M&A Activity • Mar 31, 2015
M&A Activity
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VLCCF - KNIGHTSBRIDGE SHIPPING LIMITED ANNOUNCES CLOSING OF THE MERGER WITH GOLDEN OCEAN GROUP LIMITED
March 31, 2015 -Knightsbridge Shipping Limited ("Knightsbridge") has completed
its previously announced merger with Golden Ocean Group Limited ("Old Golden
Ocean").
In connection with the closing of the merger, Knightsbridge will change its name
to Golden Ocean Group Limited. Trading in the shares of the combined company
will commence on the Oslo Stock Exchange on April 1, 2015. The combined company
will trade on the Oslo Stock Exchange under the ticker code "VLCCF" on April
1, 2015. Commencing on April 7, 2015, the combined company will trade on the
Oslo Stock Exchange under the ticker code "GOGL". The combined company will
begin trading under its new name and ticker symbol "GOGL" on the Nasdaq Global
Select Market on April 1, 2015.
Trading in the combined company's shares on the Oslo Stock Exchange will begin
before delivery of merger consideration shares to VPS accounts of eligible Old
Golden Ocean shareholders, and accordingly no account-to-account transactions
and no transactions with settlement prior to April 8, 2015 will be allowed on
the Oslo Stock Exchange during this period.
Prior to completion of the merger, Knightsbridge had 111,231,678 common shares
outstanding, par value $ 0.01 per share. Following completion of the merger and
the cancellation of 51,498 common shares pursuant to the terms of the merger
agreement, the combined company has 172,680,180 common shares outstanding. The
amount of issued and outstanding common shares of the combined company will be
adjusted during the week of April 7, 2015 to account for the cash in lieu of
fractional shares to be distributed as merger consideration.
Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking
statements. Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements, which are other than statements of historical
facts. Words, such as, but not limited to "believe," "anticipate," "intends,"
"estimate," "forecast," "project," "plan," "potential," "may," "should,"
"expect," "pending" and similar expressions identify forward-looking statements.
The forward-looking statements in this press release are based upon various
assumptions. Although Knightsbridge believes that these assumptions were
reasonable when made, because these assumptions are inherently subject to
significant uncertainties and contingencies which are difficult or impossible to
predict and are beyond the control of Knightsbridge, Knightsbridge cannot assure
you that they, or the combined company resulting from the merger, will achieve
or accomplish these expectations, beliefs or projections. The information set
forth herein speaks only as of the date hereof, and Knightsbridge disclaims any
intention or obligation to update any forward-looking statements as a result of
developments occurring after the date of this communication.
This information is subject to the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
[HUG#1908130]
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