DOF ASA News
DOF INSTALLER ASA – CONTEMPLATED PRIVATE PLACEMENT
DOF INSTALLER ASA – CONTEMPLATED PRIVATE PLACEMENT OF SHARES AND SALE OF SHIPBUILDING CONTRACT FOR HULL #722
DOF Installer ASA (“DOF Installer”) intends to raise gross proceeds of NOK 150 million through a private placement of shares by issuing a total of 7,500,000 new shares at a subscription price of NOK 20 per share. The total number of shares outstanding following completion of the contemplated private placement will be 13,931,000 shares. The private placement will be subject to the approval of the required share capital increase by shareholders at the General Meeting in DOF Installer to be held on 6 April 2010.
The application period will open on 18 March 2010 and close on 24 March 2010 at 17:00 hours (CET). However, the application period may close earlier or be extended at DOF Installer's discretion.
DOF Subsea Holding 2 AS, the largest shareholder of DOF Installer, has committed to subscribe for, and will be allocated, approximately 53% of the new shares to be issued in the contemplated private placement in order to maintain its existing ownership, and has in addition fully underwritten the remaining portion of the private placement.
The purpose of the contemplated private placement of shares is to partly finance the construction of DOF Installer’s large anchor handling vessels currently being built at STX Europe in Norway (Aukra). After the sale of the shipbuilding contract for the first vessel (Skandi Vega) to DOF in February 2010, DOF Installer currently has three such vessels under construction.
In addition, DOF Installer has entered into an agreement with DOF Subsea AS for the sale of the shipbuilding contract for hull #722 at a price of NOK 153.5 million which is equivalent to the construction cost and in-line with the current fair market value estimate. The sale is subject to the required approval by shareholders at the General Meeting in DOF Installer to be held on 6 April 2010 and the consent from STX in relation to the transfer of the shipbuilding contract. In connection with the sale of hull #722, DOF Installer has granted DOF Subsea AS a right to sell the shipbuilding contract back to DOF Installer at the same price in the event that DOF’s contemplated listing of its Brazilian activities, Norskan Offshore, in Brazil is not completed by end of July 2010. The contemplated private placement of shares is not conditional upon the completion of the sale of hull #722.
The contemplated private placement of shares in combination with the sale of hull #722 is expected to provide DOF Installer with sufficient funding to complete the construction program for the remaining two vessels. In the event the shipbuilding contract for hull #722 is sold back to DOF Installer and effectively reversed, DOF Installer will most likely require additional equity capital funding during Q4 2010 in connection with expected delivery of this vessel.
For further information, please contact:
Mons Aase, chairman of DOF Installer
Tel: +47 91 66 10 12
Important notice :
This notice is not an offer for sale of securities in the United States. The securities referred to in this notice have not been, and will not be, registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration.