SunOpta Inc., a longstanding leader in North American supply chain solutions for beverages, broths, and snacks, is poised for a major transition after two influential proxy advisory firms, Institutional Shareholder Services Inc. (ISS) and Glass, Lewis & Co. (Glass Lewis), recommended shareholders approve the company’s proposed acquisition by an affiliate of Refresco Holding B.V. The announcement, made on April 1, 2026, marks a significant milestone in a deal that could reshape the landscape for both companies and their stakeholders.
According to a press release from SunOpta, both ISS and Glass Lewis have advised shareholders to vote in favor of the transaction at the upcoming special meeting, scheduled for April 16, 2026, at 10:00 a.m. Eastern Time. The meeting will be conducted via a live audio webcast, offering shareholders the opportunity to participate virtually and cast their votes on the future of the company. The recommendation from these two proxy advisory giants is seen as a strong endorsement of the proposed acquisition, lending considerable weight to the board’s own unanimous recommendation to approve the deal.
Under the terms of the definitive agreement previously announced, Refresco will acquire SunOpta for US$6.50 per share in cash. The deal places SunOpta’s enterprise value at approximately $1.1 billion, a substantial sum that reflects both the company’s recent financial performance and its strategic position in the market. As reported by InvestingPro, SunOpta’s stock was trading at $6.49 as of the announcement, representing a remarkable 72.66% rise year-to-date—a clear sign that investors have taken notice of the pending transaction and its potential implications.
But the acquisition is not a done deal just yet. The closing of the arrangement is contingent on several key approvals and conditions. First and foremost, SunOpta’s shareholders must approve the transaction at the special meeting. In addition, the deal requires the blessing of the Ontario Superior Court of Justice and must satisfy or waive other customary closing conditions. The company has set a proxy cut-off time of April 14, 2026, at 10:00 a.m. Eastern Time, urging shareholders to submit their proxies or voting instruction forms before the deadline to ensure their voices are heard.
The SunOpta Board of Directors has left no doubt about where it stands. In a statement, the board declared that the arrangement is “fair to shareholders and is in the best interests of the Company,” urging all shareholders to vote in favor of the acquisition. This sentiment has been echoed by the proxy advisory firms, whose recommendations are often influential in swaying undecided investors. According to SunOpta, “ISS and Glass Lewis have both recommended that SunOpta’s shareholders vote ‘FOR’ the proposed acquisition of the Company by an affiliate of Refresco Holding B.V.”
For shareholders seeking guidance or assistance with the voting process, SunOpta has engaged Sodali & Co. as its shareholder communications advisor and proxy solicitation agent. The company has provided dedicated phone lines and email support to help shareholders navigate the process, emphasizing the importance of participation in this pivotal decision. Additionally, TSX Trust Company has been appointed as the depositary under the arrangement, available to assist with questions about depositing common shares or completing the necessary paperwork.
SunOpta’s leadership in the supply chain solutions space is no accident. With over 50 years of expertise, the company has built a reputation for delivering customized, sustainability-forward solutions to top brands, retailers, and foodservice providers across North America. Its broad portfolio includes beverages, broths, and better-for-you snacks, distributed through retail, club, foodservice, and e-commerce channels. The company’s dual listing on the Nasdaq and Toronto Stock Exchange further underscores its stature and reach.
The acquisition comes on the heels of a strong financial performance for SunOpta. The company recently raised its fiscal 2025 revenue guidance to between $816 million and $818 million, up from its previous forecast of $812 million to $816 million. Adjusted EBITDA projections have also been revised upward, with the company now expecting $94 million to $95 million, surpassing the earlier range of $90 million to $92 million. These numbers reflect not only operational momentum but also the confidence of management in the company’s trajectory.
The transaction with Refresco is expected to close by the second quarter of 2026, pending the satisfaction of all necessary conditions and regulatory approvals. Both SunOpta and Refresco’s boards have unanimously approved the deal, signaling alignment at the highest levels. Proxy materials and related documents were mailed to shareholders and filed with the Securities and Exchange Commission (SEC) and Canadian securities regulators on March 18, 2026. Investors and security holders have been urged to review these materials carefully, as they contain critical information about the arrangement, associated risks, and related matters.
As with any major corporate transaction, the road to closing is not without its risks. SunOpta’s press release outlines a range of potential challenges, from the possibility that shareholder approval may not be obtained on the expected timeline, to regulatory hurdles and financing uncertainties. There is also the risk that the arrangement may be more expensive to complete than anticipated, or that unforeseen events could disrupt the process. The company has cautioned investors against placing undue reliance on forward-looking statements, noting that actual results could differ materially from current expectations.
Beyond the numbers, the acquisition represents a pivotal moment for SunOpta’s employees, customers, and partners. The announcement and pending deal could impact business relationships, employee retention, and day-to-day operations. SunOpta has acknowledged these challenges, pointing to the potential for disruption as well as the need for careful management of the transition period. The company has also highlighted the importance of maintaining focus on its core operations even as the transaction proceeds.
For those interested in digging deeper into the details, SunOpta has made available its management information circular and proxy statement, along with other relevant documents, through the SEC’s EDGAR system and the Canadian SEDAR+ platform. These materials provide a comprehensive overview of the arrangement, the rationale behind it, and the interests of directors and officers involved in the solicitation of proxies.
As the April 16 special meeting approaches, all eyes are on SunOpta’s shareholders. Their decision will determine whether the company embarks on a new chapter as part of Refresco or continues on its current path. For now, the recommendations from ISS, Glass Lewis, and the SunOpta board have set the stage for what could be a transformative moment in the North American food and beverage supply chain industry.
With the clock ticking and stakes high, the coming weeks promise to be decisive for SunOpta, its investors, and the broader market it serves.