Saga Pure — M&A Activity 2014

Sep 15, 2014

Saga Tankers ASA : detailed stock exchange announcement regarding sale of shares in Prospector Offshore Drilling

Saga Tankers ASA : detailed stock exchange announcement regarding sale of shares in Prospector Offshore Drilling

Reference is made to the stock exchange notice dated 10 September 2014 regarding

the sale of shares in Prospector Offshore Drilling S.A. ("PROS") by Saga Tankers

ASA ("Saga" or the "Company").

A detailed stock exchange notice is hereby released in compliance with the

requirements pursuant to section 3.4 of the continuing obligations for companies

listed on the Oslo Axess.

1                  the transaction and the parties to the transaction

On 10 September 2014 the Company sold 3,810,048 shares in PROS at a price per

share of NOK 17.5.

In addition, a further 5,768,072 shares held by Ferncliff TIH 1 AS

("Ferncliff") but to be transferred to the Company when the demerger/ merger

plan between Ferncliff and the Company (the "Demerger") becomes effective

(presumably the middle or end of October 2014) were sold at the same share price

with the effect that SAGA will receive the sales price for these 5,768,072

shares in PROS  . The Demerger plan was approved by the general meetings of the

Company and Ferncliff on 23 August 2014.

Saga's sale of PROS shares and Ferncliff's sale of PROS shares will herein be

referred to as the "Transaction".

The Company's sale of PROS shares comprised 4.03% of the total outstanding

shares of PROS. Ferncliff's sale of PROS shares comprised 6.10% of the total

outstanding shares of PROS. The Transaction thus comprised 10.13% of the total

outstanding shares of PROS.

The purpose of the Transaction is to have liquidity to pursue other attractive

investment opportunities that may arise.

Following the Transaction, the Company will not hold any shares in PROS.

2                  consideration under the transaction

The consideration under the Transaction is paid entirely in cash.

3                  further description of the company, the pros shares and the

transaction

The Company's business activity is solely investments related to shipping, rig,

real estate, stock trading and similar activities.

The Company continuously evaluates investment and divestment opportunities that

arise based on the present framework surrounding the industries in which it

operates.

The Company's board of directors (the "Board") currently consists of 3 members:

Øystein Stray Spetalen as chairman of the Board along with Martin Nes and Brita

Eilertsen as directors.

The management currently consists of Espen Lundaas, which holds the position as

both CEO and CFO of the Company. Mr. Lundaas is the sole employee of the

Company.

The PROS shares sold in the Transaction are ordinary shares in PROS.

The financial reports of the Company are available here:

http://sagatankers.no/investor_relations/

4                  Background for and consequences of the Transaction

The Transaction implies that the Group secures a total return on its investment

in PROS of approximately MNOK 8.2 for the 9 578 120 PROS shares held by the

Group post the completion of the Demerger. Other comprehensive income will be

reduced by MNOK 13.95 due to former fair value adjustments.

Following the Transaction, the Group's cash and cash equivalents will increase

with MNOK 66.6 from MNOK 106 to an estimated total of MNOK 172.6. Following the

completion of the Demerger, the Group's cash and cash equivalents will increase

with MNOK 100.8 to an estimated total of MNOK 273.

The Board considers that the Transaction enables the Company to make new

investments, either as indirect investments in shares or debt instruments and/

or direct investments in assets.

For further information, please contact:

CEO Espen Lundaas

+47 92 43 14 17

This information is subject of the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

[HUG#1855838]