Philly Shipyard — Delisting Announcement 2025

May 22, 2025

PHILLY SHIPYARD ASA: UPDATE ON LIQUIDATION PROCESS

PHILLY SHIPYARD ASA: UPDATE ON LIQUIDATION PROCESS

The Board of Directors (the “Board”) proposes certain adjustments to the final liquidation structure of Philly Shipyard ASA (under liquidation) (the “Company”). The Company still expects to distribute approx. USD 10.4 million to its shareholders within Q2 2025 as part of the liquidation process, in line with previous communication.

Reference is made to the previous announcements made by the Company regarding the proposed distribution of all available cash and liquidation of the Company, including the resolution made in the extraordinary general meeting held on 19 February 2025 (the “EGM”) to liquidate the Company. After careful deliberation, the Board of Directors (the “Board”) proposes that the final liquidation of the Company be deferred until the Escrow Period (see below) expires. This will allow for management of the Escrow Account (see below) and any associated administration and required reporting. Communication and future payments to the shareholders will also be facilitated. There is no change to the expected distribution of approx. USD 10.4 million to the shareholders within Q2 2025.

The liquidation of the Company and the cash distribution were proposed by the Board following the successful completion of the sale of Philly Shipyard, Inc. to Hanwha on 19 December 2024 (the “Transaction”), after which the Company no longer has any operational activity.

As part of the Transaction, the Company is obligated to maintain USD 10 million of the proceeds in an escrow account (the “Escrow Account”) as security for certain contingent liabilities of the Company under the share purchase agreement (“SPA”) for the Transaction for a period of up to four years following closing of the Transaction (the “Escrow Period”).

Since the EGM, the Company has worked continuously towards a final distribution of remaining available cash and the final liquidation of the Company. The Board has concluded that it is preferable for the Company and its shareholders to defer the final liquidation of the Company until the Escrow Period expires. The Board therefore proposes that the Company be kept active (under liquidation) as a non-operational, delisted entity and converted into a private limited company (Nw. aksjeselskap) (“AS”) to keep reporting obligations to a minimum. The Company’s shares will remain registered with the Norwegian Central Securities Depository (the “CSD”) (Nw. Verdipapirsentralen, VPS).

The proposal is subject to the Company obtaining approval by the Oslo Stock Exchange to delist the Company from Euronext Expand.

The Board will shortly call for an extraordinary general meeting where it is proposed to apply for a delisting of the Company’s shares, convert the Company from a public limited liability company (Nw. allmennaksjeselskap) (“ASA”) into an AS and elect a new board of directors, subject to the Company being delisted. The Board also expects to shortly conclude and arrange for a distribution of the Company’s available cash, excluding such cash that the Company needs to withhold to cover its expected liabilities, including reporting obligations, until the final liquidation of the Company. Any remaining cash, including any remaining cash on the Escrow Account following expiry of the Escrow Period, will be distributed to the Company’s shareholders upon the final liquidation of the Company.

The Company will provide more information regarding the expected cash distribution in Q2 2025 once it is finally concluded by the Board.

Contact:

Jeffrey Theisen, Chief Financial Officer

Tel: +1 610-517-5943

E-mail: Jeffrey.Theisen@phillyshipyard.com

For more information about Philly Shipyard ASA (under liquidation), visit the Company’s website www.phillyshipyardasa.com.

This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.