(Bermuda, January 18, 2007) BW Offshore Limited has today been given an option to acquire 39 675 905 shares in Prosafe ASA at NOK 86. If exercised, the option brings BW Offshore Limited to a total Prosafe ASA shareholding of 51,932,990 shares, constituting 22.6% of the shares and votes in Prosafe ASA.
BW Offshore Limited (BW Offshore) today announces that the company has attained an option to acquire 39,675,905 shares in Prosafe ASA (Prosafe) at NOK 86. The option has been given to BW Offshore without any consideration paid from BW Offshore. BW Euroholdings Limited is the counterparty in the option agreement. The option expires on 30 June 2007. If exercised, BW Offshore will finance the transaction by issuing shares to BW Euroholdings Limited at a price of between NOK 26 - NOK 28 per share. The only condition in the option agreement is related to a change of control provision.
The agreement entered into today gives BW Offshore an option to acquire another large block of shares at NOK 86 per Prosafe share, while financing such a share purchase at a BW Offshore share price of minimum NOK 26.
Andreas Sohmen-Pao comments: "We are granting this option for a number of reasons. Firstly, we think it is reasonable to give BW Offshore access to all of the group's Prosafe shares as BW Offshore is BW's vehicle in the FPSO industry. We want to align our interests with the other BW Offshore shareholders and make sure they share in any potential upside in the Prosafe share price. We have noted that significant Prosafe shareholders have sold their Prosafe shares and subscribed for BW Offshore shares at a certain level. As the largest shareholder in both BW Offshore and Prosafe, with similar amounts invested in each company, we also believe that this ratio fairly reflects relative values in the two companies, while acknowledging that the prices of both companies may rise considerably above NOK86 and NOK26-28."
For further information, please contact:
Svein Moxnes Harfjeld, CEO BW Offshore AS +47 41 40 48 86
Andreas Sohmen-Pao, Deputy Chairman BW Offshore Limited +65 96 69 15 09