Contested transaction sparks civil war in aquaculture company

by
Editorial Staff

Boardroom tension escalates after closely linked parties acquire new shares.

A salmon farming company at the centre of a governance row has confirmed that companies closely connected to one of its board members have bought newly issued shares — part of a wider transaction that has drawn criticism from minority investors.

In a stock exchange announcement this week, Icelandic salmon farmer Kaldvik said that Heimstø AS and Ósval ehf., both tied to a primary insider, had acquired shares in the company. These trades follow a share issuance first announced in April and are connected to Kaldvik’s acquisition of three vertically integrated seafood businesses on Iceland’s east coast.

April share issuance

On 22 April 2025, Kaldvik said it would issue new shares to help fund its acquisition of:

  • Mossi ehf. – owner of a fish slaughterhouse in Djúpivogur

  • Djupskel ehf. – a packaging company producing fish boxes

  • 33.3% of Búlandstindur ehf. – a processing plant where Kaldvik already owned a majority stake

The total purchase price was NOK 190 million ($16.7 million / €15.6 million). Of this, NOK 150 million ($13.2 million / €12.3 million) was settled in Kaldvik shares, issued at NOK 27.60 ($2.43) per share. The remaining NOK 40 million ($3.5 million / €3.3 million) was arranged as an interest-free seller loan, due at the end of 2025.

Because both the buyer (Kaldvik) and seller (Heimstø) are ultimately controlled by the Måsøval family, some shareholders criticised the deal, alleging it amounted to transferring assets between related parties at a favourable valuation. Critics also objected to the share price, arguing it was too low.

The share capital increase was formally registered on 26 April.

Call for investigation

The deal has proved contentious. On Thursday, shareholders representing about 30% of Kaldvik’s share capital demanded an extraordinary general meeting to consider a proposal to open a formal investigation into the transaction.

That demand came shortly after the resignation of board member Aðalsteinn Ingólfsson, who stepped down in protest. He claimed the deal reflected “abnormal” behaviour and was not in the interests of all shareholders.

Critics have called for the release of valuation and due diligence reports used to justify the sale price. Under Norwegian company law, if at least 10% of shares represented at the meeting vote in favour, the investigation will go ahead.

Company response

Kaldvik has said the acquisition will improve operational efficiency, particularly by reducing packaging costs by NOK 1.5 ($0.13) per harvested kilo of salmon. It also argues that full control over the Djúpivogur facilities will simplify its supply chain.

The company stated that the recent share trades by Heimstø AS and Ósval ehf. comply with all legal disclosure requirements under the EU Market Abuse Regulation and Norwegian Securities Trading Act.

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