Belships

Delisting Announcement • Jul 13, 2018

OFFER PERIOD FOR OFFER FROM AS CONSENSIO EXPIRES

OFFER PERIOD FOR OFFER FROM AS CONSENSIO EXPIRES

NOT FOR DISTRIBUTION IN THE UNITED STATES, AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, SOUTH AFRICA OR JAPAN

Oslo, 13 July 2018. Reference is made to AS Consensio ("Consensio") voluntary cash offer made on 28 June 2018 (the "Offer") for all outstanding shares of Belships ASA ("Belships") as further detailed in the offer document (the "Offer Document") dated 28 June 2018, as well as the stock exchange releases from Belships' Board of Directors (the "Board") dated 6 July 2018 on the conclusion of the strategic process and the recommendation on the Offer, respectively.

Consensio note the Board's announcement that the strategic process initiated by Belships' main shareholder Sonata AS' ("Sonata") decision to review its long-term ownership has been concluded with an intention by Belships and Sonata to conclude a two-step transaction with Kontrari AS and Kontrazi AS ("Kontrari") whereby i) Kontrari would acquire 14,285,714 shares from Sonata, representing a 30.2% shareholding in Belships at an agreed price of NOK 7.00 per share, followed by ii) an intended merger between Belships and several Kontrari-controlled companies against a consideration of Belships shares (the "Transaction"), taking Kontrari's total ownership to 68.86%. The Board states that the Transaction will be contingent on the completion of several steps agreed in an undisclosed process agreement, and furthermore that the closing of the Transaction will be subject to several conditions, including, inter alia, necessary regulatory and third party approvals, approval from the Company's general meeting, satisfactory due diligence and the parties entering into final transaction agreements. Provided these conditions are met, the Transaction is expected to close during Q4 2018.

As of today, Consensio has received acceptances of the Offer from shareholders holding 738.916 shares in Belships, representing 1.58% of the outstanding shares in Belships. In addition, Tidships controls 5,020,432 shares in Belships, representing 10.72% of the outstanding shares in Belships.

Based on the strategic conclusion initiated by Belships' main shareholder Sonata, Consensio notes that it is evident that the conditions for completion of the Offer, as described in section 4.2 of the Offer Document, cannot be fulfilled. As a result the offer will lapse. All acceptances received under the Offer shall be released with immediate effect. Any blocking in VPS of Belships Shares held by shareholders that have already accepted the Offer will be released.

Should, however, the terms of the Transactions be changed as a result of the Board's negotiations with Kontrari, or the Transaction for any reason not be completed as anticipated, Consensio may decide to relaunch its unconditional cash offer for all outstanding shares in Belships.

For additional information please contact: Caroline Figenschou Tidemand, Chairman of the Board, Telephone: +47 93429043, caroline.tidemand@lorstem.no or Kristin Tidemand Eckhoff, Director, Telephone: +47 97712310, kristin.tidemand@easternbulk.com

For further information, explicit reference is made to the Offer Document. The Offer Document contains further details regarding the Offer, and the Belships shareholders are advised to review the Offer Document in detail. The Offer and the distribution of this announcement and other information in connection with the Offer may be restricted by law in certain jurisdictions and the Offer is not made in any jurisdiction where the making of the Offer would not be in compliance with the laws of such jurisdiction. The Offeror assumes no responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions. This announcement does not in itself constitute an offer. The Offer is made in the Offer Document and can only be accepted pursuant to the terms of such document.