Please find attached the DOF ASA Annual Report 2019. The Annual Report and the
Sustainability Report 2019 are available on the company's web site www.dof.com.
For further information, please contact:
CEO Mons S. Aase, +47 91 66 10 12
CFO Hilde Drønen, +47 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
ANNUAL REPORT DOF ASA
April 30, 2020
Helge Møgster går ut av styret i DOF ASA etter den forestående ordinære
generalforsamlingen, etter 18 år i rollen. Han går også av som styreleder i
datterselskapet DOF Subsea AS. Det vil bli foreslått for generalforsamlingen i
begge selskaper at Hans Olav Lindal erstatter Helge Møgster som styreleder i de
to selskapene. Konsernet går nå inn i en periode med svært arbeidskrevende
prosesser i forbindelse med refinansieringen av konsernet, som vil stille andre
og store krav til styret og ledelsen. Lindal besitter en type kompetanse og
erfaring som svarer godt til disse utfordringene, og det anses derfor å være til
det beste for selskapet og aksjonærene at han leder styret i denne fasen.
Møgster vil fortsatt være tungt engasjert i selskapet og vil konsentrere sin
innsats fremover om sin eierrolle.
For ytterligere informasjon:
Mons S. Aase, CEO, Tlf: 91 66 10 12
Hilde Drønen, CFO, Tlf: 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
Oppdatering - forslag om styreendring
April 24, 2020
Helge Møgster has announced that he will be resigning from the Board of
Directors in DOF ASA following the upcoming ordinary General Meeting, after 18
years in the role as chairman. He will also resign as chairman in DOF Subsea AS.
It will be proposed to the general meeting of both DOF ASA and DOF Subsea AS
that Hans Olav Lindal replaces Helge Møgster as chairman of the two companies.
The Group will be facing a very challenging period going forward, with extensive
and comprehensive processes related to the refinancing of the Group. This will
be demanding for the Board of Directors and the management, and will involve
other and extensive requirements. Lindal has extensive experience and competence
corresponding well to these challenges, and it is considered to be in the best
interests of the company and shareholders that he will be leading the Board of
Directors through this phase. Møgster will still be heavily engaged in the
company, and will focus his efforts on his ownership role.
For further information please contact:
Mons S. Aase, CEO, Tel: +47 91 66 10 12
Hilde Drønen, CFO, Tel: + 47 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
Update - Proposed changes to the Board
April 24, 2020
The Board of Directors has today approved the Annual Report 2019 and the
Sustainability Report 2019. Compared to 4[th ]quarter financial report published
on 21[st ]of February, main part of the DOF Group's long term debt has been
reclassified as short term debt.
The General Meeting is scheduled for Thursday 28[th] of May 2020 at Storebø in
accordance with the financial calendar. Notice of General Meeting and the agenda
with attachments will be published through Oslo Børs and www.dof.com.
Notice of General Meeting will also be sent by post to the shareholders.
Helge Møgster has announced that he will resign as Chairman of the Board in DOF
ASA. The nomination committee has proposed Hans Olav Lindal as new Chairman of
the Board. The proposal will be put forward to the company`s shareholders in the
General Meeting on 28[th ]of May.
For further information please contact:
Mons S. Aase, CEO, Tel: +47 91 66 10 12
Hilde Drønen, CFO, Tel: + 47 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
Approval of the Annual Accounts 2019 and proposed changes to the Board
April 24, 2020
Result from bondholders' meetings Reference is made to the summons to
bondholders' meetings in DOFSUB07 (ISIN NO 001 0670144), DOFSUB08 (ISIN NO 001
078817.7) and DOFSUB09 (ISIN NO 001 083681.0) issued dated 3 April 2020 and the
addendum to the summons issued 21 April 2021. The bondholders' meetings were
held today, and the proposed resolution received 99.06%, 98.40% and 100% of the
votes in DOFSUB07, DOFSUB08, and DOFSUB09 respectively. Approval of the proposal
set out in the summons required 2/3 majority in all three bonds, and the
proposal was consequently approved and this pre-condition for a continued
constructive dialogue between the DOF Group and its secured lenders and
bondholders is then satisfied. Please see the attached minutes from
bondholders' meetings.
Update on tender activities
There has been a sharp decline in the tender activities, with few new contract
opportunities and less projects to bid for. Due to the sharp decline in the oil
price, the oil companies have reduced their exploration activity substantially
and some have also started to reduce existing production. It must be expected
that the Group will continue to experience adverse consequences of the sharp
decline in the oil price, and the responses of the oil companies to such
decline. Several of the Group's vessels will finish their firm contract periods
during 2020, and if the challenging market continues most of these vessels could
move into lay-up.
On the positive side, DOF is pleased to announce that Equinor Energy has awarded
Skandi Vega a new contract. The vessel is owned by DOF Rederi. The duration of
the contract is 6 months firm, with up to 6 months option. Equinor has an option
to change the contract to a 2 or 3 year firm period within the next 4 months.
Skandi Vega has been on contract to Equinor since the delivery in 2010. The new
award is another sign of the quality provided by the crew and vessel.
Due to the developments after the announcement of the financial report of the
Group for the 4th quarter 2019, the expectations regarding EBITDA for 2020
expressed therein will no longer apply. It is currently too early to express any
view on the expected EBITDA for 2020 in light of the changed environment.
For further information, please contact:
CEO Mons Aase, tel. +47 91 66 10 12
CFO DOF Hilde Drønen tel. +47 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
DOF ASA AND DOF SUBSEA AS: RESULT FROM BONDHOLDERS' MEETINGS AND UPDATE ON TENDER ACTIVITIES
April 22, 2020
Reference is made to the summons to bondholders' meetings in DOFSUB07 (ISIN NO
001 0670144), DOFSUB08 (ISIN NO 001 078817.7) and DOFSUB09 (ISIN NO 001
083681.0) issued by DOF Subsea AS (the "Company") dated 3 April 2020, where the
Company requested, on the terms and subject to the limitations set forth in the
summons, that the bondholders' meetings approve, inter alia, a waiver from and
suspension of all payment obligations. The bondholders' meetings have been
scheduled for 22 April 2020 at 13.00 hours (Oslo time).
Following discussions between the Company and groups of bondholders in each of
the bond issues and their respective advisors, the Company wishes to make
certain amendments to the summons as set out in the attached addendum.
For further information, please contact:
CEO Mons Aase, tel. +47 91 66 10 12
CFO Hilde Drønen tel. +47 91 66 10 09
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
ADDENDUM TO BONDHOLDERS' SUMMONS
April 21, 2020
DOF Subsea AS ("DOF Subsea" or the "Company", and together with its subsidiaries
the "Group") has earlier requested and obtained approval for a new bond debt
structure, as part of a comprehensive refinancing (proposals 5 December 2019,
and revised proposal on 12 February 2020, together the "Original Refinancing
Proposal"). These approvals were conditional upon, amongst others, approvals
from secured lenders and the completion of a NOK 200 million equity raise within
30 April 2020.
As described in the press release on 27 March 2020 (available on
http://www.newsweb.oslobors.no/message/499850), the Company has, after the
bondholder approvals were obtained, been faced with significant negative market
developments not foreseen when the Original Refinancing Proposal was put
forward, including the effect of COVID-19, the sharp decline in oil prices, and
extreme currency fluctuations, which also have had a direct negative impact on
the Company's liquidity.
As a consequence of the sudden and significant uncertainties caused by these
recent developments, the ongoing refinancing of the Group will necessarily be
delayed and the Group has announced that it will continue its dialogue with the
banks and bondholders to secure a long term financing solution, which also must
be sufficiently robust after the recent developments.
In order to facilitate such continued dialogue, the Company today summons
bondholder meetings in the three bonds to approve a stand-still as further set
out in the attached summons (the "Proposal"). During the first part of this
period, the Company will seek to stabilize the situation (together with its
major lenders), and then reopen the dialogue with all stakeholders, including
secured lenders and bondholders.
The Company has engaged ABG Sundal Collier ASA and Pareto Securities AS as its
financial advisors with respect to the Proposal. Accordingly, Bondholders may
contact ABG Sundal Collier ASA at +47 22 01 61 66 or Pareto Securities AS Fixed
Income Sales at +47 22 87 87 70 for further information.
For further information, please contact:
CEO Mons Aase, tel. +47 91 66 10 12
CFO Hilde Drønen, tel. +47 91 66 10 09
IMPORTANT INFORMATION
This communication may not be published, distributed or transmitted in the
United States, Canada, Australia or Japan. These materials do not constitute an
offer of securities for sale or a solicitation of an offer to purchase
securities of DOF ASA or the Company in the United States, Norway or any other
jurisdiction. The securities of DOF ASA and the Company may not be offered or
sold in the United States absent registration or an exemption from registration
under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act").
The securities of DOF ASA and the Company have not been, and will not be,
registered under the U.S. Securities Act. Any sale in the United States of the
securities mentioned in this communication will be made solely to "qualified
institutional buyers" as defined in Rule 144A under the U.S. Securities Act and
to "major U.S. institutional investors" under SEC Rule 15a-6 to the United
States Exchange Act of 1934. No public offering of the securities will be made
in the United States. In any EEA Member State that has implemented the
Prospectus Directive, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Directive, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The expression "Prospectus
Directive" means Directive 2003/71/EC (and amendments thereto, including
Directive 2010/73/EU, to the extent implemented in any relevant Member State)
and includes any relevant implementing measure in the relevant Member State. In
the United Kingdom, this communication is only addressed to and is only directed
at Qualified Investors who (i) are investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling
within Article 49(2)(a) to (d) of the Order (high net worth companies,
unincorporated associations, etc.) (all such persons together being referred to
as "Relevant Persons"). These materials are directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this announcement relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so. Matters discussed in this announcement may constitute
forward-looking statements. Forward-looking statements are statements that are
not historical facts and may be identified by words such as "anticipate",
"believe", "continue", "estimate", "expect", "intends", "may", "should", "will"
and similar expressions. The forward-looking statements in this release are
based upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, these assumptions are inherently subject to significant
known and unknown risks, uncertainties, contingencies and other important
factors which are difficult or impossible to predict and are beyond its control.
Such risks, uncertainties, contingencies and other important factors could cause
actual events to differ materially from the expectations expressed or implied in
this release by such forward-looking statements. The information, opinions and
forward-looking statements contained in this announcement speak only as at its
date, and are subject to change without notice. This announcement is made by
and, and is the responsibility of, the Company. Pareto Securities AS and ABG
Sundal Collier (the "Managers") are acting exclusively for the Company and no
one else and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients, or for advice in
relation to the contents of this announcement or any of the matters referred to
herein. Neither the Managers nor any of their respective affiliates makes any
representation as to the accuracy or completeness of this announcement and none
of them accepts any responsibility for the contents of this announcement or any
matters referred to herein. This announcement is for information purposes only
and is not to be relied upon in substitution for the exercise of independent
judgment. It is not intended as investment advice and under no circumstances is
it to be used or considered as an offer to sell, or a solicitation of an offer
to buy any securities or a recommendation to buy or sell any securities of the
Company or DOF ASA. Neither the Managers nor any of their respective affiliates
accepts any liability arising from the use of this announcement. Each of DOF
ASA, the Company, the Managers and their respective affiliates expressly
disclaims any obligation or undertaking to update, review or revise any
statement contained in this announcement whether as a result of new information,
future developments or otherwise. The distribution of this announcement and
other information may be restricted by law in certain jurisdictions. Persons
into whose possession this announcement or such other information should come
are required to inform themselves about and to observe any such restrictions.
This information is subject to the disclosure requirements pursuant to section 5
-12 of the Norwegian Securities Trading Act.
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
COMPANY UPDATE, REQUEST FOR STAND-STILL AND SUMMONS TO BONDHOLDERS' MEETINGS IN DOF SUBSEA AS
April 3, 2020
Financial calendar for DOF ASA
FINANCIAL YEAR 2019
30.04.2020 - Annual Report
FINANCIAL YEAR 2020
21.08.2020 - Half-yearly Report
28.05.2020 - Annual General Meeting
15.05.2020 - Quarterly Report - Q1
12.11.2020 - Quarterly Report - Q3
25.02.2021 - Quarterly Report - Q4
This information is published pursuant to the requirements set out in the
Continuing obligations.
Historical OSE Notices
Financial calendar
April 2, 2020
DOF ASA ("DOF") and DOF Subsea AS ("DOF Subsea" and together with DOF and their
respective subsidiaries the "Group") will below provide an update on the effects
of the recent extreme currency fluctuations (including the liquidity impact),
the sharp decline in the oil price and COVID-19 and an update on the ongoing
refinancing process described in previous announcements by the Group.
Currency effects and liquidity impact
The negative development in the exchange rate for NOK has had a material
negative impact on key financial figures of the Group, related to both
equity/solidity and liquidity. Future currency developments will necessarily
impact on these figures, but it is likely that the equity of the Group as of 31
March 2020 will be materially adversely affected by this development.
The negative developments in the exchange rates for NOK have resulted in a
currency loss in excess of NOK 200 million. Although the currency fluctuations
have caused overdrafts on certain of the cash pool accounts comprised by DOF
Subsea's Group Account Agreement, DOF Subsea has with the support from its
lenders obtained a consent to the relevant limits being exceeded and is
therefore not in default under these arrangements.
Preliminary effects of COVID-19 and the decline in the oil price
The Group has been able to continue normal operations of its vessels even if
replacement of crew has become, and is expected to become, increasingly
difficult due to COVID-19. However, there is a general increased risk in the
sector of postponements of offshore projects as a result of COVID-19 and the
decline in the oil price, which also could involve the Group`s vessels and
assets even if the Group so far, naturally only to a limited extent, has been
impacted by these events. It should therefore be expected that both COVID-19 and
the oil price development will have an adverse negative effect on the Group.
The sudden and extreme currency fluctuations have resulted in liquidity
challenges for the Group. The Group is in a close and constructive dialogue with
its banks in order to discuss alternatives to solve the liquidity situation of
the Group in the short and medium term as a result of the recent developments.
The Group has with the support of its lenders on very short notice already been
granted a credit facility by certain of its lenders in the amount of NOK 100
million to cover its immediate liquidity needs. As part of these discussions,
the parties are also discussing a new and larger credit facility to cover the
Groups short term liquidity needs, required waivers from certain of the Group's
covenants as of 31 March 2020, including both the equity and liquidity
covenants, as well as deferrals of interest payments and amortizations. The
Group has thereby in consultation with its secured lenders initiated a process
to take the necessary steps to seek to secure the required liquidity for the
Group.
Due to the nature and extent of the recent developments, it is currently
necessarily too early to conclude on all of the implications of such
developments, including the Group's ability to successfully secure the required
solutions with the banks and other creditors.
Refinancing update
The Group has previously announced that it expected to obtain an agreement with
the banks for the refinancing (in the form of an agreed term sheet) by the end
of Q1 2020. Such agreement was one of the conditions for the previously
announced amendments to the bond loans approved by the bondholders of DOF
Subsea.
As a consequence of the sudden and significant uncertainties caused by the
recent developments, the ongoing refinancing of the Group will necessarily be
delayed. The Group has, however, established a constructive dialogue with its
secured lenders with the objective to facilitate a continued financing of the
Group and continue its dialogue with the banks and bondholders to secure a long
term financing solution, which also must be sufficiently robust after the recent
developments.
It is, however, currently too early to assess the length of the delay and the
implications of these events on the refinancing process.
For further information, please contact:
CEO Mons Aase, tel. +47 91 66 10 12
CFO Hilde Drønen tel. +47 91 66 10 09
This information is subject of the disclosure requirements pursuant to section 5
-12 of the Norwegian Securities Trading Act.
With a multi-national workforce of about 3,500 personnel, DOF ASA is an
international group of companies which owns and operates a fleet of modern
offshore/subsea vessels, and engineering capacity to service both the offshore
and subsea market. With over 35 years in the offshore business, the group has a
strong position in terms of experience, innovation, product range, technology
and capacity.
DOF's core businesses are vessel ownership, vessel management, project
management, engineering, vessel operations, survey, remote intervention and
diving operations primarily for the oil and gas sector. From PSV charter to
Subsea engineering, DOF offers a full spectrum of top quality offshore services
to facilitate an ever-growing and demanding industry.
The company's main operation centers and business units are located in Norway,
the UK, the USA, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
DOF ASA is listed on the Oslo Exchange since 1997.
Historical OSE Notices
UPDATE ON EFFECTS OF THE RECENT CURRENCY FLUCTUATIONS, DECLINE IN THE OIL PRICE, COVID-19 AND UPDATE ON THE ONGOING REFINANCING PROCESS
March 27, 2020
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