Fjord Defence Group ASA

M&A Activity • Jun 5, 2019

SBULK – Publication of Information Memorandum

SBULK – Publication of Information Memorandum

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Reference is made to the extended stock exchange announcement published by Songa Bulk ASA ("Songa Bulk" or the "Company"; OSE ticker: “SBULK”) on 16 April 2019 regarding the joint merger plan (the "Merger Plan"), pursuant to which Songa Bulk will assume the assets, rights and obligations of Axxis Geo Solutions AS ("AGS") against issuance of shares in Songa Bulk to existing shareholders of AGS (the "Merger").

In accordance with the Oslo Stock Exchange Continuing Obligations for listed companies section 3.5, Songa Bulk has prepared an information memorandum (the "Information Memorandum") in relation to the contemplated Merger. The Information Memorandum was approved by the Oslo Stock Exchange on 5 June 2019.

Completion of the Merger is subject to certain conditions, including but not limited to necessary consents from third parties, continued listing of Songa Bulk on Oslo Axess and expiry of the creditor notice period without any creditor claims being made. Subject to fulfilment of applicable conditions, consummation of the Merger is targeted to occur on or about 2 July 2019.

The Information Memorandum is attached hereto and is also available on the Company’s website: www.songabulk.no.