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Awilco Drilling PLC

Report Publication Announcement Jun 7, 2018

3547_rns_2018-06-07_a5bfb575-125b-4c48-a185-fcec9ce7f949.html

Report Publication Announcement

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Awilco Drilling PLC: Announcement of Subsequent Offering and approval of prospectus

Awilco Drilling PLC: Announcement of Subsequent Offering and approval of prospectus

Aberdeen, 7 June 2018

Reference is made to the stock exchange releases by Awilco Drilling Plc (the

"Company") on 28 February 2018 regarding the successfully completed private

placement of 17,600,000 shares in the Company at a subscription price of NOK 29

per share (the "Private Placement") and the announcement of the subsequent

offering of up to 1,400,000 shares in the Company (the "Subsequent Offering").

The Norwegian Financial Supervisory Authority has approved a prospectus dated 7

June 2018 (the "Prospectus") for (i) the listing of 17,600,000 new shares issued

through the Private Placement (the "Private Placement Shares"), (ii) the

Subsequent Offering of up to 1,400,000 new shares (the "Offer Shares") and (iii)

the listing of the Offer Shares on Oslo Axess.

The Prospectus will be available on the Company's website:

www.awilcodrilling.com. Hard copies of the Prospectus may be obtained at the

offices of Awilhelmsen Offshore AS at Beddingen 8, 0118 Oslo, Norway.

The Private Placement Shares were issued on 27 March 2018 and have been

registered with the VPS under a blocked VPS account until the publication of

this Prospectus. As of 8 June 2018, the blocking of the account will be lifted

and the Private Placement Shares will be freely transferable. The Private

Placement Shares will be listed on Oslo Axess on 8 June 2018 and the Offer

Shares are expected to be listed on Oslo Axess or or about 22 June 2018. The

Private Placement Shares and the Offer Shares are equal in all respects to the

Company's shares.

The Subsequent Offering is directed towards shareholders who (i) were registered

as holders of shares in the Company's register of shareholders with the VPS as

of expiry of 1 March 2018 (the "Record Date"), (ii) were not allocated Private

Placement Shares in the Private Placement and (iii) are not resident in a

jurisdiction where such offering would be unlawful or, for jurisdictions other

than Norway, would require any prospectus filing, registration or similar action

(the "Eligible Shareholders").

For shares recorded as held in the Company as of expiry of the Record Date, each

Eligible Shareholder will receive non-transferable subscription rights (the

"Subscription Rights"), rounded down to the nearest whole Subscription Right.

One (1) Subscription Right will give the right to subscribe for, and be

allocated, one (1) Offer Share, subject to the selling and transfer restrictions

set out in Section 16 "Selling and Transfer Restrictions" in the Prospectus.

Oversubscription will be permitted. Subscription without Subscription Rights

will not be permitted.

Eligible Shareholders are offered to subscribe for Offer Shares in the Company

at the subscription price of NOK 27.35 per Offer Share (the "Subscription

Price"). The Subscription Price is equal to the subscription price in the

Private Placement adjusted for the dividend distribution in the Company on or

around 22 June 2018 of USD 0.20 per share, equivalent to NOK 1.6496, with record

date 22 May 2018.

The Subscription Rights may be used to subscribe for Offer Shares from 09:00

hours (CET) on 8 June 2018 until 16:30 hours (CET) on 18 June 2018 (the

"Subscription Period"). Upon expiry of the Subscription Period, the Subscription

Rights will expire and have no value. Holders of Subscription Rights should note

that subscriptions for Offer Shares must be made in accordance with the

procedures set out in the Prospectus. Subscription for Offer Shares may be made

by duly completing and delivering the subscription form (which is attached to

the Prospectus as Appendix B and is available online at www.abgsc.com,

www.arctic.com and www.fearnleysecurities.no) in accordance with the terms and

conditions set out in the Prospectus. Norwegian investors with a VPS account can

in addition subscribe for Offer Shares online at www.abgsc.com, www.arctic.com

or www.fearnleysecurities.no.

Allocation of the Offer Shares is expected to take place on or about 18 June

2018. Notifications of allocated Offer Shares in the Subsequent Offering and the

corresponding amount to be paid by each subscriber will be set out in a letter

on or about 19 June 2018. Assuming due payment of the Offer Shares subscribed

for and allocated in the Subsequent Offering, delivery of the Offer Shares is

expected to take place on or about 22 June 2018.

ABG Sundal Collier ASA, Arctic Securities AS and Fearnley Securities AS have

acted as managers in the Private Placement and the Subsequent Offering (the

"Managers").

An investment in Awilco Drilling Plc and its shares involves inherent risks.

More information about this and other matters it is important to understand

before an investment decision is made, can be found in the Prospectus. The

information in this release does not constitute a basis for making an investment

decision. More extensive information about the Subsequent Offering is included

in the Prospectus.

For further information, please contact:

Ian Wilson, CFO

Phone +44 1224 737900

Cathrine Haavind, IR Manager

Phone: +47 93 42 84 64

Email: [email protected]

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act

Important information:

The release is not for publication or distribution, in whole or in part directly

or indirectly, in or into Australia, Canada, Japan or the United States

(including its territories and possessions, any state of the United States and

the District of Columbia) or any other jurisdiction in which the release,

publication or distribution would be unlawful. This release is an announcement

issued pursuant to legal information obligations, and is subject of the

disclosure requirements pursuant to section 5-12 of the Norwegian Securities

Trading Act. It is issued for information purposes only, and does not constitute

or form part of any offer or solicitation to purchase or subscribe for

securities, in the United States or in any other jurisdiction. The securities

mentioned herein have not been, and will not be, registered under the United

States Securities Act of 1933, as amended (the "US Securities Act"). The

securities may not be offered or sold in the United States except pursuant to an

exemption from the registration requirements of the US Securities Act. The

Company does not intend to register any portion of the offering of the

securities in the United States or to conduct a public offering of the

securities in the United States. Copies of this announcement are not being made

and may not be distributed or sent into Australia, Canada, Japan or the United

States. The issue, exercise, purchase or sale of subscription rights and the

subscription or purchase of shares in the Company are subject to specific legal

or regulatory restrictions in certain jurisdictions. Neither the Company nor the

Managers assumes any responsibility in the event there is a violation by any

person of such restrictions.

The distribution of this release may in certain jurisdictions be restricted by

law. Persons into whose possession this release comes should inform themselves

about and observe any such restrictions. Any failure to comply with these

restrictions may constitute a violation of the securities laws of any such

jurisdiction. The Managers are acting for the Company and no one else in

connection with the Private Placement and the Subsequent Offering and will not

be responsible to anyone other than the Company for providing the protections

afforded to their respective clients or for providing advice in relation to the

Private Placement and the Subsequent Offering and/or any other matter referred

to in this release.

Forward-looking statements:

This release and any materials distributed in connection with this release may

contain certain forward-looking statements. By their nature, forward-looking

statements involve risk and uncertainty because they reflect the Company's

current expectations and assumptions as to future events and circumstances that

may not prove accurate. A  number of material factors could cause actual results

and developments to differ materially from those expressed or implied by these

forward-looking statements.

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