ST. JOHN'S, Dec. 20 /CNW/ - FPI Limited ("FPI" or "the Company") today
announced the completion of transactions for the sale of FPI assets ("the
Sales Transactions") to Ocean Choice International L.P. and High Liner Foods
Incorporated ("High Liner") (TSX: HLF).
As previously disclosed, the Sales Transactions involve:
- the sale to Ocean Choice International of the Company's harvesting and
primary processing business, including physical and resource assets in
Atlantic Canada, and the international (outside North America) seafood
procurement and marketing business; and
- the sale to High Liner Foods of the Company's North American Marketing
and Manufacturing business, including value added processing facilities
in Danvers, Massachusetts and Burin, Newfoundland and Labrador.
The gross purchase price is subject to a number of adjustments including
but not limited to working capital and certain capital costs. Deductions from
proceeds will include transaction expenses, bank debt and taxes. The gross
purchase price is comprised of the following:
- $174.5 million receivable in cash from Ocean Choice International.
- $86.5 million receivable in cash from High Liner Foods.
- 3 million common shares plus 1.2 million Series A Preference shares of
High Liner. The 1.2 million Series A Preference shares will be
convertible to 3 million non-voting equity shares to be created at High
Liner's 2008 annual meeting.
With today's closing of the Sales Transactions, substantially all of the
Company's current assets and liabilities have been sold. Remaining assets
include principally cash and shares of High Liner.
Pursuant to the terms of the Sales Transactions, the Company has agreed to
change its name to "FP Resources Limited". This name change was approved at
the annual and special meeting of FPI shareholders on October 22, 2007. All
regulatory requirements to effect the name change are anticipated to occur at
the opening of business on or about December 21, 2007. The Company's common
shares will begin trading on the Toronto Stock Exchange on a date to be
determined once the necessary regulatory filings have been completed. A
further news release will be issued once the effective date is known.
As discussed in the Management Proxy Circular and in subsequent public
disclosure statements, the Company will transition from a seafood harvesting,
processing, global sourcing and marketing business to an investment and
holding company. The Board of Directors will determine how best to reinvest
the net proceeds from the sales transactions and to manage the remaining asset
base to maximize value for shareholders.
For more information, please refer to:
- the FPI news releases of August 24, October 5 and October 22, 2007,
which are available through www.newswire.ca; and
- the Management Proxy Circular, which is available through
- High Liner Foods: www.highlinerfoods.com
- Ocean Choice International: www.oceanchoice.com
- Toronto Stock Exchange (TSX): www.tsx.com
For further information:
For further information: Investors: Bev Evans, Chief Financial Officer,
(709) 570-0351, email@example.com; Media: Russ Carrigan, Director, Corporate
Communications, (709) 570-0130, firstname.lastname@example.org