This announcement is not for release, publication or distribution
(directly or indirectly) in or to the United States, Canada,
Australia or Japan. It is not an offer of securities for sale in or
into the United States, Canada, Australia, the Hong Kong Special
Administrative Region of the People's Republic of China, South Africa
or Japan.
Disclosure of large shareholding in Aurora LPG
(Singapore, 5 December 2016)
Reference is made to the previous stock exchange announcements made
by BW LPG Limited ("BW LPG", the "Company", OSE ticker code: "BWLPG")
in connection with BW LPG's voluntary unconditional tender offer (the
"Offer") to acquire all the outstanding shares in Aurora LPG Holding
ASA ("Aurora LPG") not already owned by BW LPG, and the combined
offer document and prospectus dated 28 October 2016, as supplemented
through the supplemental prospectus dated 24 November 2016, prepared
in relation thereto.
Following close of trading on Friday 2 December 2016, BW LPG received
acceptances under the Offer for 1,015,429 Aurora LPG shares,
corresponding to 3.42% of the share capital and voting rights in
Aurora LPG. As a result, BW LPG has received acceptances for a total
of 5,544,694 shares and votes in Aurora LPG corresponding to 18.68%
of the share capital and voting rights in Aurora LPG. This includes
the acceptances from all the pre-accepting shareholders.
Further, a shareholder owning 4,920,112 shares in Aurora LPG informed
BW LPG after close of trading on Friday 2 December 2016 that the
shareholder had instructed its custodian bank to accept the Offer for
all its Aurora LPG shares.
Together with the 9,730,654 Aurora LPG shares already owned by BW LPG
Holding Limited, a wholly-owned subsidiary of BW LPG, BW LPG now owns
and holds rights to a total of 20,195,460 shares, representing 68.05%
of the issued shares and voting rights in Aurora LPG. BW LPG does not
own any other rights to acquire shares in Aurora LPG.
For further information, please contact:
Elaine Ong, CPA, CA
Chief Financial Officer
Tel: +65 6705 5506
Email: elaine.ong@bwlpg.com
John Papaioannou, CFA
Senior Manager, Strategy & Investor Relations
Tel: +65 6705 5514
Email: john.papaioannou@bwlpg.com
About BW LPG
BW LPG is the world's leading owner and operator of LPG vessels. BW
LPG currently owns and operates 43 Very Large Gas Carriers (VLGC) and
Large Gas Carriers (LGC) with a total carrying capacity of over 3.1
million cbm. In addition, BW LPG has 4 VLGC newbuildings under
construction. With four decades of operating experience in LPG
shipping and experienced seafarers and staff, BW LPG offers a
flexible and reliable service to customers. BW LPG is associated with
BW Group, one of the world's leading shipping groups. BW Group is
involved in oil and gas transportation, floating gas infrastructure,
environmental technologies and deep-water production.
This information is subject to disclosure requirements pursuant to
Section 5-12 of the Norwegian Securities Trading Act.
IMPORTANT INFORMATION:
This announcement is not an offer to sell or a solicitation of offers
to purchase or subscribe for securities of BW LPG Limited. This
announcement is not a prospectus for the purposes of Directive
2003/71/EC (as amended, together with any applicable implementing
measures in any Member State, the "Prospectus Directive"). Copies of
this announcement may not be sent to jurisdictions, or distributed in
or sent from jurisdictions, in which this is barred or prohibited by
law. The information contained herein shall not constitute an offer
to sell or the solicitation of an offer to buy, in any jurisdiction
in which such offer or solicitation would be unlawful prior to
registration, exemption from registration or qualification under the
securities laws of any jurisdiction. A decision to invest in
securities of BW LPG Limited referred to in this announcement should
be based exclusively on the prospectus published by BW LPG Limited
for such purpose.
This announcement does not constitute or form a part of any offer or
solicitation to purchase or subscribe for securities in the United
States or any other jurisdiction. Securities may not be offered or
sold in the United States unless they have been registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act"), or
are exempt from registration. The shares of BW LPG Limited that are
being offered in the Offer referred to in this announcement have not
been and will not be registered under the Securities Act, and BW LPG
Limited does not intend to make a public offering of its shares in
the United States. The information contained herein does not
constitute an offer of securities to the public in the United
Kingdom. No prospectus offering securities to the public will be
published in the United Kingdom. This announcement is only being
distributed to and is only directed at (i) persons who are outside
the United Kingdom or (ii) to investment professionals falling within
article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (as amended, the "Order") or (iii)
high net worth entities, and other persons to whom it may lawfully be
communicated, falling within article 49(2)(a) to (d) of the Order
(all such persons together being referred to as "relevant persons").
The new shares are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such Shares
will be engaged in only with, relevant persons. Any person who is not
a relevant person should not act or rely on this announcement or any
of its contents.
NOTICE TO U.S. HOLDERS:
The Offer described in this announcement has been made for the shares
of Aurora LPG, a Norwegian company, and is subject to Norwegian
disclosure requirements, which are different from those of the United
States. This announcement is neither an offer to purchase nor a
solicitation of an offer to sell shares of Aurora LPG. BW LPG has
disseminated the Offer Document as required by applicable law and
shareholders of Aurora LPG should review the Offer Document
carefully.