High Liner Foods Incorporated ($HLF)

Good morning, everyone. My name is James Bishop. I'm Executive Vice President, General Counsel and Corporate Secretary of High Liner Foods, Inc. Welcome to our Annual General Meeting, and thank you for joining us today. Before our Chair calls the meeting to order, I would like to remind everyone that similar to previous years, our Annual General Meeting is being broadcast live over the Internet, allowing those with Internet access to view and listen to the meeting online and allowing registered shareholders with a control number to participate online. We are also pleased to offer a toll-free conference call number as a way for those shareholders without Internet access to listen to the webcast and ask questions. For those unable to join us this morning, the recorded proceedings will be available on our corporate website at www.highlinerfoods.com. Before we begin, I need to remind you of our position with respect to any forward-looking statements that may be made during our presentations this morning. Please take a moment to review the -- the company reports its consolidated financial information in U.S. dollars and any financial information discussed today is stated in U.S. dollars, unless otherwise noted. The common shares of High Liner Foods trade on the Toronto Stock Exchange and are quoted in Canadian dollars. Investors are reminded for purposes of calculating financial ratios, including dividend payout and share price to earnings ratios to take into consideration that the company's share price and dividend rate are reported in Canadian dollars, while earnings and financial statements are reported in U.S. dollars. The company also reports its financial results in accordance with International Financial Reporting Standards, or IFRS, but we also use measures that are not defined under IFRS. Management believes that these non-IFRS measures are useful in assessing the company's financial performance. These measures are fully described and reconciled to IFRS measures in our MD&A. Thank you for your attention. I would now like to call upon our Chair, Robert Pace, to open the meeting.

Thank you, James, for the introduction. I'm Robert Pace, Chair of the Board of Directors. Welcome to the 2026 Annual General Meeting of High Liner Foods, Inc. It is a pleasure to be with you today on behalf of the Board of Directors. I'm with Paul Jewer, our President and CEO; and Kimberly Stephens, our Executive Vice President and Chief Financial Officer. I would also like to welcome my fellow Board members this morning. Before calling the meeting to order, I would like to take the opportunity to revisit the past year for High Liner Foods and share a few thoughts on our future. I've been a longtime director of High Liner Foods and together with the Board and the executive leadership team, we have navigated a range of environmental, governmental and economic changes over the years, most recently around tariffs, raw material availability, costs and shifts in consumer behavior. Against this dynamic backdrop, High Liner Foods has consistently adapted to meet the needs of the consumer and the customer, leveraging our resilience and commitment to innovation to position the business as a market leader. The Board of Directors has worked to support senior leadership as they steer High Liner through these evolving times and work together to position the company for continued success. Our Board remains focused on effective governance and disciplined oversight of strategy, risk management and capital allocation, ensuring the company is well positioned to navigate uncertainty while creating long-term value for shareholders. We all take pride in this organization and in its long history, its evolution and growth. Achieving and maintaining leadership in an industry is challenging but recognition as the top frozen fish manufacturer in Canadian retail, the leading prepared frozen fish manufacturer in U.S. retail and the foremost frozen value-added seafood manufacturer in both Canadian and U.S. foodservice. As a leader in this industry, we continue to see compelling long-term growth opportunities in seafood, supported by favorable consumer trends and increasing demand for high-quality, healthy protein options. The company's deep commitment to delivering top quality products paired with innovative offerings to service the evolving interest of today's consumers continues to change the way people see food. We closed our fiscal 2025 with top line growth and sales increased by $67.7 million or 7.1% compared to 2024. These results reflect the underlying strength of High Liner's value-added portfolio and our continued progress in executing our strategy and strengthening our market position. We did see pressures against gross profit, which was influenced by larger macroeconomic factors impacting the business today, but great focus has been put on balancing volume, pricing, profitability while always delivering value to the consumer. Despite these pressures, we remain focused on protecting margins, generating strong cash flow and maintaining a disciplined approach to capital allocation. In line with this approach, we continue to return capital to shareholders through our dividend while also evaluating and pursuing opportunities to enhance long-term shareholder value. High Liner's dedication to responsible and sustainable business practices is reflected in our industry leadership and governance approach. Sustainability is taken seriously at the Board level with active oversight through our Board and its committees, which support our sustainability framework and reporting. We remain committed to advancing sustainable fishing practices, responsible packaging, waste reduction and environmental stewardship to help protect the natural resources on which our business depends. On behalf of the Board, I'm pleased to share a few highlights from our 2025 sustainability efforts as outlined in our recently published sustainability report. Notably, 98% of our seafood is responsibly sourced and 100% is sourced from audited suppliers. We have achieved a 17% reduction in food waste compared to our 2018 baseline, working toward a goal of 50% reduction to the same baseline. We have diverted 2.8 million pounds of food waste from landfills. We have achieved a 6% reduction in Scope 1 and 2 greenhouse gas emissions from our 2021 baseline and continue towards our goal of 30% High Liner employees are equally engaged in these efforts, and together, they have donated over 1,100 hours of time in 2025 through volunteerism to help support our communities. We believe seafood plays an important role in providing accessible, nutritious protein, and we are committed to ensuring it is sourced and delivered responsibly for the long term. Our commitment is to care for our planet and people and ensure seafood remains a source of nourishment for generations to come. Before closing, I'd like to thank my fellow members of the Board of Directors and our shareholders for your continued support of High Liner Foods. I would also like to recognize Paul and the leadership team for their leadership and commitment to High Liner Foods and positioning the company for continued success. We remain confident in our strategy, our leadership position and our ability to deliver sustainable long-term value. With that, I will now turn to the business of today's meeting, starting with procedural guidelines. Many of our shareholders have cast their votes electronically in advance of the meeting. If you have already cast your vote or submitted your completed proxy form, there is no need for you to vote again unless you wish to change your vote. Voting for today's meeting will take place through the virtual online platform. Only registered shareholders who held shares in their name as of March 24, 2026, the record date of this meeting or their valid appointed proxy holder will be eligible to vote or ask questions at the meeting by logging into the website. The link can be found on our website at highlinerfoods.com, where registered shareholders can use their 13-digit control number to access the meeting. When we are ready to present the first item of business for voting, you will see voting options appear on your screen. The polls will open for all resolutions at the same time. This will allow you to choose to vote on each resolution immediately or wait until the conclusion of the discussion on each resolution prior to casting your vote. Please ensure you scroll down on your screen to be able to see and vote on all resolutions. Once discussion on all items of business have concluded, I'll give you an additional minute to enter your votes and then declare voting closed on all resolutions. The precise vote counts for each resolution will be made public via a news release when available following the meeting. If you are a shareholder participating on the toll-free conference call line, I'd like to remind you that you will not be able to vote using this line. Voting can only be done through the virtual online platform. Questions for the meeting will be accepted through the virtual platform and telephone. To submit a question, please click the messaging icon that appears at the top of your screen. If you are participating through the toll-free conference line, the operator will speak to you and forward your question in written format through the virtual platform. When submitting a question, please identify your name and note if the question relates to a motion being considered as part of the formal business of the meeting or whether it is general in nature. We will address questions directly related to the particular motion at the appropriate time of the meeting and save general questions following Paul's annual address to shareholders. Questions with common themes can be grouped together. James Bishop, our Corporate Secretary, will read questions aloud when requested, and either I or one of the members of the management team with me today will respond. Subject to the rules of conduct and time permitting, we will make every effort to respond to your relevant questions during the question-and-answer period today. We will address any unanswered questions by e-mail in a timely manner following the meeting. I will now call the meeting to order. Notice of this meeting has been duly given, and a copy will be filed with the records of the meeting. I will ask James Bishop to act as Secretary of the meeting. TSX Trust Company represented by Emma McKenzie and Lori Brenton will act as scrutineers. The scrutineers' report has now been received. It shows that there are present by proxy 249 common shareholders holding approximately 59.4% of the common shares of High Liner Foods. A quorum is present, and I declare the meeting to be duly called and properly constituted for the transaction of business as may properly come before it. To make the best use of our time, certain shareholders of the company have been asked to move and second motions of the meeting as described in the management information circular dated March 24, 2026, which accompanied the notice of meeting. I will take the notice of meeting as read. The minutes of the Annual General Meeting of Shareholders held on May 13, 2025, are available for inspection by e-mailing [email protected]. But in order to expedite the business of this meeting, we will dispense with reading them and take them as read and adopted. We will run through each of the items on the agenda, responding to questions on that item of business while it is before the meeting. I now declare the polls open on all resolutions. The first item of business is the election of directors. As stated in the 2026 management information circular accompanying the notice of this meeting, it is proposed that 10 persons be nominated as directors at this meeting to hold office until the next annual meeting or until their respective successors are elected or appointed. As mentioned, I've taken the liberty of asking certain shareholders to make the motions for the election of directors and other motions today. Could I please have a nomination for the election of directors?

My name is Naomi Jewers, and I'm a shareholder of High Liner Foods. Mr. Chair, I nominate the following people individually as directors of the company to hold office until the 2027 Annual General Meeting or until their respective successors are elected or appointed: Scott Brison, Joan Chow, Robert Dexter, Andrew Hennigar, David Hennigar, Paul Jewer, Pamela Kohn, Jolene Mahody, Andy Miller, Robert Pace.

Mr. Chair, I am Peggy Falkenham-Boutilier, a shareholder of High Liner Foods, and I second the motion.

James, were there any questions with respect to this motion?

No, Robert. There are no questions with respect to this motion.

Thank you. I declare the nominations closed. Please cast your votes. The second item of business is the appointment of auditors. It is proposed that PricewaterhouseCoopers LLP be appointed as auditors of the company to hold office until the next Annual General Meeting of Shareholders and that the Board of Directors be authorized to fix their remuneration.

My name is Peggy Falkenham-Boutilier, and I'm a shareholder of High Liner Foods. Mr. Chair, I move that the firm of PricewaterhouseCoopers LLP be appointed as auditors of the company until the close of the next Annual General Meeting and that the Board of Directors be authorized to fix their remuneration.

Mr. Chair, I am [indiscernible], shareholder of High Liner Foods, and I second the motion.

James, are there any questions with respect to this motion?

No, Robert, there are no questions with respect to this motion.

Thank you. I declare the motion closed. Please cast your votes. The third item of business deals with the advisory resolution to accept the company's approach to executive compensation as described in the 2026 Management Information Circular. The Board of Directors recommends that shareholders vote for the resolution approving the advisory resolution. I will now ask for a motion.

My name is [ Neil McDew ], a shareholder of High Liner Foods. I move that on an advisory basis not to diminish the role and responsibilities of the Board of Directors, the shareholders accept the approach to executive compensation disclosed in the 2026 Management Information Circular this Annual General Meeting of Shareholders.

Mr. Chair, I am Peggy Falkenham-Boutilier, a shareholder of High Liner Foods, and I second the motion.

James, are there any questions with respect to this motion?

No, Robert, there are no questions with respect to this motion.

Thank you. I declare the motion closed. Please cast your votes. For those of you who have not voted on all the resolutions, please do so now as I will close the polls in about 1 minute. [Voting]

The polls are now closed. The last item of business is the submission of the financial statements of the company. The consolidated financial statements of the company for 2025, together with the auditor's report and the accompanying management discussion and analysis was mailed to shareholders of the company who requested a copy. These documents are available for download on our website at highlinerfoods.com in the Investor Center. There is no formal action or resolution required with regards to this item of business. I would like to thank you all for taking the time to participate in the formal business of the company. Having confirmed with our scrutineers based on votes cast electronically in advance of the meeting and today, I declare the following results. The following directors nominated in the 2026 Management Information Circular were appointed by shareholders and are duly elected directors of the company until the 2027 Annual General Meeting or until their respective successors are elected or appointed: Scott Brison, Joan Chow, Robert Dexter, Andrew Hennigar, David Hennigar, Paul Jewer, Pamela Kohn, Jolene Mahody, Andy Miller, Robert Pace. Ladies and gentlemen, your Board of Directors. As well, PricewaterhouseCoopers LLP was appointed as auditors of the company and the Board of Directors was authorized to fix their remuneration. And finally, the shareholders have voted to accept the approach to executive compensation disclosed in the 2026 Management Information Circular delivered in advance of the 2026 Annual General Meeting of Shareholders. A detailed report on the number of votes cast for and against the resolutions will be published as soon as available. James, are there any questions or other items of business to bring before the meeting?

No, Robert. There are no further questions or items of business to bring before the meeting.

Hearing none, that brings us to the close of the official business to be conducted at this meeting. I would like to take a moment to recognize and extend our sincere appreciation to Shelly Jamieson and Frank Van Schaayk, both of whom did not stand for reelection to the Board. Ms. Jamieson, who has served as director since 2012; and Mr. Van Schaayk, who has served as director since 2014 have each made significant and lasting contributions to High Liner Foods governance and strategic direction. On behalf of the Board of Directors and management, we offer our utmost thanks for their dedication, leadership and commitment to the company's success. I would now ask for a motion to close the formal part of this meeting.

My name is Peggy Falkenham-Boutilier, and I am a shareholder of High Liner Foods. Mr. Chair, I move that we conclude the formal part of the 2026 Annual General Meeting of Shareholders.

Mr. Chair, I am Naomi Jewers, a shareholder of High Liner Foods, and I second the motion.

I declare the formal business of the meeting closed. We will now be pleased to hear from Paul Jewer, who will deliver this year's annual address to shareholders, followed by a question-and-answer period before closing the meeting. Paul, please go ahead.

Hello, everyone, and thank you for joining us for our 2026 AGM. I want to first take a moment to thank Robert Pace and our Board of Directors for your ongoing commitment to High Liner Foods and your leadership over the past year. I am proud of the work we have done together and energized about the long-term future of our company as a leader in the frozen seafood industry. As Robert mentioned, High Liner Foods is resilient. We have a long history of adapting to changing environments, addressing challenges and coming through them stronger and more successful over the long term. This resilience would not be possible without the hard work of our dedicated team members across the globe who continue to put the customer first and deliver high-quality premium seafood products every day. Our purpose of reimagining seafood to nourish life was at the heart of our decision-making throughout fiscal 2025 and will continue to be as we move forward. This past year, we navigated continuing macroeconomic and geopolitical changes impacting not only our business, but those of our partners, customers and consumers, including tariffs, inflation and increased cost of raw materials. Amongst these headwinds, we remain steadfast in our efforts to mitigate the impacts of external factors through targeted price, promotion and cost-saving actions while continuing to deliver value to our customers through product innovation, strategic acquisitions and investments. I'd like to dive a little deeper into the work and achievements made this past year across these key areas of focus. In our second quarter, we closed the acquisition of Mrs. Paul's and Van de Kamp's, 2 leading brands from Conagra. This acquisition continues to present a tremendous opportunity, not only from a growth, product diversification and increased market share perspective, but also in helping to secure existing volume and to benefit from cost and margin synergies over time. With this acquisition, we not only gained 2 highly sought-after brands that complement our existing portfolio, but we also gained the added benefit of new and deeper customer relationships and distribution across U.S. retail. As you know, in 2024, we made initial strategic investments in 2 leading aquaculture companies, Norcod, AS and Andfjord Salmon. We believe in the long-term benefits of responsible aquaculture as it helps meet growing seafood demand while reducing pressure on wild fisheries. When done right, it supports food security, innovation and healthier oceans today and for the future. In 2025, we completed incremental investments in Norcod and Andfjord. Our investments in ownership stake in these companies that are leading the way in aquaculture fuel our long-term growth strategy and further position us to capitalize on the growing demand for seafood as a healthy source of protein. Our collaboration with Norcod has led to an exciting new product line, which I will speak to shortly. I've previously said that innovation paves the way for growth, inspiring more people to discover and enjoy the benefits of sustainable seafood, and I truly believe that. Innovation is a critical growth lever for us and an area we have been putting a great deal of focus on. We've been building up our R&D capabilities to continue developing innovations with our current brands, while also working toward expanding into new areas of the market. Our innovative fully cooked product line launched in January 2026 introduced us to a largely untapped market for frozen seafood in North America and addressed one of the main obstacles to seafood consumption, convenience. These products are an ideal choice for convenience store operators and institutional foodservice customers while also positioning us for future opportunities in quick-serve restaurants, making it easier to add seafood to menus. In today's value-driven market, this allows consumers to get more of what they want without compromising on health or quality. Overall, these innovations reflect our broader focus on creating convenient, high-quality solutions that support foodservice operators across channels they respond -- channels that respond to evolving consumer expectations around value and ease. Innovation through strategic brand partnerships is another area of focus for our business. Last year, we developed 2 new Sea Cuisine products in partnership with the iconic Guinness brand, which have received a positive response since launching in early 2026. Partnerships like these have the ability to attract new consumer audiences through partner brand recognition, and we are excited for the continued success of this new innovation as we expand distribution across retailers. I hinted to a new line of Norcod products earlier when touching on our strategic investment and stake in Norcod. We are introducing Norcod Snow Cod as a premium food service offering in North America. This is still in early stages. However, to date, customer engagements have been positive, and we look forward to continuing to scale this launch throughout the year. Our innovation pipeline and the expansion of our offerings position us for continued resilience and long-term success, and I look forward to sharing more with you throughout the months ahead. I began today by addressing the continued complex environment we are navigating as we work to offset the ongoing impact of tariffs and rising cost of raw materials. While we continue to manage these headwinds, we are taking the right actions for the business through continuous improvement initiatives across our supply chain, investing in plant automation to solve existing inefficiencies, prudent cost control, strategic promotions to support demand and ongoing negotiations on pricing with our customers and suppliers. As part of these broader efforts, we also recently announced our decision to undergo some organizational changes to further align our cost structure with market conditions. As Robert mentioned earlier, we concluded the year with positive top line growth and gained market share despite the challenging macroeconomic backdrop. While margins remain constrained, we are advancing initiatives to improve our profitability and leveraging the diversity of our portfolio across species and channels to mitigate headwinds. While current conditions have impacted our gross profit through the mitigation efforts I've spoken to, including our disciplined cost management and sensible approach to capital allocation, I am confident in our ability to deliver long-term shareholder value. With a decrease in gross profit as a result of higher raw material costs and tariffs, we did also see our adjusted EBITDA decrease in fiscal 2025. While these results are not the outcome we intended for 2025, we know that we have the right approach and plans in place to address this going forward. In Q4, we also completed an oversubscribed $60 million incremental addition to our Term Loan B and a 5-year extension of our asset-based revolving credit facility. This transaction signals strong confidence in our long-term strategy and further strengthens our financial flexibility and balance sheet to generate long-term shareholder value. Before I open the opportunity for questions, I'd like to share a few thoughts on our future. We see a significant opportunity for expansion in the frozen seafood category as consumers continue to look for healthy, high-protein options, both at home and when dining out. With the recently updated U.S. dietary guidelines and the prominence of GLP-1s, seafood is becoming more top of mind for consumers as they consider putting greater emphasis on consuming protein. We also anticipate consumers continuing to prioritize value in 2026, and we have and will continue to develop the right balance of offerings to meet today's consumer interests. As a leader in the frozen seafood category, we will seize the growth opportunities ahead of us, reimagining seafood for consumers across North America and enabling a scalable platform for long-term value creation. As we enter our 127th year in operation, I know that we will weather the current headwinds just as we have for over the last century with the resilience and adaptability that High Liner is known for. On behalf of myself and the executive leadership team, I'd like to thank you for your continued support of High Liner Foods. We value your loyalty to the business, and we look forward to driving long-term value for our shareholders. With that, I will move now to our question-and-answer period. At this time, we would now like to open the floor for any general business questions from shareholders. As a reminder, shareholders can submit questions in person using the virtual online platform or through the toll-free conference call line. I will pause for a moment to allow questions to come through. James, are there any questions?

There are no questions from our shareholders, Paul.

Thank you, James. Before concluding today's meeting, I would like to remind listeners that our Q1 2026 conference call will be held tomorrow, Wednesday, May 14, 2026, at 10:00 a.m. Eastern Time. If you are interested in joining this call, you can find more information on our website at highlinerfoods.com. Please stay safe and well. Thank you, and enjoy the rest of your day.