Prosafe SE

Regulatory Filings • Sep 21, 2010

Disclosure of large shareholding

NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY,

IN OR INTO THE UNITED STATES OF AMERICA, SOUTH

AFRICA, CANADA, AUSTRALIA OR JAPAN

Disclosure of large shareholding

21 September 2010 - BW Offshore has received

acceptances of the voluntary exchange offer

(the "Offer") for all of the issued and outstanding

shares of Prosafe Production Public Limited ("Prosafe

Production") for 13,011,126 shares (5.1%). Together

with the 76,265,270 shares (29.9%) in Prosafe

Production that BW Offshore and BW Euroholdings

Limited directly and indirectly owned prior to the

Offer, BW Offshore and BW Euroholdings Limited now

own or control 89,276,396 shares (35.0%) in Prosafe

Production. BW Offshore and BW Euroholdings Limited

have consequently today passed the threshold of one

third of the total number of shares in Prosafe

Production.

Subject to BW Offshore acquiring the 13,011,126

shares (5.1%) comprised by acceptances received and

25,375,134 shares (9.9%) comprised by conditional pre-

acceptances of the Offer received from Prosafe SE and

Prosafe Holding Ltd, BW Offshore and BW Euroholdings

Limited will directly or indirectly own 114,651,530

shares representing 44.9% of the total number of

issued shares in Prosafe Production. BW Euroholdings

Limited is a wholly owned subsidiary of BW Group

Limited, the parent company of BW Offshore.

The acceptance period for the Offer (the "Offer

Period") expires on 30 September 2010 at 17:30 CET.

This information is subject to the disclosure

requirements pursuant to Sections 4-2 and 5-12 of the

Norwegian Securities Trading Act.

For further information, please contact:

Carl K. Arnet, CEO BW Offshore, +65 9630 3290

Knut R. Sæthre, CFO BW Offshore, +47 9111 7876

This announcement is not an offer for sale of any

securities in the United States. Securities may not

be offered or sold in the United States absent

registration or an exemption from registration under

the U.S. Securities Act. BW Offshore has not

registered and does not intend to register any

portion of any offering of shares in the United

States or to conduct a public offering of any

securities in the United States.