Prosafe SE

Regulatory Filings • Nov 15, 2010

Expiry of acceptance period in squeeze-out - preliminary results and plan of settlement

Expiry of acceptance period in squeeze-out -

preliminary results and plan of settlement

NOT FOR PUBLIC DISTRIBUTION, DIRECTLY OR INDIRECTLY,

IN OR INTO THE UNITED STATES OF AMERICA, SOUTH

AFRICA, CANADA, AUSTRALIA OR JAPAN

12 November 2010 - Reference is made to the

announcement made by BW Offshore Limited ("BW

Offshore") on 29 October 2010, regarding the

acquisition by BW Offshore of all the shares in the

issued share capital of Prosafe Production Public

Limited ("Prosafe Production") not already owned,

directly or indirectly, by BW Offshore (the "Squeeze-

Out"), and the document containing equivalent

information as a prospectus in relation to the

Squeeze-Out (the "Squeeze-Out Document") dated 29

October 2010.

As described in the Squeeze-Out Document, the

acceptance period for choosing to receive a

consideration of 1.2 shares in BW Offshore plus NOK 3

in cash for each share held in Prosafe Production,

rather than a consideration of NOK 15.11 in cash,

expired today, 12 November 2010, at 17:30 hours

(CET). All shareholders in Prosafe Production who

have not submitted a combined consideration

acceptance form in accordance with the procedures

specified in the Squeeze-Out Document by this

deadline are deemed to have chosen the consideration

of NOK 15.11 in cash for each share held in Prosafe

Production.

By the expiry of the acceptance period, preliminary

results showed that combined consideration acceptance

forms have been received for a total of approximately

12.6 million shares (corresponding to approximately

4.9 % of the total number of shares) in Prosafe

Production, which implies that approximately 15.1

million new BW Offshore shares will be issued as

consideration in the settlement of the Squeeze-Out.

Settlement of the Squeeze-Out is expected to be

carried out according to the following indicative

timetable:

- 15 November 2010: Suspension of trading in

the Prosafe Production share.

- 18 November 2010: Transfer of Prosafe

Production shares to settlement agent from

shareholders in Prosafe Production who have chosen

the combined consideration.

- 22 November 2010: Delivery of new shares in

BW Offshore to shareholders in Prosafe Production who

have chosen the combined consideration.

- 22 November 2010: Transfer of Prosafe

Production shares to settlement agent from

shareholders in Prosafe Production who have not

chosen the combined consideration.

- 23 November 2010: Payment of cash component

of combined consideration to shareholders in Prosafe

Production with registered bank accounts in the VPS

who have chosen the combined consideration.

- 24 November 2010: Payment of cash

consideration to shareholders in Prosafe Production

who have not chosen the combined consideration.

Shareholders in Prosafe Production should note that

no trading in the Prosafe Production share will be

permitted as of 15 November 2010.

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.