Antarctica Advisors Acts as Exclusive Investment Banking Advisor to Boston Sword & Tuna in its 100% Sale to Fortune International, LLC

June 13, 2023Antarctica Advisors LLC, the leading Seafood Industry-focused M&A advisory firm, acted as the exclusive investment banking advisor to Boston Sword & Tuna, Inc. (“Boston Sword”), one of the largest distributors of fresh, premium-quality, wild-caught and farm raised seafood in North America, in its sale to Fortune International, LLC (“Fortune”), one of the largest seafood and specialty food distributors in the United States.

Based in the heart of Boston’s Seaport District, Boston Sword was established in 2003 by the Scola Family.  Michael Scola, CEO of Boston Sword, will continue to run the company along with Co-Owner and President Larry Dore.  With the backing of Fortune and capacity added through a recent 9,000 sq. ft. expansion of its processing plant, Boston Sword will take its already sizable skin-pack business national and significantly grow its other lines of business.

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Access to finance tightening, but savvy seafood businesses can still make deals

The U.S. Federal Reserve raising interest rates has caused banks to pull back on financing, and that means merger and acquisition activity will slow in the coming quarters, according to a panel of financial experts, speaking during Seafood Expo North America.

The panel, on 14 March at SENA in Boston, Massachusetts, agreed higher interest rates and an uncertain economic situation will lead banks to be much more selective about lending than they were during the post-Covid recovery period when financing was cheap. However, Jason Brantly, a senior vice president and senior relationship manager at Bank of America, said banks will still want to help make deals if the numbers make sense.

“The pendulum has definitely swung from really aggressive lending and obviously cheaper lending rates, but banks are still eager to lend,” Brantly said.

The failure of Silicon Valley Bank on 10 March, and the subsequent failure of Signature Bank, were two of the three largest bank failures in U.S. history, but a lot of the money that was taken out of those banks didn’t just disappear, and Brantly said both Bank of America and fellow panel member John Doucette’sinstitution – M&T Bank – are likely going to see large deposits in the near future as people look for more-stable institutions. That means banks will have more money to reinvest in customers.

However, signs are pointing to banks paring back the amount of lending they do. The leverage B loan market pulled back in January and February as banks decided against loans with slightly higher risk, Brantly said.

“2022 was one of the lowest years in more than a decade, and we’re well below that pace,” he said. “I think what’s happened in the bank market in the last week will probably continue to make it where there is not going to be a lot of folks wanting to go to that market and access capital.”

A court decision finding fishing permits are a revocable privilege, rather than a compensable property, will also impact valuations for seafood companies with wild-catch operations. Depending on how the ruling gets interpreted, that may make it more difficult for companies with fishing vessels to access financing.

“If that becomes a precedent, that will have a substantial impact for those kinds of companies and their ability to access capital markets,” Brantly said. “We depend on that quota as collateral.”

More-expensive financing, coupled with an increasing reluctance from banks to lend to businesses, doesn’t mean merger-and-acquisition activity is off the table – as evidenced by the announcement that Cooke was acquiring Slade Gorton just hours after the panel took place.

“I think the appetite is still there. We’re certainly still interested in lending,” Brantly said.

Doucette said for many transactions requiring large amounts of financing, senior lending institutions aren’t the way to go.

“It’s very easy when rates are low to sit back and say, ‘Get everything you can out of that senior lender,’” he said. “But that term B stuff has just gone away, so now it’s time for the private-equity folks, the family offices. We’ve seen a lot of international activity in the [U.S.] Northeast coming in.”

Term A loans are amortized evenly over five to seven years, while term B loans have nominal amortization over the first five to eight years of the loan and then a large payment in the final year, making it less costly for the company getting the loan, but riskier for the bank in the long run.

Brantly said term B acquisitions are more difficult, but a creative business deal can still be struck – it just takes work and sound advice from advisors. The community development groups in Alaska that partnered with Maruha Nichiro to purchase nine pollock vessels, he said, are one example of groups coming together to make creative deals with unique structures that still accomplish merger and acquisition goals.

Softness creeping into the global economy will also more than likely force some businesses that fall into difficulty to pursue a sale.

“That’s what it’s going to take, is more folks either going together splitting up the deal, or coming together to hold assets in that kind of creative way,” Brantlysaid.

Antarctica Advisors Managing Partner Ignacio Kleiman said that those companies in tight spots should not wait to get in touch with an advisor if the predicted recession makes things difficult for them.

“Don’t wait to call somebody,” he said. “We have worked with many companies in the sector that went through financial difficulties. The smartest ones, they realize it right away, and they would call us or some other advisor.”

Getting ahead of liquidity problems early, and getting in touch with commercial banks early, can help stave off a bigger problem down the road.

“The main thing they are looking for is, do you have a plan?” Kleiman said. “They don’t want to take over your company. They don’t want to liquidate you. They like their clients, and we have done a number of transactions where we work collaboratively. But they want to see that you’re taking your situation seriously.”

 

Photo by Chris Chase/SeafoodSource

With over 60 major deals last year, even COVID can’t stop seafood’s M&A streak

M&A activity in the sector went on a tear in 2021, and is already off with a bang this year.

Despite another year of the COVID-19 pandemic, investor interest in the seafood sector was still strong in 2021. A tally of IntraFish coverage shows at least 65 notable mergers, acquisitions or significant investments occurred last year.

That’s compared with the roughly 75 deals that occurred in 2019, pre-pandemic, and the nearly 60 that took place in 2020.

Inevitably, the activity was slightly slower than in pre-pandemic times, as travel bans remained in place for much of the year.

As Ignacio Kleiman, a principal at seafood M&A advisory Antarctica Advisors, put it in an interview with IntraFish earlier last year: “It is very difficult to make a large investment decision if you are not able to thoroughly kick the tires in person.”

But 2021 saw a lot of pent-up demand carry over from 2020, and while COVID — particularly the new omicron variant — hangs over the world, activity and travel will inevitably pick up again, with some expecting a return to “normal” in the first half of this year.

Some sectors hotter than others

Of all the segments, farmed salmon showed perhaps the most interesting M&A trajectory, with the long-running “will they, won’t they?” purchase of Australia’s Huon Aquaculture by Brazilian meat giant JBS; Grieg’s move out of the UK with its sale to Scottish Sea Farms; and NTS’s purchase of Norway Royal Salmon, a deal that creates the world’s sixth-largest salmon producer.

In whitefish, too, the scent of money was strong. During the year, Russian catching giant Norebo was involved in a string of acquisitions, reflecting rocketing investments in both the public and private sectors into the country’s seafood industry.

In Central America, shrimp farmer Martec bought Costa Rican producer Rainforest Tilapia from AquaChile.

And in the fisheries and processing segment there were deals galore. Alaska’s wild salmon industry, for example, saw consolidation of the sector continue.

Just weeks before the start of Bristol Bay fishing season, Canada-based Canfisco swept in and bought up fellow major processor Marubeni-owned North Pacific Seafoods. It followed Canfisco’s earlier purchase of the assets of Bristol Bay salmon processor Deep Sea Fisheries and a string of major mergers the year prior.

Canada also led big buck action in 2021 when Premium Brands, along with the Mi’kmaq First Nation, completed a $769 million takeover of Canadian seafood giant Clearwater Seafood, and Sofina Foods reached a deal to acquire Young’s Seafood parent Eight Fifty, bringing the UK’s largest seafood company under Canadian ownership.

“A lot of deals were put on hold, or they slowed down, or they died, because of the inability to travel,” said Kleiman.

“I think that affected volume for 2021, and that’s why I think in 2022 the picture is going to be substantially different … I think 2022 will be a very active year.”

A week into the New Year and IntraFish has already reported on a string of M&A deals.

In the United States, seafood supplier Fortune International and foodservice giants Chef’s Warehouse and HF Foods Group made acquisitions in the sector.

Faroese salmon farmer Bakkafrost acquired Denmark-based Munkebo Seafood, and two interesting acquisitions from Thai Union Group and Russian giant Norebo indicate a change in how companies think about the supply chain.

Private equity’s massive war chest puts seafood industry in the crosshairs

 With plenty of ‘dry powder’ to detonate, private equity funds are competing with each other and the seafood industry itself for deals. 

 A growing number of the world’s investors are waking up to something only a small group of private equity funds, trade buyers, venture capitalists and M&A advisors have known for years: there’s big money to be made in seafood. 

 The race is on, and the accelerating rate at which private equity firms in particular are investing in the seafood sector shows that fund managers recognize the industry — processing, fisheries, aquaculture and equipment — has all the right drivers. 

Simply put, there is a lot of demand for capital in the seafood industry, and private equity funds have more cash to deploy than ever. 

Private equity firms are benefiting from market tailwinds triggered by historically low interest rates and record fundraising. 

 In the US alone, private equity “dry powder” — the amount of money funds have to invest — is at an estimated $150.1 billion (€132 billion), according to PWC’s Private Equity 2021 Mid- Year Outlook. 

And that dry powder is being put to use. Private equity-backed M&A deals more than doubled to a record $818.4 billion (€722 billion) in the first nine months of 2021, up from $315.2 billion (€278 billion) last year, according to Reuters. 

 Birgir Brynjolfsson, a partner at Antarctica Advisors, a boutique M&A specialist focused on the seafood sector, said the trend in private equity is coinciding with a growing need for investment in everything from new technology to new vessels, facility upgrades and consolidation. 

With underlying assets that appreciate in value — plants, vessels, fishing quotas and licenses — and a growing demand for its products, the seafood industry has become “very attractive” to the sector, Brynjolfsson said. 

Getting more aggressive 

Ten years ago, Antarctica Advisors was knocking on the doors of private equity funds trying to introduce them to seafood as an investment opportunity. It took a lot of time, effort and salesmanship, and for the most part few funds took the plunge. 

“Today we are in a position where we are getting the phone calls from the different private equity funds asking us for opportunities,” said Brynjolfsson.

While big names have invested in the sector in the past — Altor, Bain, Permira and Carlyle to name a few — the trend has accelerated over the last few years. 

In October, the $6 billion US private equity fund ACON snapped up US scallop supplier Northern Wind plus two small Canadian lobster companies in a deal advised by Antarctica. 

Last month, private equity group Paine Schwartz, the former owner of Alaska processor Icicle Seafoods, acquired a 50 percent stake in Hendrix Genetics, the owner of shrimp and salmon egg, smolt and broodstock suppliers, including Kona Bay, Troutlodge and Landcatch. 

There is no single reason that could be considered a turning point for the uptick in interest, but rather there are a combination of factors, Brynjolfsson said. 

With more capital being allocated to private equity, these funds have to look further afield for interesting opportunities, and seafood is, to many of them, new territory. 

In addition, some segments of seafood are now emerging as a potential fit for funds investing in sustainability focused companies. 

And most importantly, seafood consumption — the No. 1 driver of the sector — is growing and shows no sign of declining. 

The typical lifespan 

Typical private equity funds have a limited life cycle, and look to deliver a return to investors and sell off their stake in a company within 5-7 years. 

Whether the limited life cycle of a private equity fund is long enough for it to make a significant difference depends on where it invests in the sector and value chain, however, and some investors have paid significantly for not understanding the subtle nuances of the sector. 

“In some case 5-7 years is an acceptable period, but in other cases you may not achieve what you wanted to achieve in that period because of external factors out of your control,” said Brynjolfsson.

Magnus Bjarnason, managing partner at Iceland-based advisory firm Mar Advisors, noted that the sometimes unpredictable nature of some segments of the seafood industry, especially fisheries and aquaculture, can make private equity’s timeline too short. 

“Seafood is a tremendously profitable sector, but it is also cyclical … and these cycles make it difficult for private equity to get used to,” Bjarnason told IntraFish. 

While Bjarnason does see private equity activity picking up, he sees equally strong growth in institutional capital and pension and family funds, whose longer horizons are sometimes a better fit. 

Part of private equity’s challenge is that shaking loose owners from their stakes can be difficult in the seafood industry, where private ownership is higher than in most other sectors, and founding families and their descendants can be strongly committed to their businesses, Bjarnason noted. 

That is giving rise to a hybrid model where investors essentially partner with private owners, with both bringing assets the other party doesn’t have: money, and expertise. 

A battle for buys 

While private equity funds increase their activity in seafood, existing large seafood companies with the means to acquire and consolidate have been more passive of late. 

Ignacio Kleiman, managing partner at Antarctica, said the pandemic forced many potential trade buyers to look inwards and handle the challenges of day-to-day operations, which for some companies was the right move. 

“There was a lot of organic growth, and good margin expansion because demand was strong, so I think that made them happy,” Kleiman told IntraFish. 

The year prior, when the reality of the pandemic first set in, the economic uncertainty and inability to travel had a chilling effect on industry consolidation. 

“A lot of deals were put on hold, or they slowed down, or they died because of the inability to travel,” said Kleiman. 

“It is very difficult to make a large investment decision if you are not able to thoroughly kick the tires in person. That affected volume in 2021 [and] I think in 2022 the picture is going to be substantially different.” 

Private equity tends to follow the deals, and move into sectors where competing funds are active. 

Additionally, when funds buy into a company, the strategy is often to grow that company both organically and through add-on acquisitions, so it stands to reason more deals will be forthcoming. 

“This is definitely the beginning of something more that is coming, no doubt about that,” said Antarctica’s Brynjolfsson. “We’ve never been busier.” 

Antarctica Advisors Acts as Exclusive Investment Banking Advisor to Mitsui Co. (U.S.A.), Inc. in the sale of assets of Mitsui Foods, Inc. to Gellert Global Group’s Atalanta Corporation

November 1, 2021Antarctica Advisors LLC, the leading Seafood Industry-focused M&A advisory firm, acted as the exclusive investment banking advisor to Mitsui & Co. (U.S.A.), Inc. (“Mitsui”), in the sale of the assets of Mitsui Foods, Inc. (“MFI”) to Gellert Global Group’s (“GGG”) Atalanta Corporation.

MFI is a leading importer and distributor of canned and frozen seafood as well as canned fruit and vegetables, that dates back to1953.  Since then, Mitsui Foods has been importing fine grocery and specialty food products from around the world under various brands. These brands, including the EMPRESS® brand, will be integrated across the Gellert Global Group divisions, including Atalanta Corporation and Camerican International. 

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Antarctica Advisors Acts as Exclusive Investment Banking Advisor to Northern Wind Inc. in its 100% Sale to ACON Investments, LLC

October 14th, 2021Antarctica Advisors LLC, the leading Seafood Industry-focused M&A advisory firm, acted as the exclusive investment banking advisor to Northern Wind Inc. (“Northern Wind”), one of the leading scallop processors in the US, in its sale to ACON Investments LLC (“ACON”), a Washington, DC private equity fund with global presence and over $6.0 billion in raised capital. The acquisition of Northern Wind is an integral part of ACON’s strategy to build a newly minted North American sustainable seafood processor and distributor, Atlantic Sustainable Catch (“ASC”).

Northern Wind is a leading producer of scallops and other premium seafood, serving some of North America’s largest retailers. Ken Melanson and Mike Fernandes founded the company in 1987 and continue to oversee the business’s operations today. Northern Wind has 150 employees across three locations in New Bedford, Massachusetts.

As part of the transaction, existing owners and the management team will continue to provide leadership at ASC and will be meaningful shareholders and partners alongside ACON.

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Post-COVID recovery could see spate of seafood company mergers and acquisitions

When the world begins to recover from the COVID-19 pandemic, some prominent seafood executives are predicting a busy period of mergers and acquisitions.

Speaking during the National Fisheries Institute’s 2021 Global Seafood Market Conference’s economic outlook panel, seafood company advisors and CEOs said they expect a combination of factors will lead to increased M&A activity. As companies begin to see a turnaround from the COVID-19-related economic downturn, access to cheap financing could spur companies to look for new opportunities, according to Antarctica Advisors LLC Managing Partner Ignacio Kleiman.

“Money is extremely cheap. Some players see it as an opportunity to grow and consolidate,” Kleiman said. Historically low interest rates, coupled with government-promised support for the industry, will likely spur on M&A activity, he predicted.

“When money is that cheap by historical standards – and you know with so much quantitative easing, it’s going to last for a while – those with a strategic vision can take advantage of that,” Kleiman said. Those factors, he said, point to increase activity.

“There are many forces that point toward more M&A, not less,” he said.

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Glenn Cooke, Ian Smith offer timeline for COVID-19 foodservice recovery

The global COVID-19 pandemic has been a mixed bag for the seafood industry, with retailers notching record seafood sales and the category as a whole seeing gains, even as the foodservice industry virtually collapsed.

That downturn is expected to change direction this year, with foodservice operators optimistic about 2021. Seafood company CEOs and advisors, speaking during the National Fisheries lnstitute’s Global Seafood Market Conference’s economic outlook panel, also expressed optimism about the industry’s recovery. While in the short-term the rebound may be slight, as trend experts have predicted, once relative normalcy returns demand could see a big boost.

“I think the euphoria of people once we get through this is going to be incredible [and] we’re going to see a fast and quick recovery,” Cooke Aquaculture CEO Glenn Cooke said during the panel.

Due to travel restrictions, office closures, and lockdowns, most people haven’t been able to enjoy the restaurant experiences they’re familiar with for months. Cooke and other panel members predicted that will cause a sharp rebound once things reopen.

“As soon as they are vaccinated or in some cases earlier, as the warm weather comes, people are going to escape the cage,” Antarctica Advisors LLC Managing Partner Ignacio Kleiman said.

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Maruha Nichiro closes deal to offload Peter Pan Seafoods

Maruha Nichiro, the world’s largest seafood company, has finalized the sale of Alaska seafood processor Peter Pan Seafoods, sources familiar with the deal told IntraFish on Monday.

Tokyo-based Maruha Nichiro announced in November it reached a deal to sell the company to an investment group including Alaska-based private equity group McKinley Capital Management and Rodger May, the former owner of Washington State salmon farms now owned by Cooke Aquaculture. The deal closed Dec. 31.

Maruha said at the time it expected a loss of roughly $27.9 million (€23.9 million) on the sale, after several months of unsuccessful efforts to sell the group.

Maruha began the sales process for Peter Pan Seafoods earlier this year, following a dismal 2019 Alaska salmon season. Last year’s salmon season was also a challenge for the group as competition continued to intensify in the state.

Ignacio Kleiman, managing partner at Antarctica Advisors, which is handling the sale, declined to comment on the sale to IntraFish.

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Agri-giants are perplexed by seafood. Here’s how companies can change that.

While seafood has proved resilient during the COVID pandemic, investors remain reluctant.

Ignacio Kleinman, managing partner of Antarctica Advisors, says large animal protein companies are still largely perplexed by the complexity of seafood.

“[They] are used to beef, that comes from only one animal, pork that only comes from only one animal,” he explained while speaking as a panelist for the IntraFish Seafood Investor Forum earlier this month .

He added those sectors might gravitate to salmon or other species that are well-managed, but continue to function in a model that focuses on one species, versus several.

“They find the sector a little riskier,” he said of aquaculture, adding that wild-caught seafood is outright ignored by traditional investors because of risk factors that include product variability and high levels of regulation.

“Not all investors are ready to make that jump,” he said. “Those that have, they have done very well.”

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