Prosafe SE

Regulatory Filings • Oct 1, 2010

Expiry of Offer Period - Offer Successful

NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY,

IN OR INTO THE UNITED STATES OF AMERICA, SOUTH

AFRICA, CANADA, AUSTRALIA OR JAPAN

1 October 2010 - Reference is made to the offer

document dated 27 July 2010 (the "Offer Document")

from BW Offshore Limited ("BW Offshore") regarding

the voluntary exchange offer (the "Offer") for all of

the issued and outstanding shares of Prosafe

Production Public Limited ("Prosafe Production") not

currently owned, directly or indirectly, by BW

Offshore. Reference is further made to the

information memorandum and supplemental document

dated 16 September 2010 (the "Supplemental Document")

and previous announcements issued in connection with

the Offer.

The acceptance period for the Offer (the "Offer

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

Upon the expiry of the Offer Period, BW Offshore had

received acceptances for approx. 178.8 million shares

(70.1%) in the Offer. Together with the 60,932,990

shares (23.9%) in Prosafe Production that BW Offshore

directly and indirectly owned prior to the Offer, BW

Offshore will directly or indirectly own approx.

239.7 million shares, corresponding to 93.9% of the

total number of issued shares in Prosafe Production

upon completion of the Offer. Please note that the

number of acceptances under the Offer may be altered

due to possible corrections and changes following

registration with the VPS.

BW Euroholdings Limited has accepted the Offer for

its 15,332,280 shares (6.0%) in Prosafe Production.

BW Euroholdings Limited is a wholly owned subsidiary

of BW Group Limited, the parent company of BW

Offshore.

As detailed in the Offer Document, the completion of

the Offer is subject to a number of conditions. The

Board of BW Offshore has resolved to declare the

Offer unconditional, and BW Offshore will accordingly

complete the Offer.

Settlement under the Offer will be completed within

two weeks following expiry of the Offer Period. BW

Offshore intends to conduct a compulsory acquisition

of the remaining shares in Prosafe Production in due

course following settlement.

For further information, please contact:

Carl K. Arnet, CEO, +65 9630 3290

Knut R. Sæthre, CFO, +47 9111 7876

This information is subject to the disclosure

requirements pursuant to Section 5-12 of the

Norwegian Securities Trading Act.

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.