4 March 2025: Reference is made to the stock exchange notice published on 3 March 2025 regarding a potential sale of existing shares in Dolphin Drilling AS (the “Company”) by S.D. Standard ETC Plc ("SDSD") through a private placement (the “Placing”). SDSD has sold 49,784,706 shares in the Company through the Placing (representing 17.1% of the outstanding share capital in the Company) at a price of NOK 1.1 per share for a total transaction size of NOK 55 million. Following completion of the Placing, SDSD holds 0 shares in the Company. SDSD is currently represented on the Board of Directors of the Company. Strategic Value Partners have concluded not to sell any shares.
It is understood that funds controlled by Svelland Capital Trading have acquired 30 million shares and BO Steen Shipping have acquired 15 million of the shares, bringing Svelland Capital Trading to a total ownership of c. 34% and BO Steen Shipping to an ownership of c. 10%. SVP remains the owner of c. 24% of the company.
The company will commence the process of forming a nomination committee with a view to reviewing the Board structure and setting the forward strategy in conjunction with the CEO.
It should also be noted that Svelland Capital Trading and BO Steen Shipping have jointly acquired SDSD’s portion of the outstanding Shareholder loan.
The loan documents with Maritime Asset Partners LP (“MAP”) have a share price/market cap covenant for Dolphin Drillings of no less than NOK 600m. Accordingly, the company will be monitoring this covenant to deal and liaise with the lender as need be if, at the time of its quarterly testing and calculation, the requisite market capitalisation levels aren’t met.
Arctic Securities AS and DNB Markets, a part of DNB Bank ASA, acted as joint bookrunners in connection with the Placing (the “Managers”). This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act
The loan documents with Maritime Asset Partners LP (“MAP”) have a share price/market cap covenant for Dolphin Drillings of no less than NOK 600m. Accordingly, the company will be monitoring this covenant to deal and liaise with the lender as need be if, at the time of its quarterly testing and calculation, the requisite market capitalisation levels aren’t met.
Arctic Securities AS and DNB Markets, a part of DNB Bank ASA, acted as joint bookrunners in connection with the Placing (the “Managers”). This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act