Falcon Bidco AS, a company indirectly wholly-owned by infrastructure funds managed by Goldman Sachs Asset Management, has entered into an agreement with NTS AS, a wholly-owned subsidiary of SalMar ASA and Frøy ASA to acquire NTS’ entire ownership stake in Frøy, representing approximately 72.11% of the shares.
Following completion of the share sale, Falcon Bidco will also make an unconditional mandatory cash offer to acquire all other shares in Frøy.
Frøy is an integrated provider of aqua services to Norwegian salmon farmers. It has a team of more than 900 service specialists and a modern fleet of 80 vessels, with services including fish transport, sorting, counting, cleaning of nets, disease and lice treatment and the inspection, installation and maintenance of salmon farming sites.
It expects that Goldman Sachs’ capital, expertise and network will help develop and grow the business.
The transaction is the result of the strategic review related announced on 13 January 2023, with a focus on maximising value for Frøy’s shareholders. Throughout the review, NTS and Frøy’s board experienced strong interest from investors.
A cash consideration of NOK 76.50 will be paid per share in the share sale, and at least the same consideration shall be offered per share in the mandatory offer.
The consideration implies a total consideration for all the shares in Frøy of approximately NOK 6.6 billion (based on 86,348,603 shares outstanding as per 5 June 2023).
“We are excited to invest in Frøy, as one of the leading companies providing mission-critical transportation and support infrastructure to the aquaculture industry. Wellboats and service vessels are vital to enabling best-in-class farming practices and Frøy is at the forefront of driving sustainability. We look forward to partnering with Frøy and its management team, employees and long-standing customers in supporting long-term growth and value creation,” said Tavis Cannell, Global Co-Head of Infrastructure within Goldman Sachs Asset Management.
SalMar CEO Frode Arntsen commented: “We are pleased to have successfully completed the strategic review in Frøy announced earlier this year. Following a constructive process and after reaching a final agreement we believe we have found the best solution, not only for the SalMar group, but for all shareholders in Frøy. Following a successful process with many highly reputable interested parties involved, we have found a buyer for the shares in Frøy who we believe is a good fit and will be a strong partner for Frøy in the future.”
