DOF Denmark A/S, a subsidiary of DOF Group ASA, has signed agreements to sell the Skandi Tender (AHTS built in 2009) and Skandi Trader (AHTS built in 2008) to an international buyer. The sale of Skandi Trader is contingent upon the buyer’s inspection. Both vessels are planned to be delivered to the new owner in September 2025.
For further information, please contact:
Eirik Vardøy, Investor Relations DOF Group ASA
Phone: +47 94 83 64 64
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Reference is made to the announcement made by DOF Group ASA (“DOF” or the “Company”) on 1 November 2024, regarding the completion of DOF’s acquisition of Maersk Supply Service A/S (renamed DOF Denmark A/S on the date hereof) from Maersk Supply Service Holding A/S (the “MSS Transaction”).
DOF, offering a full spectrum of top-quality offshore services to facilitate an ever-growing and demanding industry, announces as of 1st of November 2024, the acquisition of MSS is now complete.
As of the closing of the MSS Transaction, DOF and MSS operations, except for Maersk Offshore Wind and MSS’s operations in Brazil which are not included in the MSS Transaction, will be combined under the DOF Group and DOF brand.
Following the completion of the acquisition, the DOF Group has undergone a significant increase in scale. From today, DOF has a workforce of more than 5,000 people and operate a fleet of 78 vessels, of which 65 are owned. The core businesses remain unchanged, offering world-class vessels and integrated offshore services for the oil and gas industry, and for a growing offshore wind market.
Mons Aase, CEO DOF Group ASA, said “We would like to use this opportunity to welcome all our new colleagues to DOF. We very much look forward to collectively developing the combined company further, as a global leading offshore service provider.”
With a multinational workforce of more than 5,000 personnel, DOF Group 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 40 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, 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 centres and business units are located in Norway, Denmark, the UK, the USA, the Philippines, Singapore, Brazil, Argentina, Canada, Angola, and Australia.
Reference is made to the announcement made by DOF Group ASA (”DOF” or the ”Company”) today regarding the completion of DOF’s acquisition of Maersk Supply Service A/S (renamed DOF Denmark A/S on the date hereof) from Maersk Supply Service Holding A/S (”MSSH”) (the ”MSS Transaction”), as well as the private placement of new shares in DOF as announced by the Company on 2 - 3 July 2024 (the ”Private Placement”), where MSSH was allocated 2,686,591 shares in DOF in a separate tranche (”Tranche 2”), subject to completion of the MSS Transaction.
Following completion of the MSS Transaction and MSSH’s subscription of (i) 58,883,073 consideration shares and (ii) 2,686,591 Tranche 2 shares, to be issued by DOF, MSSH will hold 61,569,664 ordinary shares in DOF corresponding to 25% of the total share capital and 25% of the total voting rights in DOF.
The foregoing calculations are based on 246,278,655 outstanding shares in DOF after the issuance of the new consideration shares in the MSS Transaction and the Tranche 2 shares in the Private Placement.
The shares will be issued on a separate interim ISIN 0013378869 pending publication of a listing prospectus by DOF.
MSSH is controlled by APMH Invest XXIV ApS, which in turn is controlled by A.P. Møller Maritime ApS. A.P. Møller Maritime ApS is a wholly owned subsidiary of APMH Invest A/S, which in turn is a wholly owned subsidiary of A.P. Møller Holding A/S, which is a wholly owned subsidiary of A.P. Møller og Hustru Chastine Mc-Kinney Møllers Fond til almene Formaal.
This information is subject to the disclosure requirements set out in section 4-2 of the Norwegian Securities Trading Act.
Austevoll, 1 November 2024: Reference is made to the stock exchange announcements made by DOF Group ASA ("DOF" or the "Company") on 2 July 2024 in which it was announced (i) that DOF, through DOF Offshore Holding Denmark ApS on certain terms and conditions would acquire all the shares in Maersk Supply Service A/S (renamed to DOF Denmark A/S on the date hereof) from Maersk Supply Service Holding ApS ("MSSH") (the "Transaction") whereby MSSH at completion of the Transaction would receive a combination of USD 577 million in cash (adjusted based on the locked-box accounts and subject to further adjustments at closing) and 58,883,073 new shares in DOF (the "Consideration Shares"), and (ii) that the Company had launched a private placement of new shares in the Company to raise gross proceeds of the NOK equivalent of USD 100 million ("Private Placement") in order to part-finance the Transaction. Reference is further made to the stock exchange announcement by the Company on 3 July 2024 in which it was announced that the Private Placement had been successfully placed and that MSSH, subject to completion of the Transaction, would subscribe for and be allocated 2,686,591 new shares in DOF (the "New Shares") and to the stock exchange announcement made on 7 October 2024 in which it was announced that the subsequent offering was cancelled.
DOF is pleased to announce that the Transaction has today been completed.
Through this transaction the DOF Group has undergone a significant increase in scale. From today, DOF has a workforce of more than 5000 people and operate a fleet of 78 vessels of which 65 are owned. The core businesses remain unchanged, offering world-class vessels and integrated offshore services for the oil and gas industry, and for a growing offshore wind market
Mons Aase, CEO DOF Group ASA, said “We would like to use this opportunity to welcome all our new colleagues to DOF. We very much look forward to collectively further developing the combined company as a global leading offshore service provider.”
In order settle part of the purchase price under the Transaction and to complete the Private Placement, the board of directors of the Company has also resolved to issue the 58,883,073 Consideration Shares and the 2,686,591 New Shares to MSSH, based on the authorisation granted by the extraordinary general meeting of the Company on 26 July 2024.
Following the registration of the share capital increase in the Norwegian Registry of Business Enterprises, the Company's share capital will be NOK 615,696,637.50 divided into 246,278,655 shares, each with a nominal value of NOK 2.5. Following completion of the Transaction and registration of the share capital increase, MSSH holds 25% of the total share capital and voting rights in the Company.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA
Phone: +47 91 62 10 57
E-mail: martin.lundberg@dof.com
Eirik Vardøy, Investor Relations DOF Group ASA
Phone: +47 94 83 64 64
E-mail: eirik.vardoy@dof.com
This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.
DOF Group ASA will present its Q3 2024 results on Thursday 7th of November 2024. The report will be available at www.dof.com and www.newsweb.no.
The presentation of the quarterly results will be held at 08:30 CET at Norges Rederiforbund, Rådhusgaten 25, 7th floor, Oslo, and as a webcast at the same time on: https://www.dof.com/webcast
The presentation will be held by CEO Mons S. Aase and CFO Hilde Drønen.
Due to practical reasons, we ask those of you interested in attending the presentation at Norges Rederiforbund, Oslo to please register to Margrethe R. Østervold, e-mail mro@dof.com, within Tuesday 5th of November.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA. Phone: +47 916 21 057
Eirik Vardøy, Investor Relations DOF Group ASA. Phone: +47 948 36 464
DOF Group ASA ("DOF") is pleased to announce a Substantial Contract with an international oil company for the PSV Skandi Feistein. The vessel will continue with the current client on a new 18-months firm contract with a further 18-months extension option. Commencement will be in direct continuation from the existing contract. This agreement contributes to maintaining DOF's presence in Australia.
DOF defines a Substantial Contract as a contract with value between USD 25 million to USD 50 million.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA
Phone: +47 91 62 10 57
E-mail: martin.lundberg@dof.com
Eirik Vardøy, Investor Relations DOF Group ASA
Phone: +47 94 83 64 64
E-mail: eirik.vardoy@dof.com
Oslo, 17 October 2024, Notification of trade
Geveran Trading Co Ltd. ("Geveran") has today, 17 October 2024, acquired 135,000 shares in DOF Group ASA (the "Company"). Following the acquisition of shares, Geveran owns 18,550,894 shares in the Company, representing a total of 10.04% of the Company's issued shares and voting rights (based on 184,708,991 shares issued by the Company).
This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act and is subject to the disclosure requirement pursuant to section 5-12 of the Norwegian Securities Trading Act.
NOT FOR DISTRIBUTION, PUBLICATION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA, SOUTH AFRICA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION, PUBLICATION OR RELEASE WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
DOF Group ASA - Cancellation of subsequent offering
Oslo, 7 October 2024: Reference is made to the stock exchange announcement from DOF Group ASA ("DOF" or the "Company") published on 3 July 2024 regarding the successful completion of a private placement raising NOK 1,064 million in gross proceeds at a price per share of NOK 99.00 (the “Private Placement”) and the contemplated subsequent offering of up to 2,014,943 shares at the same subscription price as in the Private Placement (the “Subsequent Offering”).
The Company’s shares have in recent months traded around or below the subscription price in the Private Placement at significant volumes. Following the announcement of the completion of the Private Placement, 31,835,698 of the Company's shares (i.e. more than 15 times the size of the Subsequent Offering) have traded at or below the Subscription Price on the Oslo Stock Exchange (the volume-weighted average price per share for this volume has been NOK 91.9121). Additionally, the closing price per share today (7 October 2024) on the Oslo Stock Exchange was NOK 93.50 (i.e. well below the Subscription Price).
Existing shareholders wishing to neutralize the dilutive effect of the Private Placement, have thus had the opportunity to purchase shares in the market at prices below the price which would have been the subscription price in the Subsequent Offering.
The Company’s board of directors has therefore resolved not to proceed with the Subsequent Offering. The board of directors have in this respect also taken into account that the proceeds from the Subsequent Offering will not be required to fund the contemplated acquisition of Maersk Supply Service A/S nor for general corporate purposes.
Following cancellation of the Subsequent Offering, the separate share issue directed towards Maersk Supply Service Holding ApS (“MSSH”) in connection with, and subject to completion of, the Subsequent Offering will also be cancelled.
This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements according to section 5-12 of the Norwegian Securities Trading Act. The information was submitted for publication by Hilde Drønen, CFO, on 7 October 2024 at the time set out above.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA. Phone: +47 916 21 057
Eirik Vardøy, Investor Relations DOF Group ASA. Phone: +47 948 36 464
About DOF Group ASA:
With a multi-national workforce of about 4,100 personnel, DOF Group 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 40 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, 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.
Important notice:
This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.
The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.
None of the managers for the Private Placement (the "Managers") or any of their respective affiliates or any of their respective directors, officers, employees, advisors or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
This announcement has been prepared by and is the sole responsibility of the Company. Neither this announcement nor the information contained herein is for publication, distribution or release, in whole or in part, directly or indirectly, in or into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, South Africa, The Hong Kong Special Administrative Region of the People's Republic of China or Japan, or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
The publication, distribution or release of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration with the U.S. Securities and Exchange Commission or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the Private Placement in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act. This announcement is an advertisement and is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "EU Prospectus Regulation") (together with any applicable implementing measures in any Member State).
In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The "Prospectus Regulation" means Regulation (EU) 2017/1129, as amended (together with any applicable implementing measures) in any Member State.
This communication is only being distributed to and is only directed at persons in the United Kingdom that are "qualified investors" within the meaning of the EU Prospectus Regulation as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 and that are (i) 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) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for 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.
This announcement is made by, and is the responsibility of, the Company. The Managers and their affiliates are acting exclusively for the Company and no-one else in connection with the transactions described in this announcement. They will not regard any other person as their respective clients in relation to the transactions described in this announcement and will not be responsible to anyone other than the Company, for providing the protections afforded to their respective clients, nor for providing advice in relation to the transactions described in this announcement, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
The issue, subscription or purchase of shares or other financial instruments in the Company is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assume any responsibility in the event there is a violation by any person of such restrictions. The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
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 "believe", "aim", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. Any 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 their control. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in public sector investment levels, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company's ability to attract, retain and motivate qualified personnel, changes in the Company's ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. 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 Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
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. Neither the Managers nor any of its affiliates accepts any liability arising from the use of this announcement.
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.
DOF Group ASA will today host a Capital Markets Day from 11:30 – 15:00 CEST.
The presentation will be held by DOF’s CEO Mons Aase, CFO Hilde Drønen and other key executives across the company. The presentation material is attached to this release and will be available on DOF’s website.
Key highlights from the presentation:
- Well positioned with a global organization and the right fleet composition for delivering integrated subsea services
- Perfect fleet, track record and competence for floating wind
- Strong and increasing earnings – guidance second half 2024 EBITDA of USD 265-285 million. Several contracts with material uplift to commence late 2024 and into 2025
- Continuing to build backlog – now at all-time-high levels
- Growing chartered-in fleet
- Delivering on the deleveraging strategy – NIBD/EBITDA at 1.5x in 2025
- Increasing scale and capacity in key markets through the accretive transaction with Maersk Supply Service
- Introducing quarterly dividends in Q2 2025
- Continued strong focus on our ESG commitments
A live webcast will be available on https://www.dof.com/webcast, and a recording of the presentation will be published on the same webpage after the event.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA
Phone: +47 91 62 10 57
E-mail: martin.lundberg@dof.com
Eirik Vardøy, Investor Relations DOF Group ASA
Phone: +47 94 83 64 64
E-mail: eirik.vardoy@dof.com
DOF is pleased to announce a contract award for subsea decommissioning services in APAC.
The contract award includes project management, engineering, logistics support and execution of decommissioning activities utilising Skandi Hercules. The offshore campaign will be conducted in Western Australian waters and is expected to commence in Q4 2024 for approximately 50 days.
Mons Aase, CEO DOF Group ASA, said, “This award secures further backlog for the APAC region and we look forward to delivering a safe and successful project.”
The value of the contract is Limited, which DOF defines as a contract value below USD 15 million.
For further information, please contact:
Martin Lundberg, SVP Finance DOF Group ASA
Phone: +47 91 62 10 57
E-mail: martin.lundberg@dof.com
Eirik Vardøy, Investor Relations DOF Group ASA
Phone: +47 94 83 64 64
E-mail: eirik.vardoy@dof.com