SunOpta: Sale of Opta Minerals
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TORONTO - SunOpta Inc. ("SunOpta") (Nasdaq:STKL) (TSX:SOY), a leading global company focused on organic, non-genetically modified and specialty foods, announced that Opta Minerals has entered into a definitive acquisition agreement, under which an affiliate of Speyside Equity Fund I LP will acquire substantially all the shares of Opta Minerals Inc. (“Opta Minerals”) (OPM.TO). The acquisition agreement has been approved by Opta Minerals’ Boards of Directors, which has recommended that Opta Minerals’ shareholders approve the transaction. The acquisition agreement represents the conclusion of a strategic review process conducted by Opta Minerals and its financial advisor under the supervision of a special committee of independent directors. SunOpta has entered into a support agreement pursuant to which SunOpta has irrevocably agreed to vote all of its Opta Minerals’ shares in favour of the transaction. SunOpta expects to receive aggregate proceeds of approximately CAD $6.2 million, of which CAD $4.2 million is cash, with the remaining CAD $2.0 million in the form of a subordinated promissory note of Opta Minerals bearing interest at 2.0% which will mature 30 months following the close of the transaction. Subject to receipt of all necessary shareholder approvals and other customary conditions, closing of the transaction is anticipated to occur in early April 2016.
“The sale of Opta Minerals represents a significant milestone, and we are pleased to be concluding this chapter of our company’s history as it paves the way for SunOpta to truly become a pure-play healthy and organic foods company,” said Rik Jacobs, President and CEO of SunOpta. “Following completion of the deal, our entire team will be able to focus solely on the growth and strategic priorities of our vertically-integrated international foods business, and the sale will further simplify our reporting. In addition to the greater financial flexibility created by our new expanded credit facility, our balance sheet will no longer reflect the debt associated with Opta Minerals.”
As a result of the pending sale, SunOpta expects to recognize a non-cash impairment charge in the range of $15.0 to $17.0 million in the fourth quarter of 2015, reflecting the write-down of the carrying value of Opta Minerals to its expected fair value, and including potential long-lived and intangible asset impairments that may be recognized by Opta Minerals.
About SunOpta Inc.
SunOpta Inc. is a leading global company focused on organic, non-genetically modified ("non-GMO") and specialty foods. SunOpta specializes in the sourcing, processing and packaging of organic and non-GMO food products, integrated from seed through packaged products; with a focus on strategic vertically integrated business models. SunOpta's organic and non-GMO food operations revolve around value-added grain, seed, fruit and vegetable based product offerings, supported by a global sourcing and supply infrastructure. SunOpta also holds an approximate 66% ownership position in Opta Minerals Inc. (TSX:OPM), a producer, distributor, and recycler of industrial minerals and silica-free abrasives. Opta Minerals is a non-core holding.
About Opta Minerals
Opta Minerals is a vertically integrated provider of custom process solutions and industrial mineral products used primarily in the steel, foundry, loose abrasive cleaning, water-jet cutting and municipal water filtration industries. Opta Minerals has production and/or distribution facilities in Ontario, Quebec, Saskatchewan, Louisiana, South Carolina, Virginia, Maryland, Indiana, Michigan, New York, Texas, Florida, Ohio, Idaho, France, Slovakia and Germany.
Rob Litt, Director Global Communications
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