The board of directors of Norwegian bulk shipping company Belships has confirmed that an agreement has been reached with UK-based Blue Northern BLK for the launch by Blue Northern, subject to certain conditions, of a recommended voluntary cash tender offer to acquire all issued and outstanding shares of the Belships.
A cash consideration of NOK20.50 (US$1.80) has been offered per share, representing an aggregate equity purchase price of approximately NOK5.182 billion (US$450 million; excluding the treasury shares owned by the Belships).
Wenaasgruppen, which owns 18,200,000 shares in Belships, representing approximately 7.2 per cent of the company’s issued and outstanding share capital (excluding treasury shares owned by the company), has entered into an irrevocable undertaking to accept the offer on the same terms as Belships' largest shareholders, certain members of the board and the executive management of the company, as further detailed in the stock exchange announcement published on December 19, 2024.
Including the irrevocable pre-acceptances entered into in connection with the agreement to launch the offer, Blue Northern has secured irrevocable pre-acceptances from a total of 68.43 per cent of Belships' issued and outstanding share capital (excluding treasury shares owed by the company).
The complete details of the offer, including all terms and conditions, will be included in an offer document to be sent to Belships' shareholders with known addresses following review and approval by the Oslo Stock Exchange pursuant to Chapter 6 of the Norwegian Securities Trading Act.
The Offer Document is expected to be approved by the Oslo Stock Exchange in time for the acceptance period for the offer to commence on no later than January 24, 2025. The offer may only be accepted on the basis of the offer document.