Expiry of Offer Period - Offer Successful
NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES OF AMERICA, SOUTH
AFRICA, CANADA, AUSTRALIA OR JAPAN
1 October 2010 - Reference is made to the offer
document dated 27 July 2010 (the "Offer Document")
from BW Offshore Limited ("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. Reference is further made to the
information memorandum and supplemental document
dated 16 September 2010 (the "Supplemental Document")
and previous announcements issued in connection with
the Offer.
The acceptance period for the Offer (the "Offer
Period") expired on 30 September 2010 at 17:30 CET.
Upon the expiry of the Offer Period, BW Offshore had
received acceptances for approx. 178.8 million shares
(70.1%) in the Offer. Together with the 60,932,990
shares (23.9%) in Prosafe Production that BW Offshore
directly and indirectly owned prior to the Offer, BW
Offshore will directly or indirectly own approx.
239.7 million shares, corresponding to 93.9% of the
total number of issued shares in Prosafe Production
upon completion of the Offer. Please note that the
number of acceptances under the Offer may be altered
due to possible corrections and changes following
registration with the VPS.
BW Euroholdings Limited has accepted the Offer for
its 15,332,280 shares (6.0%) in Prosafe Production.
BW Euroholdings Limited is a wholly owned subsidiary
of BW Group Limited, the parent company of BW
Offshore.
As detailed in the Offer Document, the completion of
the Offer is subject to a number of conditions. The
Board of BW Offshore has resolved to declare the
Offer unconditional, and BW Offshore will accordingly
complete the Offer.
Settlement under the Offer will be completed within
two weeks following expiry of the Offer Period. BW
Offshore intends to conduct a compulsory acquisition
of the remaining shares in Prosafe Production in due
course following settlement.
For further information, please contact:
Carl K. Arnet, CEO, +65 9630 3290
Knut R. Sæthre, CFO, +47 9111 7876
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.