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Fincantieri

Share Issue/Capital Change Aug 4, 2016

4085_rns_2016-08-04_742b1b95-a78a-450e-855b-4907102652e9.pdf

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Informazione
Regolamentata n.
1616-78-2016
Data/Ora Ricezione
04 Agosto 2016
18:09:17
MTA
Societa' : FINCANTIERI
Identificativo
Informazione
Regolamentata
: 78014
Nome utilizzatore : FINCANTIERIN02 - Manca
Tipologia : IROS 18
Data/Ora Ricezione : 04 Agosto 2016 18:09:17
Data/Ora Inizio
Diffusione presunta
: 04 Agosto 2016 18:24:18
Oggetto : FINCANTIERI Vard Press release
Testo del comunicato

Vedi allegato.

VARD PRESS RELEASE

Trieste, August 4, 2016 – The press release issued by Vard Holdings Limited ("VARD") is here attached.

VARD is 55.63% controlled by Fincantieri which fully consolidates its financial results.

* * *

Fincantieri is one of the world's largest shipbuilding groups and number one by diversification and innovation. It is leader in cruise ship design and construction and a reference player in all high-tech shipbuilding industry's sectors, from naval to offshore vessels, from high-complexity special vessels and ferries to mega-yachts, ship repairs and conversions, systems and components production and after-sales services.

Headquartered in Trieste (Italy), the Group has built more than 7,000 vessels in over 230 years of maritime history. With almost 19,000 employees, of whom more than 7,800 in Italy, 20 shipyards in 4 continents, today Fincantieri is the leading Western shipbuilder. It has among its clients the major cruise operators, the Italian and the U.S. Navy, in addition to several foreign navies, and it is partner of some of the main European defense companies within supranational programmes.

www.fincantieri.com

* * *

FINCANTIERI S.p.A. – Media Relations

Antonio Autorino Laura Calzolari Cristiano Musella Micaela Longo
Tel. +39 040 3192473 Tel. +39 040 3192527 Tel. +39 040 3192225 Tel. +39 040 3192247
Cell. +39 335 7859027 Cell. +39 334 6587922 Cell. +39 366 9254543 Cell. +39 366 6856280
[email protected] [email protected] [email protected] [email protected]

FINCANTIERI S.p.A. – Investor Relations

Angelo Manca Federica Capuzzo Tijana Obradovic Silvia Ponso Tel. +39 040 3192457 Tel. +39 040 3192612 Tel. +39 040 3192409 Tel. +39 040 3192371

[email protected] [email protected] [email protected] [email protected]

Image Building – Media Relations

Giuliana Paoletti Simona Raffaelli Alfredo Mele
Tel. +39 02 89011300 Tel. +39 02 89011300 Tel. +39 02 89011300
Cell. +39 335 6551356 Cell. +39 335 1245191 Cell. +39 335 1245185
[email protected] [email protected] [email protected]

For Immediate Release

VARD ASSERTS CONTROL OVER NEW SHIPYARD IN BRAZIL, VARD PROMAR

Singapore, 5 August 2016 – Vard Holdings Limited ("VARD"), one of the major global designers and shipbuilders of offshore and specialized vessels, is pleased to announce that it has increased its ownership stake in its indirect subsidiary in Brazil, Vard Promar, to 95.15%.

Vard Promar, previously held 50.5% by VARD's wholly-owned subsidiary, Vard Group AS, and 49.5% by a local partner, PJMR Empreendimentos Ltda. ("PJMR"), is the newest shipyard asset in the VARD portfolio. Following the recent closure of the Vard Niterói shipyard, the Group will concentrate all its Brazilian shipbuilding activities on the new yard, located in the Suape industrial area, in the state of Pernambuco.

The shipyard, built between 2011 and 2013, has so far delivered one Liquefied Petroleum Gas (LGP) carrier for Transpetro, and is in the final stages of construction of a second one. Furthermore, the yard has two more LPG carriers in the order book, in addition to two advanced Pipelay Support Vessels (PLSV) for a joint venture between DOF and Technip.

During the ramp-up phase, Vard Promar had incurred financing needs, largely funded by VARD through shareholder loans. The increase in shareholdings results from a capital increase in Promar that, not being underwritten by minorities, is entirely taken up by Vard Group AS through the conversion of shareholder loans into newly issued equity, with no cash consideration. The capital increase leads to a more balanced financial structure for the yard and lays the basis for stable operations going forward.

As part of an overall agreement resolving the relations between VARD and its long term partner in Brazil, PJMR, and providing for an amicable termination of the partnership, the parties have agreed put and call options for PJMR's remaining 4.85% shareholding in Vard Promar.

The transaction underscores VARD's ambitions and commitment to remain a key player in Brazilian shipbuilding, supporting the local oil and gas industry. At the same time, gaining full control of the yard increases VARD's strategic options to adapt its presence in Brazil to expected future market demand.

– Ends –

Registered address: Vard Holdings Limited Six Battery Road #10-01, Singapore 049909 Company Reg. Number: 201012504K Visiting address: Vard Holdings Limited c/o Vard Group AS, Skansekaia 2, NO-6002 Ålesund, Norway For further information please contact:

VARD Holger Dilling EVP Investor Relations Mobile: +47 90 61 92 55 [email protected]

Hege Anita Akselvoll SVP Corporate Communications Mobile: +47 91 69 00 51 [email protected]

NEWGATE COMMUNICATIONS Michelle Tan Mobile: +65 9711 3356 [email protected]

Jean Li Mobile: +65 9749 4209 [email protected]

About VARD

Vard Holdings Limited ("VARD"), together with its subsidiaries (the "Group"), is one of the major global designers and shipbuilders of offshore and specialized vessels. Headquartered in Norway and with approx. 10,000 employees, VARD operates nine strategically located shipbuilding facilities, including five in Norway, two in Romania, one in Brazil and one in Vietnam. Through its specialized subsidiaries, VARD develops power and automation systems, deck handling equipment, and vessel accommodation solutions, and provides design and engineering services to the global maritime industry.

VARD's long shipbuilding traditions, cutting-edge innovation and technology coupled with its global operations ensure access to the fastest growing oil exploration markets. The Group's expertise and track record in constructing complex and highly customized offshore and specialized vessels have earned it recognition from industry players and enabled it to build strong relationships with its customers.

VARD was listed on the Main Board of the Singapore Exchange on 12 November 2010. Majority shareholder Fincantieri Oil & Gas S.p.A., a wholly owned subsidiary of FINCANTIERI S.p.A., owns 55.63% in the Group. Headquartered in Trieste, Italy, FINCANTIERI is one of the world's largest shipbuilding groups and has, over its 200 years of maritime history, built more than 7,000 vessels.

www.vard.com

VARD HOLDINGS LIMITED

(Incorporated in the Republic of Singapore) (Registration No. 201012504K)

INCREASE IN SHAREHOLDINGS IN A SUBSIDIARY, VARD PROMAR SA

The Board of Directors of Vard Holdings Limited (the "Company" and together with its subsidiaries, the "Group") wishes to inform that its wholly-owned subsidiary, Vard Group AS, has increased its shareholdings in the Company's indirect subsidiary, Vard Promar SA ("Promar"), from 50.5% to 95.15%.

The increase in shareholdings results from a capital increase of BRL 532 million in Promar that, not being underwritten by minorities, is entirely taken up by Vard Group AS through the conversion of shareholder loans extended to Promar between 2015 and 2016 into newly issued equity, with no cash consideration. The conversion ratio of the shareholder loans into new shares was based on valuations performed by the Company and negotiated on a 'willing-buyer willingseller' basis. Shareholder loans with a nominal value of approximately BRL 532 million were converted into equity.

The transaction has a limited impact on the earnings per share and net tangible assets per share of the Company for the financial year ending 31 December 2016.

None of the Directors or substantial shareholders of the Company has any interest, direct or indirect, in the above transaction.

BY ORDER OF THE BOARD

Roy Reite Executive Director and Chief Executive Officer 5 August 2016

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