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Solstad Offshore ASA M&A Activity 2022

May 12, 2022

3749_iss_2022-05-12_338b83b2-903b-48e5-9e22-16720d872f9a.html

M&A Activity

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Sale of "Normand Maximus" | Bareboat charter agreement signed

Sale of "Normand Maximus" | Bareboat charter agreement signed

· American Shipping Company ASA (AMSC) announced today the purchase of "Normand

Maximus" from Maximus Limited

· Solstad Offshore ASA ("SOFF") experience strong interest from clients to

charter the "Normand Maximus" on shorter and longer contracts after current time

charter expires during 4th quarter 2022

· In order to secure long term operational control of the vessel, a subsidiary

of SOFF has entered into a term sheet for an amended long term bareboat

agreement for "Normand Maximus" with AMSC including a purchase option for the

vessel

· SOFF's residual exposure as guarantor under the current bareboat charter of

"Normand Maximus" will be redefined from short to a long-term liability with

maturity in March 2024.

AMSC announced today that the registered owner of "Normand Maximus", Maximus

Limited, has accepted an offer to sell "Normand Maximus" to AMSC with

anticipated delivery in Q4 2022, after "Normand Maximus" has finished its

current contract.

CEO of SOFF Lars Peder Solstad says: "We are very pleased that we have been able

to secure the continued availability of Normand Maximus to our customers.

Normand Maximus is one of the most sophisticated vessels within this segment,

and a vital part of the Solstad offering to our clients."

A subsidiary of SOFF  has today entered into a term sheet for an amended

bareboat charter agreement ensuring that "Normand Maximus" remain part of the

Solstad fleet long term. The amended bareboat charter with the new owner of

"Normand Maximus", being a subsidiary of AMSC, has a duration of a 5 year from

delivery of "Normand Maximus" to AMSC, with 5+5 years options. The bareboat

charter also includes purchase options for the Solstad group after 5 and 10

years.

Since the time charterer terminated the time charter party for "Normand Maximus"

in September 2020, Normand Maximus Limited has not been in position to pay the

full charter hire. The vessel has been traded world-wide on short- to medium

term contracts with multiple clients following the termination, and has during

this period received waivers from Maximus Limited for parts of its lease

obligations pending discussions on a longer term solution for the financing of

"Normand Maximus".

An agreement (the "Agreement") has been reached with the current owner of

"Normand Maximus" which ensures that the group's and SOFF's residual exposure as

guarantor under the current bareboat charter of Normand Maximus mature 31 March

Under the Agreement, Maximus Limited and Normand Maximus Limited have stated

that in lieu of Maximus Limited revoking the current waivers and exercising its

rights under the bareboat agreement, a residual claim has been determined.

The residual claim is in the amount of approximately USD 158 million, and is

part of the obligations guaranteed by SOFF. Interest accrue and will be

compounded. The residual claim under the current bareboat agreement falls due on

31 March 2024, corresponding to the maturity date of SOFF's Senior Secured

Facilities Agreements.

For further information on the general refinancing risk of the SOFF group's

debt, see item 2 of the prospectus issued on 19 October 2020.

SOFF is assessing the accounting effects of the agreements entered into and

these will be advised as appropriate.

This release is considered to contain inside information related to the listed

securities of SOFF pursuant to the EU Market Abuse Regulation (MAR) and is

subject to the disclosure requirements pursuant to MAR and Section 5-12 the

Norwegian Securities Trading Act. The announcement is made by Liv Karina Døsen

on 12 May 2022 at 16:50 CET.

Skudeneshavn, May 12th, 2022

Contacts

Lars Peder Solstad CEO, at +47 91 31 85 85

Kjetil Ramstad CFO, at +47 90 75 94 89

Solstad Offshore ASA

www.solstad.com