NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, OR JAPAN.
Breda, the Netherlands, 2 December 2009. Reference is made to the announcement by Dockwise Ltd. on 19 October 2009 regarding an equity raising of between USD 220 million and USD 250 million through a directed placement of up to 172,310,113 new common shares and a subsequent offering of up to 86,328,233 new common shares, and the prospectus dated 4 November 2009. Reference is also made to the announcement on 27 November 2009 with the final results of the subsequent offering and allocation of shares to new investors in the directed placement, stating that 84,707,431 new common shares were allocated to subscribers in the subsequent offering and 60,681,660 new common shares were allocated to the new investors in the directed placement.
The 60,681,660 new common shares subscribed for by and allocated to HAL Investments, Sankaty Advisors and Project Holland Fund in the directed placement and 84,433,338 new common shares in the subsequent offering have now been paid, issued and registered with Dockwise Ltd.’s shareholder register on Bermuda and delivered to the investors. Dockwise Ltd. confirms that these shares are validly and legally issued, fully paid up and properly registered with the relevant register or equivalent body. Dockwise Ltd. has registered, but not yet received payment for, the remaining 274,093 new common shares in the subsequent offering, and the delivery of these shares will be made on an ongoing basis as payment is received. Further announcements in this respect will be made pursuant to applicable rules.
Following the share issuance noted above, the new issued and fully paid share capital of Dockwise Ltd. is USD 412,603,356, divided on 412,603,356 common shares, which is expected to represent an issued share capital of approximately USD 103,150,000 divided on 20,630,000 common shares, each with a par value of USD 5, following the capital reduction and the settlement of the 20:1 share consolidation (or reverse stock split) that become effective today. A notice with the final new share capital and number of new shares will be issued on 7 December 2009.
Fons van Lith +31 76 5484116/+31 651 314 952
This information is subject to the disclosure requirements according to Section 5-12 of the Norwegian Securities Trading Act.
This information is not an offer of securities for sale in or into the United States, Australia, Canada or Japan. The securities have not been and will not be registered under the US Securities Act of 1933, as amended, (“US Securities Act”) and may not be offered or sold in the United States unless registered under the US Securities Act or sold in a transaction exempt from registration. There will be no public offer of the securities in the United States.
This announcement is being distributed in the UK only to, and is directed only at persons who are (i) investment professionals as defined in Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (“the Promotion Order”) who are persons having professional experience in matters relating to investments, (ii) high net worth companies, unincorporated associations and others falling within Article 49 of the Promotion Order or (iii) persons to whom this announcement may otherwise lawfully be distributed without being accompanied by any further statements and/or warnings as may be required by the Promotion Order (all such persons together being referred to as “relevant persons”) and accordingly is exempt from the general restriction on communications in section 21 of the Financial Services and Markets Act 2000 and, as a result of such exemptions, has not been approved by an authorised person as required by such section. Any person who (i) does not have professional experience in matters relating to investments; (ii) is not a relevant person; or (iii) has any doubt about as to whether they are an investment professional, a high net worth company or unincorporated association, or other person to whom this announcement may be lawfully distributed without it being accompanied by any further statements or warnings and/or the investment to which this announcement relates must not rely on or act upon the contents of this announcement unless, with respect to (iii) only, they take professional advice that confirms that they fall within one of those categories. Dockwise Ltd. has only communicated or caused to be communicated invitations or inducements to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of the shares in circumstances in which Section 21(1) of the Financial Services and Markets Act 2000 does not apply. Any investment or investment activity to which this announcement relates is available in the United Kingdom only to relevant persons and will be engaged in only with such persons.
About Dockwise Ltd / Dockwise Group
Dockwise Ltd., a Bermuda incorporated, has a workforce of more than 1200 people both offshore and onshore. The company is the leading marine contractor providing total transport services to the offshore, onshore and yachting industries as well as installation services of extremely heavy offshore platforms. The Group is headquartered in Breda, The Netherlands. The Group’s main commercial offices are located in The Netherlands, the United States, China, Korea, Australia, Brasil, Moscow, Singapore and Nigeria. The Dockwise Yacht Transport business unit is headquartered in Fort Lauderdale and has an office in Italy. The Dockwise Shipping network is supported by agents in Japan, Singapore, Spain, Norway, Argentina and Italy.
To support all of its services to customers, the group also has three additional engineering centers in Houston, Breda and Shenzhen, manufactures specific motion reduction equipment such as LMU (Leg Mating Units) and DMU (Deck Mating Units) and owns a fleet of 20 purpose built semi-submersible vessels.
Dockwise shares are listed on the Oslo Stock Exchange under ticker DOCK.
For further information: www.dockwise.com