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SunOpta Files Circular and Proxy Statement for Special Meeting of Voting Shareholders and Announces Receipt of Interim Order

  • SunOpta Inc. announced that its Board unanimously recommends Voting Shareholders vote FOR the proposed Arrangement.
  • The Arrangement involves an affiliate of Refresco Holding B.V. acquiring all outstanding Common Shares for US$6.50 per share in cash.
  • The Shareholder Meeting is scheduled for April 16, 2026, at 10:00 a.m. Eastern time, to be held virtually via live audio webcast.
  • The acquisition implies an enterprise value of approximately US$1.1 billion, representing a 44% premium to SunOpta's 20-trading-day volume weighted average price as of February 5, 2026.
  • The Board determined the Offer price reflects an acquisition multiple of approximately 12.0x based on fiscal 2026 adjusted EBITDA guidance and 10.8x based on projected fiscal 2027 adjusted EBITDA.
  • An Interim Order was granted by the Ontario Superior Court of Justice on March 16, 2026, authorizing the Shareholder Meeting and the distribution of the Circular and Proxy Statement.
  • The record date for determining Voting Shareholders entitled to vote is March 10, 2026, at the close of business.
  • Proxies and voting instruction forms must be received by April 14, 2026, at 10:00 a.m. Eastern time.
  • SunOpta engaged Lazard Frères & Co. LLC to maximize the price offered by Refresco after an ongoing strategic review process lasting nearly a year.
  • The Circular and Proxy Statement is available on SunOpta's website, SEDAR+, and EDGAR, containing detailed information on the Arrangement, risks, and voting procedures.
  • Shareholders may contact Sodali & Co for proxy assistance or TSX Trust Company for questions regarding the deposit of Common Shares.
  • Forward-looking statements in the release highlight risks including potential failure to obtain shareholder approval, regulatory clearances, financing availability, or the termination of the Arrangement Agreement.