Hamilton, Bermuda, July 1, 2025 -- Golar LNG Limited (the "Company") (NASDAQ:
GLNG) announced today the closing of its previously announced offering of 2.75%
Convertible Senior Notes due 2030 (the "Notes"), in a private placement to
qualified institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended (the "Securities Act"). The Company sold $575 million aggregate
principal amount of the Notes, including $75 million aggregate principal amount
of the Notes sold pursuant to the initial purchasers' exercise in full of their
30-day option to purchase additional Notes in connection with the offering.
The Notes are senior, unsecured obligations of the Company, bear interest at a
rate of 2.75% per annum, are payable semi-annually in arrears on June 15 and
December 15 of each year, beginning on December 15, 2025, mature on December
15, 2030, and are convertible into the Company's common shares, cash, or a
combination of shares and cash, at the Company's election. The conversion rate
for the Notes initially equals 17.3834 common shares per $1,000 principal amount
of the Notes, which is equivalent to an initial conversion price of
approximately $57.53 per common share, representing an initial conversion
premium of approximately 40% over the closing price of the Company's common
shares of $41.09 on June 25, 2025, and is subject to adjustment upon the
occurrence of certain events.
The Company used a portion of the net proceeds from the sale of the Notes to
repurchase 2.5 million of the Company's common shares in connection with the
offering of the Notes and intends to cancel these shares, reducing the total
outstanding share count to 102.3 million shares. The Company plans to use the
remaining net proceeds for general corporate purposes, which may include, among
other things, future growth investments including a contemplated fourth FLNG
unit, MKII FLNG conversion costs, FLNG Hilli redeployment costs, repaying
indebtedness, and funding working capital and capital expenditures.
IMPORTANT INFORMATION
This press release does not constitute an offer to sell or the solicitation of
an offer to buy the Notes, nor shall there be any sale of the Notes in any
jurisdiction in which, or to any person to whom, such an offer, solicitation or
sale would be unlawful. Any offer of the Notes will be made only by means of a
private offering memorandum.
The Notes and the shares of common stock issuable upon conversion of the Notes
have not been, and will not be, registered under the Securities Act or the
securities laws of any other jurisdiction and may not be offered or sold absent
registration or an applicable exemption from registration requirements under the
Securities Act and applicable state securities laws.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements (as defined in Section
21E of the Securities Exchange Act of 1934, as amended) which reflect
management's current expectations, estimates and projections about its
operations. All statements, other than statements of historical facts, that
address activities and events that will, should, could or may occur in the
future are forward-looking statements. Words such as "will," "may," "could,"
"should," "would," "expect," "plan," "anticipate," "intend," "forecast,"
"believe," "estimate," "predict," "propose," "potential," "continue," "subject
to" or the negative of these terms and similar expressions are intended to
identify such forward-looking statements and include statements related to the
offering of the Notes, the terms and conditions, the intended use of proceeds
and other non-historical matters.
These statements are not guarantees of future performance and are subject to
certain risks, uncertainties and other factors, some of which are beyond our
control and are difficult to predict and which could cause actual outcomes and
results to differ materially from what is expressed or forecasted in such
forward-looking statements. Such risks include risks relating to the actual use
of proceeds and other risks described in our most recent annual report on Form
20-F filed with the SEC. You should not place undue reliance on these forward-
looking statements, which speak only as of the date of this press release. Golar
LNG Limited undertakes no obligation to update publicly any forward-looking
statements whether as a result of new information, future events or otherwise,
unless required by applicable law.
Hamilton, Bermuda
July 1, 2025
Investor Questions: +44 207 063 7900
Karl Fredrik Staubo - CEO
Eduardo Maranhão - CFO
Stuart Buchanan - Head of Investor Relations
This information is subject to the disclosure requirements pursuant to Section
5-12 the Norwegian Securities Trading Act.
This announcement is not being made in and copies of it may not be distributed
or sent into any jurisdiction in which the publication, distribution or release
would be unlawful.