Solstad Offshore ASA — Capital/Financing Update 2016

Oct 14, 2016

Subsequent Offerings in Solstad Offshore ASA directed towards shareholders in Solstad Offshore ASA and Rem Offshore ASA - first day of the application period

Subsequent Offerings in Solstad Offshore ASA directed towards shareholders in Solstad Offshore ASA and Rem Offshore ASA - first day of the application period

Skudeneshavn, 14 October 2016

Reference is made to the previous announcements made

by Solstad Offshore ASA ("Solstad Offshore" or

the "Company") related to the subsequent offerings in

Solstad Offshore directed towards (i) shareholders in

Solstad Offshore of up to 3 188 811 class A-shares in

Solstad Offshore ("Class A-Offer Shares"), and (ii)

shareholders in Rem Offshore ASA ("Rem Offshore") of

up to 1 600 000 class B-shares in Solstad Offshore

("Class B-Offer Shares"), hereinafter referred to as

the "Subsequent Offerings".

The application period in the Subsequent Offerings

commence today 14 October 2016 at 9:00 AM and closes

on 27 October 2016 at 16:30 PM CET (the "Application

Period"). Information about Solstad Offshore, the

risks related to an investment in the Company and the

conditions for the Subsequent Offerings are included

in the prospectus dated 9 September 2016 which is

available via link at the Company's website

www.solstad.no and at www.arctic.com. A summary of the

information related to and the conditions for the

Subsequent Offering is included below.

Subsequent offering in Solstad Offshore directed

towards shareholders in Solstad Offshore

The Company will issue allocation rights to

shareholders who owned shares in Solstad Offshore on

13 July 2016, as registered in the Norwegian Central

Securities Depository (the "VPS") on 15 July 2016, and

who were not invited to participate in the private

placement approved by the general meeting of Solstad

Offshore on 13 July 2016 and who are not resident in a

jurisdiction where such offering would be unlawful, or

would (in jurisdictions other than Norway) require any

prospectus filing, registration or similar action

(the "Eligible Solstad Shareholders"). Eligible

Solstad Shareholders will receive information about

allocated allocation rights.

For each share in Solstad Offshore registered in the

VPS on 15 July 2016, Eligible Solstad Shareholders

will receive 0.155089 allocation rights ("Solstad

Allocation Rights"), rounded down to the nearest whole

number of Solstad Allocation Rights. One (1) Solstad

Allocation Right grants the owner the right to apply

for and be allocated one (1) Class A-Offer Share at an

offer price of NOK 12.50 per Class A-Offer Share. The

Solstad Allocation Rights will be registered in the

VPS under ISIN NO 0010771223. The Solstad Allocation

Rights are not transferable and will not be listed on

Oslo Børs.

Solstad Allocation Rights which are not used within

the Application Period will be of no value and will

automatically lapse without compensation to the

holder. Application for more Class A-Offer Shares than

the number of Solstad Allocation Rights held by an

applicant is permitted. Application without Solstad

Allocation Rights is not permitted.

Applicants will receive ordinary shares in Solstad

Offshore, which upon completion of the Merger (as

defined below) will be renamed Class A-shares in

Solstad Offshore.

A timetable for completion of the Subsequent Offering

directed towards shareholders in Solstad Offshore is

set out below:

Application Periode:

14 October 2016 at 09:00 to 27 October 2016 at 16:30

CET

Distribution of allocation letters:

On or about 28 October 2016

Payment date:

1 November 2016

Registration of the share capital increase in the

Norwegian Register of Business Enterprises:

3 November 2016

Delivery of Class A-Offer Shares:

3 November 2016

Listing and first day of trading for the Class A-Offer

Shares on Oslo Børs:

3 November 2016

Subsequent offering in Solstad Offshore directed

towards shareholders in Rem Offshore

Solstad Offshore will issue allocation rights to

shareholders who owned shares in Rem Offshore on 10

October 2016, as registered in the Norwegian Central

Securities Depository (the "VPS") on 12 October 2016,

and who were not invited to participate in the private

placement directed towards Åge Remøy and companies

controlled by him and who are not resident in a

jurisdiction where such offering would be unlawful, or

would (in jurisdictions other than Norway) require any

prospectus filing, registration or similar action

(the "Eligible Rem Shareholders"). Eligible Rem

Shareholders will receive information about allocated

allocation rights.

For each share in Rem Offshore registered in the VPS

on 12 October 2016, Eligible Rem Shareholders will

receive 0.3686 allocation rights ("Rem Allocation

Rights"), rounded down to the nearest whole number of

Rem Allocation Rights. One (1) Rem Allocation Right

grants the owner the right to apply for and be

allocated one (1) Class B-Offer Share at an offer

price of NOK 12.50 per Class B-Offer Share. The Rem

Allocation Rights will be registered in the VPS under

ISIN NO 0010771231. The Rem Allocation Rights are not

transferable and will not be listed on Oslo Børs.

Completion of the subsequent offering directed towards

shareholders in Rem Offshore is conditional upon

completion of the planned merger between Rem Offshore

and Solship Invest 1 AS, a wholly owned subsidiary of

Solstad Offshore (the "Merger").

Rem Allocation Rights which are not used within the

Application Period will be of no value and will

automatically lapse without compensation to the

holder. Application for more Class B-Offer Shares than

the number of Rem Allocation Rights held by an

applicant is permitted. Application without Rem

Allocation Rights is not permitted.

A timetable for completion of the Subsequent Offering

directed towards shareholders in Rem Offshore is set

out below:

Application Periode:

14 October 2016 at 09:00 to 27 October 2016 at 16:30

CET

Distribution of allocation letters:

On or about 28 October 2016

Payment date:

1 November 2016

Registration of the share capital increase in the

Norwegian Register of Business Enterprises:

On or about 24 November 2016

Delivery of Class B-Offer Shares:

On or about 24 November 2016

Listing and first day of trading for the Class B-Offer

Shares on Oslo Børs:

On or about 24 November 2016

Completion of the subsequent offering directed towards

shareholders in Rem Offshore is conditional upon

completion of the Merger. The allocation to be made by

the board in Solstad Offshore on 28 October 2016 will

accordingly be conditional upon such completion, and

the shares will thus not be delivered to the relevant

shareholders' VPS account at such time. The payment

amount will be place on a separate account, and the

amount will be repaid to the relevant shareholder if

the Merger is not completed.

Solstad Offshore ASA has commenced preparations to

apply for listing of the new Class B shares on Oslo

Børs and intends to submit such application on or

about 19 October 2016. There can be no guarantees that

the new Class B shares will be approved for listing on

Oslo Børs.

Other relevant information

If an Eligible Solstad Shareholder or Eligible Rem

Shareholder held shares registered through a financial

intermediary on the record date, the financial

intermediary will customarily give the eligible

shareholder details of the aggregate number of

allocation rights to which it will be entitled and the

procedure to apply for offer shares in the Subsequent

Offerings. Eligible shareholders holding shares

through a financial intermediary should contact the

financial intermediary for details about the

Subsequent Offerings. Note that the financial

intermediaries' deadline to apply for offer shares in

the Subsequent Offerings is expected to be prior to

16:30 (CET) on 27 October 2016.

Arctic Securities AS is engaged as facilitator in the

relation to the Subsequent offerings. Wikborg Rein &

Co Advokatfirma DA is engaged as legal adviser for the

Company.

Important notice

This document and the information contained herein is

not for release, publication or distribution in whole

or in part in or into the United States. These

materials do not contain or constitute an offer for

sale or the solicitation of an offer to purchase

securities in the United States. The securities

referred to herein have not been and will not be

registered under the U.S. Securities Act of 1933, as

amended, (the "Securities Act") and may not be offered

or sold in the United States absent registration under

the Securities Act or pursuant to an available

exemption from, or a transaction not subject to, the

registration requirements of the Securities Act.

This document is only addressed to and directed at

persons in member states of the European Economic Area

(other than Norway) who are qualified investors within

the meaning of Article 2(1)(e) of the Prospectus

Directive (Directive 2003/71/EC) ("Qualified

Investors") or to and at other persons to whom the

offering can otherwise be made pursuant to available

exemptions under the Prospectus Directive. In

addition, in the United Kingdom, this document is

being distributed only to, and is directed only at,

Qualified Investors who are persons who have

professional experience in matters relating to

investments falling within Article 19(5) of the

Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005, as amended (the "Order") or who

are high net worth entities falling within Article 49

(2)(a) to (d) of the Order, and other persons to whom

it may otherwise lawfully be communicated (all such

persons together being referred to as "relevant

persons"). Any investment activity to which this

document relates is available only to relevant persons

in the United Kingdom, and will only be engaged with

such persons. The Manager is acting for the Company in

connection with the offerings and no one else, and

will not be responsible to anyone other than the

Company for providing the protections offered to

clients of the Manager nor for providing advice in

relation to the offering.