DOF Group — Capital/Financing Update 2025

Mar 18, 2025

DOF Group ASA - Refinancing through the signing of USD 1,025m term loan and USD 50m revolving credit facility

DOF Group ASA - Refinancing through the signing of USD 1,025m term loan and USD 50m revolving credit facility

The DOF Group ("DOF") is pleased to announce the signing of a USD 1,025 million

senior secured term loan facility (the "Term Loan") with a syndicate of ten

banks and a USD 50 million revolving credit facility (the "RCF"). The facilities

will be used to repay existing debt and for general corporate purposes.

Highlights from the refinancing:

· Enables commencement of the previously communicated quarterly dividends,

starting with the contemplated USD 0.3 per share in Q2 of 2025.

· Simplifies group structure by collapsing several of the financial silos -

DOF Offshore Holding AS to become the holding company for vessel-owning entities

across the group, except for vessels owned in DOF Subsea Brasil, Norskan and the

DOFCON joint venture (50% owned) ("DOFCON JV").

· Allows for a more efficient capital structure.

· Norskan and DOFCON JV to remain as separate financial silos with existing

financing at favourable terms.

· The interest margin for the Term Loan and RCF will be 290 bps for the first

twelve months. The margin will thereafter be subject to the Company's leverage

as measured through NIBD / LTM EBITDA (the "Leverage Ratio"), with the following

margins for given thresholds: 325 bps for a Leverage Ratio exceeding 2.5x,

290bps for a Leverage Ratio between 2.5x and 2.0x, and 275bps for a Leverage

Ratio below 2.0x.

· The Term Loan has a five-year tenor and seven-year repayment profile.

· The facilities agreement includes an undrawn, uncommitted basket amount of

USD 200m for incremental facilities for specified purposes.

· The main covenants applicable under the facility agreement is maximum

Leverage Ratio of 3.25x until year end 2026 and 3.0x thereafter, positive

working capital and minimum liquidity (excluding Norskan, DOFCON JV and other

ringfenced subsidiaries) of the higher of USD 125 million or 5% of interest

-bearing debt.

· Dividend distributions from DOF Group ASA permitted subject to minimum

liquidity (excluding Norskan, DOFCON JV and other ringfenced subsidiaries) of

USD 150 million.

· Change of control clause triggered if anyone other than A.P Møller Holding

A/S ("APMH") exceeds 1/3 ownership in DOF, or if APMH ownership in DOF is at any

time in the next 36 months reduced below 20%.

· Availability of the new financing is conditional upon satisfaction of

customary conditions.

Mons Aase, CEO DOF Group ASA, commented: "We appreciate the support from our

existing and new banks in connection with this refinancing. This loan

demonstrates access to competitive funding and is a testament to the strong

market position within offshore and subsea services the team at DOF has built."

This information is considered to be inside information pursuant to the EU,

Market Abuse Regulation and is subject to the disclosure requirements according

to section 5-12 of the Norwegian Securities Trading Act.

The information was submitted for publication by Martin Lundberg, CFO, on 18

March 2025 at the time set out above.

For further information, please contact:

Eirik Vardøy, Investor Relations DOF Group ASA

Phone: +47 94 83 64 64

About DOF:

DOF Group ASA (OSE ticker: DOFG) is a leading provider of offshore and subsea

services to the offshore energy industry. The company owns and operates a fleet

of modern offshore/subsea vessels which is combined with strong engineering

capabilities to provide integrated offshore services globally.

www.dof.com