Mainstay Maritime Announces Agreement to Sell Canadian Operating Companies and Fleet to Algoma Central Corporation

Executive Summary

• Mainstay Maritime Inc. has entered into a definitive agreement to sell its three Canadian operating companies (collectively "Lower Lakes") and a fleet of six Canadian-flagged vessels to Algoma Central Corporation.
• The transaction will allow Mainstay to divest Canadian operations and deepen its strategic focus on core U.S. Jones Act shipping, while Algoma will expand its Canadian dry-bulk fleet and service footprint.
• The deal is subject to customary closing conditions and is expected to close in Q1 2026.

Key Details

• Transaction Structure: Definitive agreement for the sale of Canadian operating companies and associated fleet.
• Seller: Mainstay Maritime Inc. (formerly Rand Logistics, Inc.)
• Buyer: Algoma Central Corporation (TSX: ALC)
• Assets Transferred: Three Canadian operating companies (collectively "Lower Lakes") and six Canadian-flagged vessels.
• Vessel Names: Kaministiqua, Manitoulin, Robert S. Pierson, Saginaw, Michipicoten, and Valo.
• Strategic Rationale: Mainstay to sharpen focus on the U.S. Jones Act market and increase reinvestment in its U.S.-flagged fleet; Algoma to grow its Canadian dry-bulk fleet and enhance Great Lakes-St. Lawrence Seaway service capabilities.
• Closing Timeline: Expected to close in Q1 2026, subject to customary closing conditions.
• Advisors: Stikeman Elliott LLP (legal counsel for Mainstay), AMA Capital Partners (financial advisor for Mainstay), Borden Ladner Gervais LLP (legal counsel for Algoma).
• Fleet Context: Mainstay currently operates a total of 26 vessels under the U.S. Jones Act, including one conventional bulk carrier, 19 self-unloading bulk carriers, and seven bulk specialty and liquid vessels.

Notable Quotes

• Greg Binion, CEO of Mainstay Maritime: "For Mainstay, this transaction represents a natural step in Mainstay's evolution for the long-term benefit of all our constituencies - allowing us to sharpen our focus on the U.S. Jones Act market, increase our reinvestment in our U.S. Flagged fleet, and position the Company to meet the growing needs of our customers."
• Gregg Ruhl, President & CEO at Algoma: "Algoma is pleased to grow our Canadian dry-bulk fleet with the addition of Lower Lakes' vessels and experienced team... we intend to maintain the highest level of safety and respect as we welcome the Lower Lakes team into the Bear Family."