SalMar ASA has approved a merger with Wilsgård AS through its wholly owned subsidiary, SalMar Farming AS. The agreement, confirmed by the boards of all three companies, follows a previously announced plan to consolidate ownership structures.
The merger, structured as a triangular merger under Norwegian company law, involves SalMar Farming acquiring Wilsgård, while SalMar ASA issues consideration shares and cash as payment. The valuation of Wilsgård has been set at NOK 1.767 billion on a 100% basis. Of the total consideration, 80% will be in shares and 20% in cash.
SalMar’s board has also resolved to increase its share capital to facilitate the issuance of consideration shares. The increase will be either NOK 392,054 through the issuance of 1,568,216 shares or, if a pending dividend is approved before the merger’s effective date, NOK 407,985.75 through the issuance of 1,631,943 shares. Each share has a nominal value of NOK 0.25.
SalMar has held a 37.5% stake in Wilsgård since acquiring NTS and merging with NRS in 2022. Wilsgård operates in Northern Norway with 5,844 tonnes MAB in licenses across production areas 10 and 11.
The companies expect the merger to improve operational efficiency, lower costs, and support financial stability. Completion is anticipated in summer 2025, subject to regulatory approval.
