Welcome to our dedicated page for SunOpta SEC filings (Ticker: STKL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
SunOpta Inc. SEC filings document the completed acquisition of the company by an affiliate of Refresco, the related treatment of common shares, and the resulting change in public-company status. The Form 25 records the removal of SunOpta common shares from Nasdaq listing and Section 12(b) registration, while the Form 15 records the termination or suspension of Exchange Act registration and reporting obligations for the common shares.
Other filings include Form 8-K material-event reports covering the arrangement agreement, shareholder voting matters, capital-structure disclosures, governance matters, and operating and financial results. These records also capture SunOpta’s historical status as a Canadian corporation with common shares traded under STKL on Nasdaq and SOY on the Toronto Stock Exchange before the corporate-status transition.
SunOpta Inc. Chief Human Resources Officer Danielle Marie Duzan reported the disposition of all her equity in connection with the company’s sale. Under an Arrangement Agreement among SunOpta, Pegasus BidCo B.V. and 2786694 Alberta Ltd., each common share was transferred for $6.50 per share in cash, before any withholding.
Duzan disposed of 8,402 common shares, as well as 39,668 restricted stock units and 36,267 performance stock units, each tied one-for-one to common shares. At the effective time of the court-approved plan of arrangement, these awards were surrendered for cash based on the same $6.50 consideration, leaving no reported remaining holdings.
SunOpta Inc. director Albert D. Bolles disposed of his equity as part of the company’s sale. On the closing of an Arrangement Agreement with Pegasus BidCo B.V. and 2786694 Alberta Ltd., all of his 233,283 shares of common stock were transferred to the purchaser.
Each share was exchanged for $6.50 in cash, before applicable withholdings. In addition, 20,193 restricted stock units, each representing one common share, were surrendered for a cash payment equal to the same $6.50-per-share consideration for the underlying shares. Following these transactions, Bolles reported no remaining direct holdings.
SunOpta Inc. director David J. Lemmon reported disposing of his stake in connection with SunOpta’s acquisition by Pegasus BidCo B.V. and 2786694 Alberta Ltd. Under a court-approved plan of arrangement, all common shares were transferred for $6.50 per share in cash.
Lemmon disposed of 22,879 common shares directly to the issuer and surrendered 20,193 restricted stock units, each representing one common share, for cash equal to the same $6.50 per underlying share, leaving him with no reported remaining holdings.
SunOpta Inc. director Diego Reynoso reported a full exit from his equity position due to the company’s acquisition. All issued and outstanding common shares of SunOpta were acquired by Pegasus BidCo B.V.’s affiliate for $6.50 per share in cash under a court-approved plan of arrangement.
Reynoso disposed of 63,147 common shares and 20,193 restricted stock units, each RSU representing one common share. At the effective time of the transaction, his RSUs were surrendered for cash based on the same $6.50 per-share consideration, leaving him with no reported remaining common shares or RSUs.
SunOpta Inc. director Hollis Richard Dean reported disposing of his equity as part of the company’s acquisition. Under an Arrangement Agreement among SunOpta, Pegasus BidCo B.V. and 2786694 Alberta Ltd., all issued and outstanding common shares were acquired for $6.50 per share in cash, less withholdings.
Dean’s 589,862 common shares were transferred to the purchaser, and his 20,193 restricted stock units were surrendered at the effective time of the arrangement. Each RSU was exchanged for a cash payment equal to the same per-share consideration as the underlying common stock, subject to applicable withholding.
SunOpta Inc. director Mahes Wickramasinghe disposed of all equity holdings in connection with a cash acquisition of the company. A purchaser acquired all issued and outstanding SunOpta common shares for $6.50 per share in cash under a court-approved plan of arrangement.
Wickramasinghe transferred 51,218 common shares and surrendered 35,476 restricted stock units, each RSU representing the right to one common share, for cash equal to the same $6.50 per share consideration, leaving no remaining common shares or RSUs reported following the transactions.
SunOpta Inc. director Rebecca Fisher reported disposing of her entire SunOpta equity position in connection with the company’s acquisition. Under a court-approved statutory plan of arrangement, all issued and outstanding common shares were transferred to Pegasus BidCo B.V.’s affiliate for $6.50 per share in cash.
Fisher’s filing shows the disposition of 145,138 common shares, along with stock options and restricted stock units that were cashed out. Each RSU was exchanged for a cash payment equal to $6.50 per underlying share, and each stock option was paid out based on the excess of the $6.50 consideration over its $3.25 exercise price. Following these transactions, the filing reports that Fisher no longer holds SunOpta common shares or related equity awards.
SunOpta Inc. director Leslie Starr Keating reported disposing of her equity in connection with the company’s acquisition. All 148,311 shares of Common Stock were transferred to a purchaser entity under a court-approved plan of arrangement for $6.50 per share in cash, before withholdings.
In addition, 39,740 Restricted Stock Units, each representing one common share, were surrendered for cash based on the same $6.50 consideration per underlying share, subject to any withholding. 5,830 stock options with a $3.25 exercise price were also surrendered for a cash payment equal to the difference between $6.50 and the exercise price, multiplied by the number of option shares, while any options with exercise prices at or above $6.50 were cancelled without payment. Following these transactions, the filing shows Keating with no remaining SunOpta common shares or related derivative awards.
SunOpta Inc. has completed its court-approved plan of arrangement under the Canada Business Corporations Act, through which an affiliate of Refresco Holding B.V. acquired all outstanding SunOpta common shares for US$6.50 in cash per share.
Each SunOpta Foods Series B-1 preferred share was exchanged into common shares at a rate of 405.9555467 and those common shares were also acquired for US$6.50 per share, while SunOpta special shares were cancelled without payment. In connection with closing, SunOpta fully repaid and terminated its Credit Agreement dated December 8, 2023, with no material early termination penalties beyond contractual prepayment and exit fees.
SunOpta has requested delisting of its shares from Nasdaq and the Toronto Stock Exchange and plans to deregister its securities and suspend reporting obligations in the United States. A change in control occurred, and SunOpta is now a wholly owned subsidiary of the Refresco affiliate, with its board reconstituted in line with the arrangement terms.
SunOpta Inc. notified Nasdaq of the removal of its Common Shares from listing and registration under Section 12(b) via Form 25. Nasdaq states it and the issuer complied with the procedural requirements of 17 CFR 240.12d2-2 for withdrawal/strike of the class of securities.