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Definitive
How definitive the wording is.This transaction
Merger between subsidiariesCounterpartyCQ Canada Holding Ltd., Cermaq Canada Ltd., Cermaq Seafood BC Ltd.
Disclosing companyMitsubishi Corporation
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
CQ Canada Holding Ltd. Investment in the salmon farming and sales business / Cermaq Canada Ltd. Salmon farming and sales business / Cermaq Seafood BC Ltd. Salmon farming and sales business / Cermaq British Columbia Ltd. Salmon farming and sales business
Location CQ Canada Holding Ltd. Vancouver, BC, Canada / Cermaq Canada Ltd. Campbell River, BC, Canada / Cermaq Seafood BC Ltd. Campbell River, BC, Canada / Cermaq British Columbia Ltd. Campbell River, BC, CanadaShare capital CQ Canada Holding Ltd. CAD 209 million (approximately ¥24.5 billion) / Cermaq Canada Ltd. CAD 15 million (approximately ¥1.8 billion) / Cermaq Seafood BC Ltd. CAD 38 million (approximately ¥4.5 billion) / Cermaq British Columbia Ltd. CAD 224 million (approximately ¥26.3 billion)Date of incorporation CQ Canada Holding Ltd. 6 October 2025 / Cermaq Canada Ltd. 1 January 2006 / Cermaq Seafood BC Ltd. 31 December 2017 / Cermaq British Columbia Ltd. 1 June 2026 (planned)
Net SalesCQ Canada Holding Ltd. CAD 0 thousand (fiscal year ending March 2026) / Cermaq Canada Ltd. CAD 175 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. CAD 43 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established
Operating profitCQ Canada Holding Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq Canada Ltd. Operating loss of CAD 31 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established
Net income for the current fiscal yearCQ Canada Holding Ltd. Net income of CAD 1 million (fiscal year ending March 2026) / Cermaq Canada Ltd. Net loss of CAD 15 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established
Net assetsCQ Canada Holding Ltd. CAD 213 million (fiscal year ending March 2026) / Cermaq Canada Ltd. CAD 161 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. CAD 51 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established
Consideration and expenses
Type of ConsiderationShares (some shares of the companies prior to integration will be cancelled, and all remaining shares will be exchanged for shares in the new company)
Impact on Business Performance
Immaterial
Procedures and assumptions
Management structure after acquisitionCermaq British Columbia Ltd. will continue the business as the surviving company and will comprehensively succeed to the assets, liabilities, rights and obligations of CQ Canada Holding Ltd., Cermaq Canada Ltd. and Cermaq Seafood BC Ltd. The representative will be Director Steven Rafferty. Employee treatment: Not disclosed.
| Item | Details |
|---|---|
| Transaction name | Merger between subsidiaries |
| Counterparty name | CQ Canada Holding Ltd., Cermaq Canada Ltd., Cermaq Seafood BC Ltd. |
| Name of the Subject Company | CQ Canada Holding Ltd., Cermaq Canada Ltd., Cermaq Seafood BC Ltd., Cermaq British Columbia Ltd. |
| Business Description of the Subject Company | CQ Canada Holding Ltd. Investment in the salmon farming and sales business / Cermaq Canada Ltd. Salmon farming and sales business / Cermaq Seafood BC Ltd. Salmon farming and sales business / Cermaq British Columbia Ltd. Salmon farming and sales business |
| Location of the Subject Company | CQ Canada Holding Ltd. Vancouver, BC, Canada / Cermaq Canada Ltd. Campbell River, BC, Canada / Cermaq Seafood BC Ltd. Campbell River, BC, Canada / Cermaq British Columbia Ltd. Campbell River, BC, Canada |
| Capital Stock of the Subject Company | CQ Canada Holding Ltd. CAD 209 million (approximately ¥24.5 billion) / Cermaq Canada Ltd. CAD 15 million (approximately ¥1.8 billion) / Cermaq Seafood BC Ltd. CAD 38 million (approximately ¥4.5 billion) / Cermaq British Columbia Ltd. CAD 224 million (approximately ¥26.3 billion) |
| Date of Establishment of the Subject Company | CQ Canada Holding Ltd. 6 October 2025 / Cermaq Canada Ltd. 1 January 2006 / Cermaq Seafood BC Ltd. 31 December 2017 / Cermaq British Columbia Ltd. 1 June 2026 (planned) |
| Net Sales of the Subject Company | CQ Canada Holding Ltd. CAD 0 thousand (fiscal year ending March 2026) / Cermaq Canada Ltd. CAD 175 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. CAD 43 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established |
| Operating Profit of the Subject Company | CQ Canada Holding Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq Canada Ltd. Operating loss of CAD 31 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established |
| Net Income of the Subject Company | CQ Canada Holding Ltd. Net income of CAD 1 million (fiscal year ending March 2026) / Cermaq Canada Ltd. Net loss of CAD 15 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. Net loss of CAD 1 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established |
| Net Assets of the Subject Company | CQ Canada Holding Ltd. CAD 213 million (fiscal year ending March 2026) / Cermaq Canada Ltd. CAD 161 million (fiscal year ending March 2026) / Cermaq Seafood BC Ltd. CAD 51 million (fiscal year ending March 2026) / Cermaq British Columbia Ltd. Not applicable because newly established |
| Type of Consideration | Shares (some shares of the companies prior to integration will be cancelled, and all remaining shares will be exchanged for shares in the new company) |
| Voting rights ownership percentage | Before 100.00% → after 100.00% |
| Impact on Business Performance | Immaterial |
| Date of board resolution | 28 May 2026 (local time; decision made by Cermaq) |
| Contract Date | 28 May 2026 (local time) |
| Execution Date / Effective Date | 1 June 2026 (scheduled) |
| Management structure after acquisition | Cermaq British Columbia Ltd. will continue the business as the surviving company and will comprehensively succeed to the assets, liabilities, rights and obligations of CQ Canada Holding Ltd., Cermaq Canada Ltd. and Cermaq Seafood BC Ltd. The representative will be Director Steven Rafferty. Employee treatment: Not disclosed. |
Items this document does not state (14)
Acquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To integrate multiple Canadian subsidiaries under Cermaq and consolidate their functions into the new company, thereby enabling more efficient use of management resources and integration of functions.
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