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Falcon Bidco, an indirect wholly owned subsidiary of infrastructure funds managed by Goldman Sachs Asset Management, signed an agreement a few days ago with NTS, a wholly owned subsidiary of Norway’s SalMar and Frøy, whereby it will purchase NTS’s entire stake in Frøy, a leading integrated aqua service competence and infrastructure partner to the salmon farming industry. The purchase will be 72.11% of the shares in Frøy, and the consideration is around NOK 6.6 billion.
Upon completion of the share sale, the agreement provides that a mandatory offer will be made for the acquisition of all remaining shares in Frøy without conditions and with cash settlement. As reported by SalMar, the offer document is expected to be approved during the third quarter of 2023.
“We are delighted to invest in Frøy, one of the leading companies in the provision of essential transport and support infrastructure for the aquaculture industry. Wellboats and service vessels are vital to enable best farming practices and Frøy is at the forefront of sustainability. We look forward to working with Frøy and its management team, employees and long-standing customers to support long-term growth and value creation,” said Tavis Cannell, Global Co-Head of Infrastructure at Goldman Sachs Asset Management.
Frode Arntsen, CEO of SalMar, said: “We are pleased to have successfully completed the strategic review of Frøy that we announced earlier this year. After a constructive process and having reached a final agreement, we believe we have found the best solution, not only for the SalMar Group, but for all Frøy shareholders.”
Strategic review
The transaction is the result of the strategic review of the company announced by SalMar on January 13, 2023, focused on maximizing value for Frøy’s shareholders. During the strategic review, NTS and Frøy’s board experienced strong interest from a wide range of well-known investors who identified the company’s attractive business model and growth profile.
In the share sale, a cash consideration of NOK 76.50 per share will be offered, and at least the same consideration per share in the mandatory offering. The consideration amounts to a total consideration for all Frøy shares of approximately NOK 6.6 billion, calculated on 86,348,603 issued shares as of June 5, 2023.
“After a successful process involving many highly regarded stakeholders, we have found a buyer for Frøy’s shares that we believe is a good fit for the company and will be a strong partner for Frøy in the future,” added Frode Arntsen, CEO of SalMar.
Frøy was pleased that Goldman Sachs Asset Management “will become a strategic partner for us to further strengthen Frøy as a leading integrated provider of aquatic services to breeders. With the support of Goldman Sachs’ capital, expertise and network, Frøy will be well positioned to develop the business with the goal of continuing the company’s sustainable growth. The team is excited about the next phase of the Frøy group’s development.”
Leading companies
Frøy is a leading integrated provider of aqua services to Norwegian salmon farmers. With a team of more than 900 aqua service specialists and a modern fleet of 80 vessels, Frøy offers a wide range of infrastructure solutions to salmon farmers. The service offering includes transport of fish, sorting, counting, cleaning of nets, treatment for diseases and lice, inspection, installation and maintenance of salmon farming sites.
For its part, SalMar Group is one of the world’s largest and most efficient producers of salmon, and has farming operations in Central Norway, Northern Norway and Iceland, as well as substantial harvesting and secondary processing operations. In addition, the company is operating within offshore aquaculture through the company SalMar Aker Ocean and owns 50% of the shares in Scottish Sea Farms.
The new firm
Formed on 20 February 2023, Falcon Bidco is based in Oslo, Norway, and is indirectly wholly-owned by infrastructure funds managed by Goldman Sachs Asset Management, that partner with experienced operators and management teams across multiple sectors, including digital infrastructure, energy transition, transportation & logistics and essential services.
As the primary investing area within Goldman Sachs (NYSE: GS), they deliver investment and advisory services for the world’s leading institutions, financial advisors and individuals, drawing from our deeply connected global network and tailored expert insights, across every region and market, overseeing USD 2.67 trillion in assets under supervision worldwide as last March.
Established in 2006, the infrastructure business within Goldman Sachs Asset Management has consistently navigated the evolving infrastructure asset class, having invested approximately USD 15 billion in infrastructure assets across market cycles since its inception.
