Notice regarding Voluntary Exchange Offer
(Thomson Reuters ONE) -
NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN
30 June 2010 - Reference is made to the stock exchange notice (the "Notice")
from BW Offshore Limited ("BW Offshore" or "BWO") of 21 June 2010 regarding an
intention to make a voluntary exchange offer (the "Offer") for all of the shares
of Prosafe Production Public Limited ("Prosafe Production") not currently owned
by BW Offshore.
As further detailed in the Notice, the consideration of 1.2 BWO shares and NOK
5.25 in cash per Prosafe Production share is conditional upon the sale by
Prosafe Production of its Turret Business (on conditions as announced by Prosafe
Production in its stock exchange notice of 22 March 2010) being completed no
later than two Norwegian business days prior to expiry of the acceptance period
for the Offer. If this condition is not met, then the consideration in the Offer
will be 1.2 BWO shares and NOK 2.0 in cash per Prosafe Production share.
According to a stock exchange notice from Prosafe Production today, 30 June
2010, the Letter of Intent to sell the Turret Business has been extended until
after the Offer has been concluded and the future ownership structure of Prosafe
Production has been clarified.
The effect of this extension will be that the Offer consideration is reduced to
1.2 BWO shares and NOK 2.0 in cash per Prosafe Production share and it will
thereby not be possible for the shareholders of Prosafe Production to get the
benefit of possible excess value stemming from a sale of the Turret Business as
contemplated by the higher consideration of 1.2 BWO shares and NOK 5.25 in cash
in the Offer.
Due to these circumstances, BW Offshore is considering whether to withdraw the
intended Offer if this helps facilitate a swift closing of the sale of the
Turret Business by Prosafe Production for the benefit of all shareholders.
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 according 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 Limited 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.
[HUG#1428666]
This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients.
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.
All reproduction for further distribution is prohibited.
Source: BW Offshore via Thomson Reuters ONE
Unternehmensinformation / Kurzprofil:
Datum: 30.06.2010 - 16:15 Uhr
Sprache: Deutsch
News-ID 23268
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contact information:
Town:
Oslo
Kategorie:
Business News
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"Notice regarding Voluntary Exchange Offer"
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