Fjord Defence Group ASA

Share Issue/Capital Change • Feb 9, 2017

Songa Bulk AS Contemplating private placement

Songa Bulk AS Contemplating private placement

Songa Bulk AS - Contemplating private placement

Oslo, 9 February 2017: The board of directors (the "Board")

of Songa Bulk ("Songa Bulk" or the "Company") has retained

Clarksons Platou Securities AS and Fearnley Securities AS

(the "Managers") to advise on and effect a private placement

of new shares directed towards Norwegian and international

investors after the close of Oslo Stock Exchange today, 9

February 2017 (the "Private Placement").

In the Private Placement, the Company is offering a minimum

of 10 million new shares, each with a par value of NOK 5.

The net proceeds from the Private Placement will be used for

(i) vessel investments; (ii) working capital; and (iii)

general corporate purposes. It is intended that vessel

investments shall be made within the first 12 months

following the Company's initial capital raising in November

2016, and that any net proceeds from sale of vessels

following the first two years of the initial capital raising

will be returned to investors through dividends or capital

reductions, subject to maintaining a reasonable working

capital.

The subscription price in the Private Placement will be

fixed at NOK 42 per share. The minimum subscription order

and allocation in the Private Placement has been set to the

number of new shares that equals an aggregate subscription

price of at least the USD or NOK equivalent of EUR 100,000.

The application period for the Private Placement will

commence today, 9 February 2017 at 17:00 hours (CET) and

close on 10 February 2017 at 08:30 hours (CET) (the

"Application Period"). The Company, in cooperation with the

Managers, may however at its own discretion extend or

shorten the Application Period at any time and for any

reason on short notice.

The Company's main shareholder and chairman of the Board,

Arne Blystad, will subscribe and be allocated a number of

shares equalling USD [5] million through his wholly owned

company Spencer Trading Inc. at the subscription price to be

set in the Private Placement. In addition, certain other

Directors of the Board and Members of the Management team

will subscribe and be allocated a number of shares equalling

USD 10 million.

Songa Bulk will announce the final number of shares placed

and the final subscription price in the Private Placement in

a stock exchange notice expected to be published before

opening of trading on the Oslo Stock Exchange tomorrow, 10

February 2017.

Notification of allotment and payment instructions will be

communicated to the applicants by the Managers on or about

20 February 2017, subject to any shortenings or extensions

of the bookbuilding period. Payment date of the shares will

be on or about 16 February 2017, and the shares will be

delivered on or about 20 February 2017. The new shares are

tradable upon the registration of the share capital increase

pertaining to the Private Placement with the Norwegian

Register of Business Enterprises (expected on or about 20

February 2017).

The completion of the Private Placement is further subject

to approval by the shareholders meeting expected to be held

on or about 17 February 2017.

The share issuance will be carried out as a private

placement without the significant discount typically seen in

rights issues in order for the Company to take advantage of

today's favourable market conditions. As a consequence of

the Private Placement structure, the shareholders'

preferential rights will be waived.

For further information, please contact:

Herman Billung, CEO

Tel: + 47 23 01 14 34

hb@blystad.no

Important notice:

This announcement is not and does not form a part of any

offer to sell, or a solicitation of an offer to purchase,

any securities of the Company.

Copies of this announcement are not being made and may not

be distributed or sent into the [United States, Australia,

Hong Kong, Canada, Japan] or any other jurisdiction in

which such distribution would be unlawful or would require

registration or other measures.

The securities referred to in this announcement have not

been and will not be registered under the U.S. Securities

Act of 1933, as amended (the "Securities Act"), and

accordingly may not be offered or sold in the United States

absent registration or an applicable exemption from the

registration requirements of the Securities Act and in

accordance with applicable U.S. state securities laws. The

Company does not intend to register any part of the offering

in the United States or to conduct a public offering of

securities in the United States. Any sale in the United

States of the securities mentioned in this announcement will

be made solely to "qualified institutional buyers" as

defined in Rule 144A under the Securities Act.

In any EEA Member State that has implemented the Prospectus

Directive, this communication is only addressed to and is

only directed at qualified investors in that Member State

within the meaning of the Prospectus Directive.

This communication is only being distributed to and is only

directed at persons in the United Kingdom that are (i)

investment professionals falling within Article 19(5) of the

Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005, as amended (the "Order") or (ii) high

net worth entities, and other persons to whom this

announcement may lawfully be communicated, falling within

Article 49(2)(a) to (d) of the Order (all such persons

together being referred to as "relevant persons"). This

communication must not be acted on or relied on by persons

who are not relevant persons. Any investment or investment

activity to which this communication relates is available

only for relevant persons and will be engaged in only with

relevant persons. Persons distributing this communication

must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute

forward-looking statements. Forward-looking statements are

statements that are not historical facts and may be

identified by words such as "believe", "expect",

"anticipate", "strategy", "intends", "estimate", "will",

"may", "continue", "should" and similar expressions. The

forward-looking statements in this release are based upon

various assumptions, many of which are based, in turn, upon

further assumptions. Although the Company believes that

these assumptions were reasonable when made, these

assumptions are inherently subject to significant known and

unknown risks, uncertainties, contingencies and other

important factors which are difficult or impossible to

predict and are beyond its control. Actual events may differ

significantly from any anticipated development due to a

number of factors, including without limitation, changes in

public sector investment levels, changes in the general

economic, political and market conditions in the Norwegian

market, the Company's ability to attract, retain and

motivate qualified personnel, changes in the Company's

ability to engage in commercially acceptable acquisitions

and strategic investments, and changes in laws and

regulation and the potential impact of legal proceedings and

actions. Such risks, uncertainties, contingencies and other

important factors could cause actual events to differ

materially from the expectations expressed or implied in

this release by such forward-looking statements. The Company

does not guarantee that the assumptions underlying the

forward-looking statements in this presentation are free

from errors nor does it accept any responsibility for the

future accuracy of the opinions expressed in this

presentation or any obligation to update or revise the

statements in this presentation to reflect subsequent

events. You should not place undue reliance on the forward-

looking statements in this document.

The information, opinions and forward-looking statements

contained in this announcement speak only as at its date,

and are subject to change without notice. The Company does

not undertake any obligation to review, update, confirm, or

to release publicly any revisions to any forward-looking

statements to reflect events that occur or circumstances

that arise in relation to the content of this announcement.