2021-08-16_9c53668f-09cb-4c56-9fa1-b0e88551b899.html
M&A Activity
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Salmon Evolution ASA: Acquisition of smolt producer Kraft Laks
Salmon Evolution ASA: Acquisition of smolt producer Kraft Laks
Salmon Evolution ASA ("Salmon Evolution" or the "Company", OSE: SALME) is
pleased to announce that it today has acquired 100% of the shares in Kraft Laks
AS ("Kraft Laks"), a family owned smolt producer located in Dalsfjorden in Volda
municipality.
Kraft Laks has a documented track record as a high quality smolt producer and
the facility, under the selling family's ownership, has been producing smolt
since 1995. Over the last years, the majority of the smolt produced has been
sold on a long-term contract to one of the major salmon farmers. The company has
an annual production of around 1.8 million smolt, but has a license to produce
up to 5 million smolt p.a., subject to certain conditions. The parties have
identified significant expansion opportunities for the facility which, if
realized, is expected to also cover Salmon Evolution's smolt needs for at least
phase 2 at Indre Harøy based on current plan.
One of the major advantages with Kraft Laks is its excellent freshwater supply.
From 3 inlet stations (2 rivers), Kraft Laks has good access to clean freshwater
from the surrounding mountains. Also, a royal resolution secures minimum
freshwater supply from the local power station at all times. The solid
freshwater access has enabled Kraft Laks to utilize a similar production
technology as Salmon Evolution's hybrid flow-through system (HFS) with reuse of
water, CO2 stripping and oxygenation, making Kraft Laks a perfect fit for Salmon
Evolution.
The purchase price for 100% of the shares in Kraft Laks is agreed to NOK 76.5
million, which is based on an enterprise value of NOK 70 million on a cash and
debt free basis. Over the last 3 financial years, the company has had an annual
average EBITDA of approx. NOK 10 million and annual average revenues of approx.
NOK 28.5 million. The purchase price is payable as follows:
· NOK 16.6 million in the form of new Salmon Evolution ASA shares issued at a
subscription price of NOK 7.5775 per share which equals the volume weighted
average price the last 20 days prior to the transaction. As a result, Salmon
Evolution will issue 2,190,694 new shares (the "Issue Shares") to the previous
Kraft Laks owners as sellers. The Issue Shares will be subject to a 12 months'
lock-up and will be issued pursuant to the board authorization granted by Salmon
Evolution's general meeting on 19 May 2021
· NOK 35 million payable by Salmon Evolution in cash at closing and the
remaining balance structured as a deferred cash payment
The cash part will be paid from existing available funds. The Issue Shares are
expected to be issued shortly. Upon completion of the issue of the Issue Shares,
Salomon Evolution will have a share capital of NOK 15,262,755.75 consisting of
305,255,115 shares, each with a par value of NOK 0.05.
Mr Ingjarl Skarvøy, COO of Salmon Evolution comments:
"The acquisition of Kraft Laks is the result of a thorough process where Salmon
Evolution has evaluated a number of alternatives with respect to sourcing of
smolt. The Company is confident that acquiring an existing operation with
documented track record has a significant risk mitigating effect. It also gives
us flexibility with regards to our production plan at Indre Harøy and finally it
does so in a cost and capex effective manner".
Mr Knut Endre Heltne, majority owner and general manager of Kraft Laks further
comments:
"In Salmon Evolution we have found a partner that share our philosophy when it
comes to salmon farming. For me it is a great privilege to join the Salmon
Evolution team as continued general manager of Kraft Laks and for us as a family
we also look forward to take part in Salmon Evolution's exciting journey as
shareholders".
Currently, Kraft Laks is fully stocked with smolt to cover its existing customer
contract. The existing inventory is also aligned to cover Salmon Evolution's
expected smolt needs from and including the first smolt release at Indre Harøy
planned in March 2022 based on the current plan.
For further information, contact:
Håkon A. Berg
CEO, Salmon Evolution
+47 411 92 257
Trond Håkon Schaug-Pettersen
CFO, Salmon Evolution
+47 911 91 327
Ingjarl Skarvøy
COO, Salmon Evolution
+47 901 16 803
About Salmon Evolution
Salmon Evolution is a Norwegian land-based salmon farming company focused on
extending the ocean's potential by transferring the best preconditions offered
by the sea to farm fish on land through its hybrid flow-through system
technology (HFS). This secures a truly sustainable production process with
controlled and optimal growth conditions and limiting operational and biological
risk.
The Company's first production facility is under construction at Indre Harøy,
strategically located on the Norwegian west coast with unlimited access to fresh
seawater, renewable energy, established infrastructure for salmon farming, and
an educated and experienced work force. The entire project is designed for an
annual capacity of approx. 31,500 tonnes HOG.
The Company has also entered into a joint venture with Dongwon Industries where
the parties will develop, construct and operate a land-based salmon farming
facility in South Korea with an annual production capacity of 16,800 tonnes HOG,
using Salmon Evolution's HFS technology.
Salmon Evolution ASA is listed on Oslo Børs under the ticker SALME.
To learn more, please visit www.salmonevolution.no
This information includes inside information pursuant to the Market Abuse
Regulation and the contact persons listed above are responsible for this
announcement. This information is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act.