HF Foods Group Announces Acquisition of Searay and Morgan for CAD$47.9M

What Happened HF Foods Group Inc. announced on July 17, 2026 that it entered into a Securities Purchase Agreement to acquire 100% of Searay Foods Inc. and Morgan Foods from the sellers. The aggregate base purchase price is CAD$47,921,740 (five times a baseline Adjusted EBITDA of CAD$9,556,348, plus CAD$140,000), to be paid as CAD$38,365,392 in cash (subject to customary post-closing adjustments) and 1,701,871 shares of HF Foods common stock to be deposited in escrow. The sellers may also receive contingent earnout payments based on EBITDA targets over a two- to three-year period. Closing is expected after customary conditions and regulatory approvals, and no later than August 31, 2026. HF Foods has also entered employment agreements with certain key employees of the acquired businesses.

Key Details

• Agreement signed: July 17, 2026; press release issued July 23, 2026.
• Purchase price: CAD$47,921,740 (based on baseline Adjusted EBITDA of CAD$9,556,348).
• Consideration: CAD$38,365,392 cash + 1,701,871 common shares held in escrow.
• Additional: Contingent earnouts tied to EBITDA performance over 2–3 years.
• Closing deadline: no later than August 31, 2026; subject to regulatory approvals and customary closing conditions.
• Post-closing: Searay Foods and Morgan Foods will become wholly owned subsidiaries; key employees signed employment agreements.

Why It Matters This is a material acquisition for HF Foods that adds two Canadian food businesses as wholly owned subsidiaries and uses a mix of cash and stock plus performance-based earnouts. For investors, the deal affects HF Foods’ cash outlay, potential share dilution (1.7M shares escrowed), and future earnings depending on the acquired companies’ performance against earnout targets. The timing and completion depend on regulatory approvals and customary closing conditions, with a firm outside date of August 31, 2026.