Goldman Sachs completes takeover of Frøy, delists from Euronext Oslo

Goldman Sachs has completed its takeover of Frøy and will delist it from the Euronext Oslo exchange on 26 September.

The U.S. financial services firm acquired 72 percent of aquaculture services company from SalMar in a deal worth a reported NOK 6.6 billion (USD 630 million, EUR 577 million) in August 2023. Its subsidiary, Falcon Bidco, subsequently made a mandatory NOK 76.50  (USD 6.93, EUR 6.47) offer for each remaining share of Frøy it didn’t own, and acquired an additional 5.54 percent of the company – nearly 4.8 million shares – on 15 September from shareholders who accepted the offer. The remaining shares in the company will be transferred to Goldman Sachs by 28 September at the same price.

Taking the company private, Goldman Sachs applied for Frøy’s delisting from the Euronext Olso exchange, also known as the Oslo Børs, on 22 September. The application was approved and the company’s last day of public trading will be Tuesday, 26 September.

Goldman Sachs International, Nordea Corporate Finance, Filial i Norge, and RBC Capital Markets acted as financial advisors in the transaction.

Frøy reported a solid Q2 ahead of the sale, with  NOK 518 million (USD 49 million, EUR 45 million) in revenue and earnings before interest, taxes, depreciation, and amortization (EBITDA) of NOK 171 million (USD 16.4 million, EUR 14.9 million).  

SalMar entered the sales process in April, after classifying its stake in Frøy as an asset for sale in a January 2023 update. At the time, the company reported “strong incoming interest” in its holdings in the company.

SalMar acquired its stake in Frøy through its acquisition of NTS in December 2022, a purchase it made after fending off a competing bid from fellow salmon farming company Mowi. The purchase came soon after Salmar completed a merger with Norwegian Royal Salmon in November 2022, which resulted in SalMar acquiring all of NRS’s outstanding shares in NTS.

Goldman paid a 50 percent premium over the closing price of Frøy shares on 12 January, the day prior to the closing of the strategic review that lead to the sale. It paid a 30.5 percent premium over the volume weighted average share price adjusted for dividend during the last six months up to 2 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,” Goldman Sachs Asset Management Global Co-Head of Infrastructure Tavis Cannell said in a release. “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.”

Frøy said in a press release the acquisition will allow it to achieve “the next phase of growth.”

“We are pleased that Goldman Sachs Asset Management is becoming a strategic partner to us to further strengthen Frøy as a leading integrated provider of aqua services to fish farmers,” it said. “By leveraging Goldman Sachs’ capital, expertise and network, Frøy will be well-positioned to develop the business with the intention to continue the sustainable growth of the company.”

Photo courtesy of Frøy