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.
BW LPG - The offer period for the voluntary unconditional
tender offer for Aurora LPG expires at 16:30 hours CET on 5
December 2016
(Singapore, 1 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 (the "Offer Document"), prepared in relation
thereto.
The offer period for the Offer expires at 16:30 hours CET on
Monday 5 December 2016. Shareholders in Aurora LPG who wish
to accept the Offer must complete and sign an acceptance
form and return it to SpareBank 1 Markets AS, Olav V's gate
5, P.O. Box 1398 Vika ,N-0114 Oslo, Norway, tel: +47 24 14
74 00, fax: +47 24 14 74 01, e-mail:
subscription@sb1markets.no, in time for the acceptance form
to be received prior to the expiration of the offer period.
With reference to the stock exchange announcement made by
Aurora LPG on 24 November 2016, the board of directors of
Aurora LPG has issued a statement where they recommend that
the shareholders of Aurora LPG accept the Offer and further
concludes that "the board is of the opinion that the Offer
now represents the best solution for the Aurora LPG
shareholders taken into consideration both financial outcome
and transaction risk. It will also enable Aurora LPG
shareholders opting for settlement in part BW LPG shares to
maintain their exposure to and participation in the future
upside in the VLGC market".
The Offer is a voluntary offer, which fulfils the
requirements for a mandatory offer as set out in Chapter 6
of the Norwegian Securities Trading Act. Investors should
therefore note that the completion of the Offer will not
trigger an obligation to make a subsequent mandatory offer
under the Norwegian Securities Trading Act.
The Offer Document and the acceptance form is, subject to
regulatory restrictions in certain jurisdictions, available
at www.sb1markets.no and via link from www.bwlpg.com.
Subject to regulatory restrictions in certain jurisdictions,
hard copies of the Offer Document may also be obtained free
of charge by contacting the Company or SpareBank 1 Markets
AS.
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 more than 37 years 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.