NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES OF AMERICA, SOUTH
AFRICA, CANADA, AUSTRALIA OR JAPAN
Supplemental Document
16 September 2010 - Reference is made to BW Offshore
Limited's ("BW Offshore") stock exchange notice of 13
September 2010 regarding BW Offshore Cyprus Ltd's
agreement to sell all of its shares in its subsidiary
APL (Advanced Production & Loading) Plc to National
Oilwell Varco Norway AS (the "APL Transaction") and
the offer document dated 27 July 2010 (the "Offer
Document") from BW Offshore regarding the voluntary
exchange offer (the "Offer") for all of the issued
and outstanding shares of Prosafe Production Public
Limited ("Prosafe Production") not currently owned,
directly or indirectly, by BW Offshore, as well as to
the stock exchange notice of 16 September 2010
regarding the adjustment of the Offer and extension
of the acceptance period in the Offer (the "Offer
Period").
Further to the said announcements, BW Offshore has
prepared an information memorandum and supplemental
document (the "Supplemental Document"), which has
been reviewed by Oslo Børs in accordance with Section
3.5 of Oslo Børs' Continuing Obligations and by the
Financial Supervisory Authority of Norway in
accordance with Section 7-15 cf. Sections 7-4 no 6
and 7-5 no 7 of the Norwegian Securities Trading Act.
The adjusted consideration in the Offer is 1.2 shares
in BW Offshore plus NOK 3.00 in cash for each share
in Prosafe Production, and the Offer Period has been
extended to 30 September 2010 at 17:30 hours (CET).
Investors having accepted the Offer prior to
publishing of the Supplemental Document shall have
the right to withdraw their acceptance within two
business days following the date of the publishing of
the Supplemental Document, i.e. within 20 September
2010 at 17:30 hours (CET), cf. Section 7-21, sub-
section 2 of the Norwegian Securities Trading Act. In
order to exercise such right, investors must deliver
their withdrawal to Carnegie ASA by mail, fax or by
hand within the said deadline to Carnegie ASA,
Stranden 1, Aker Brygge, P.O.Box 684 Sentrum, N-0106
Oslo, Norway (fax number +47 22 00 99 60). Investors
that have accepted the Offer before the publishing of
the Supplemental Document, and who do not withdraw
their acceptances, will be deemed to have accepted
the adjusted offer and will not be required to return
a new acceptance form.
The Supplemental Document is available, subject to
restrictions under applicable securities laws, at the
website of BW Offshore, www.bwoffshore.com, and the
website of Carnegie, www.carnegie.no. Further, the
Supplemental Document will, subject to restrictions
under applicable securities laws, be sent to the
shareholders of Prosafe Production.
For further information, please contact:
Carl K. Arnet, CEO BW Offshore, +65 9630 3290
Knut R. Sæthre, CFO BW Offshore, +47 9111 7876
About BW Offshore
BW Offshore is one of the world's leading FPSO
contractors and a market leader within advanced
offshore loading and production systems to the oil
and gas industry. BW Offshore has more than 25 years'
experience and has successfully delivered 14 FPSO
projects and 50 turrets and offshore terminals. BW
Offshore's technology division APL has delivered
solutions for production vessels, storage vessels and
tankers in a wide range of field developments.
Adapting through competence, in-house technology,
solid project execution and operational excellence,
BW Offshore ensures that customer needs are met
through versatile solutions for offshore oil and gas
projects. BW Offshore has a global network with
offices in Europe, Asia Pacific, West Africa and the
Americas. BW Offshore has 1,100 employees and is
listed on the Oslo Stock Exchange. For more
information, please visit www.bwoffshore.com and
www.apl.no.
This information is subject to the disclosure
requirements pursuant to Section 5-12 of the
Norwegian Securities Trading Act.
This announcement is not an offer for sale of any
securities in the United States. Securities may not
be offered or sold in the United States absent
registration or an exemption from registration under
the U.S. Securities Act. BW Offshore has not
registered and does not intend to register any
portion of any offering of shares in the United
States or to conduct a public offering of any
securities in the United States.