company news

INDEPENDENT OIL & RESOURCES PLC - IOTA- NOTICE OF ANNUAL GENERAL MEETING

Company news

2023-06-08 16:33:46

Notice of Annual General Meeting to take place on 29/06/2023 with relevant attachments.

INDEPENDENT OIL & RESOURCES PLC - IOTA- AUDITED FINANCIAL STATEMENTS 31.12.2022

Company news

2023-06-08 16:28:19

Enclosed please find the audited financial statements of Independent Oil & Resources PLC as at 31.12.2022

HEROIC GROUP: OFFER DOCUMENT ISSUED – START OF OFFER PERIOD FOR KROW BIDCO'S RECOMMENDED VOLUNTARY CASH OFFER TO ACQUIRE ALL OUTSTANDING SHARES IN HEROIC GROUP AS

Company news

2023-06-08 08:00:05

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Oslo, 8 June 2023: Reference is made to the joint announcement made by Krow Bidco AS (the "Offeror") and Heroic Group AS ("Heroic" or the "Company") on 15 May 2023.

The Offeror announces today its issue of an offer document (the "Offer Document") and the start of the acceptance period (the "Offer Period") for the voluntary cash offer to acquire all outstanding shares of Heroic (the "Shares") at a price of NOK 2.00 per Share (the "Offer"). The board of directors of Board (the "Board") unanimously recommends the shareholders of Heroic to accept the Offer.

Shareholders representing approx. 75.10%, including members of Heroic's board and executive management, have signed conditional share purchase agreements with the Offeror for the sale of their shares in Heroic at the offer price, see section 1.8 "Share purchase agreement prior to the Offer" of the Offer Document for further details.

Key information regarding the Offer:
- The Offer Period will commence on 8 June 2023 and expire at 12:00 CEST on 23 June 2023, subject to extensions at the sole discretion of the Offeror.
- A consideration in cash of NOK 2 will be afforded per Share, subject to adjustments pursuant to the terms and conditions of the Offer.
- Following expiry of the Offer Period, settlement of the Offer will take place within five (5) business days after the date on which the Offeror confirms that the closing conditions set out in section 1.13 "Settlement" of the Offer Document have been satisfied or waived. All closing conditions are set out in section 1.6 "Conditions to the Offer" of the Offer Document.
- The receiving agent for the Offer is Pareto Securities AS.

The terms and conditions of the Offer, including the procedures for how to accept the Offer, are set out in the Offer Document. The Offer Document will be available at https://www.paretosec.com/updates/transactions/.

Advisers
Pareto Securities AS is acting as receiving agent to the Offeror in connection with the Offer. Advokatfirmaet Selmer AS is acting as legal advisor to the Company and Wikborg Rein Advokatfirma AS is acting as legal advisors to the Buyer.

For further information, please contact:

Joachim Harg, Head of Finance and Investor Relations
harg@heroic.gg
+47 911 25 560

ABOUT HEROIC
Heroic Group is a leading European esports organization with roots in the Nordics, with pro teams at elite level in three different game titles, reaching millions of viewers globally. Founded in Denmark in 2016 as a promising challenger in the professional esports scene in Counter-Strike: Global Offensive, the organization currently competes in leading titles such as Counter-Strike: Global Offensive, Rainbow 6 and ESL R1 (simracing).

Heroic was acquired by Omaken Sports in February 2021, providing a strong platform for additional growth and expansion. In November 2021 Omaken Sports changed its name to Heroic Group to better reflect the long-term ambitions of the company. Today, Heroic Group is headquartered in Oslo, Norway, with rosters including players and coaches from Norway, Denmark, Sweden, Finland, UK and among other European countries.

* * *

IMPORTANT NOTICE

The Offer and the distribution of this announcement and other information in connection with the Offer may be restricted by law in certain jurisdictions. When published, the Offer Document and related acceptance forms will not and may not be distributed, forwarded or transmitted into or within any jurisdiction where prohibited by applicable law, including, without limitation, Canada, Australia, New Zealand, South Africa, Hong Kong and Japan. The Offeror does not assume any responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

This announcement is not a tender offer document and, as such, does not constitute an offer or the solicitation of an offer to acquire the Shares. Investors may accept the Offer only on the basis of the information provided in the Offer Document. Offers will not be made directly or indirectly in any jurisdiction where either an offer or participation therein is prohibited by applicable law or where any tender offer document or registration or other requirements would apply in addition to those undertaken in Norway.

Notice to U.S. Holders
U.S. Holders (as defined below) are advised that the Shares are not listed on a U.S. securities exchange and that the Company is not subject to the periodic reporting requirements of the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), and is not required to, and does not, file any reports with the U.S. Securities and Exchange Commission (the "SEC") thereunder. The Offer will be made to holders of Shares resident in the United States ("U.S. Holders") on the same terms and conditions as those made to all other holders of Shares in the Company to whom an offer is made. Any information documents, including the Offer Document, will be disseminated to U.S. Holders on a basis comparable to the method that such documents are provided to the Company’s other shareholders to whom an offer is made. The Offer will be made by the Offeror and no one else. The Offer will be made to U.S. Holders pursuant to Section 14(e) and Regulation 14E under the U.S. Exchange Act as a "Tier II" tender offer, and otherwise in accordance with the requirements of Norwegian law. Accordingly, the Offer will be subject to disclosure and other procedural requirements, including with respect to the offer timetable, settlement procedures and timing of payments, that are different from those that would be applicable under U.S. domestic tender offer procedures and law.

Pursuant to an exemption from Rule 14e-5 under the U.S. Exchange Act, the Offeror and its affiliates or brokers (acting as agents for the Offeror or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly, purchase or arrange to purchase, Shares or any securities that are convertible into, exchangeable for or exercisable for such Shares outside the United States during the period in which the Offer remains open for acceptance, so long as those acquisitions or arrangements comply with applicable Norwegian law and practice and the provisions of such exemption. To the extent information about such purchases or arrangements to purchase is made public in Norway, such information will be disclosed by means of an English language press release via an electronically operated information distribution system in the United States or other means reasonably calculated to inform U.S. Holders of such information.

Neither the SEC nor any securities supervisory authority of any state or other jurisdiction in the United States has approved or disapproved the Offer or reviewed it for its fairness, nor have the contents of the Offer Document or any other documentation relating to the Offer been reviewed for accuracy, completeness or fairness by the SEC or any securities supervisory authority in the United States. Any representation to the contrary is a criminal offence in the United States.

CrayoNano AS: Final result of Subsequent Offering

Company news

2023-06-06 12:42:46

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Trondheim, 6 June 2023: Reference is made to the announcement from CrayoNano AS ("CrayoNano" or the "Company") on 22 May 2023 regarding the start of the subscription period in the subsequent offering of up to 1,785,714 new shares (the "Offer Shares") at a subscription price of NOK 14.00 per share (the "Subsequent Offering") and the press release of 5 June 2023 regarding last day of the subscription period.

The subscription period for the Subsequent Offering expired on Monday 5 June 2023 at 16:30 CEST and the final counting shows that the Company received subscriptions for a total of 194,859 Offer Shares from eligible shareholders during the subscription period.

Allocation of the Offer Shares in the Subsequent Offering has now been completed by the board of directors of the Company (the "Board") on basis of the allocation criteria as determined by the Board on 15 May 2023 and as set out in the prospectus prepared in connection with the Subsequent Offering dated 15 May 2023 (the "Prospectus"). A total of 194,859 Offer Shares have been allocated, raising gross proceeds of NOK 2,728,026.

As a consequence of the allocation of Offer Shares resolved by the Board today, the Company's share capital will be increased with NOK 3,897.18 through the issuance of 194,859 Offer Shares, each with a par value of NOK 0.02. Following the registration of the Offer Shares, the Company's issued share capital will be NOK 750,489.92 divided into 37,524,496 shares, each with a par value of NOK 0.02.

Notifications of allocated Offer Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed today, 6 June 2023. Payment for the allocated Offer Shares falls due on 9 June 2023 in accordance with the payment procedures described in the Prospectus.

The Offer Shares may not be transferred or traded until they are fully paid and the share capital increase pertaining to the Offer Shares is expected to be registered in the Norwegian Register of Business Enterprises on or about 30 June 2023, depending on timely payment of the Offer Shares by the subscribers and the case handling time, and will be delivered to the VPS accounts of the subscribers shortly thereafter. The Offer Shares will have equal rights and rank pari passu with the Company's other shares.

DNB Markets, a part of DNB Bank ASA and SpareBank 1 Markets AS are acting as managers for the Subsequent Offering. Advokatfirmaet Wiersholm is acting as legal counsel to CrayoNano.

For further information, please contact:

Jo Uthus, CEO
Tel: + 47 47 38 06 34
Email: jo.uthus@crayonano.com

Jens Kielland, CFO
Tel: + 47 95 81 55 81
Email: jens.kielland@crayonano.com


About CrayoNano AS

Founded in 2012, CrayoNano develops and manufactures nanomaterials-based semiconductor components using proprietary technologies. Headquartered in Trondheim, Norway, CrayoNano has expanded with a branch in Taiwan and supporting customers globally with sales representatives in EMEA, APAC and Americas. CrayoNano’s innovative semiconductor components advance global solutions in health and safety, water purification, consumer, and industrial applications, and more. CrayoNano is registered on Euronext NOTC in Norway under the ticker “CNANO”.

Important notice:

This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "Prospectus Regulation" means Regulation (EU) 2017/1129 as amended (together with any applicable implementing measures in any Member State.
This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement 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"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believe that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict, and are beyond their control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
Neither the Managers nor any of their affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their affiliates accepts any liability arising from the use of this announcement.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

Etman International ASA - Årsregnskap og årsberetning for 2022

Company news

2023-06-05 16:10:50

Vedlagt følger regnskap samt årsberetning for 2022 som er godkjent av Styret i Etman International ASA.

For ytterligere opplysninger kontakt:

Jan Tore Skårland
CEO
Etman International ASA

Financial Calendar 2023

Company news

2023-06-05 16:01:07

CrayoNano AS: Last day of subscription period in Subsequent Offering

Company news

2023-06-05 09:04:52

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Trondheim, 5 June 2023: Reference is made to the announcement from CrayoNano AS ("CrayoNano" or the "Company") on 22 May 2023 regarding the start of the subscription period in the subsequent offering of up to 1,785,714 new shares at a subscription price of NOK 14.00 per share (the "Subsequent Offering").

The subscription period for the Subsequent Offering will expire today, Monday 5 June 2023 at 16:30 CEST.

In order to subscribe for shares, the Managers must either receive a complete and duly signed subscription form or a subscription through the VPS' electronic solution within the end of the subscription period as set out above. Subscription rights that are not used to subscribe for Offer Shares by the end of the subscription period will have no value and will lapse without compensation to the holder.

For further information, please refer to the prospectus dated 15 May 2023 (the "Prospectus") prepared in connection with the Subsequent Offering, which is available at Managers' websites www.dnb.no/emisjoner and www.sb1markets.no/transaksjoner/.

DNB Markets, a part of DNB Bank ASA and SpareBank 1 Markets AS are acting as managers (the "Managers") for the Subsequent Offering. Advokatfirmaet Wiersholm is acting as legal counsel to CrayoNano.

For further information, please contact:

Jo Uthus, CEO
Tel: + 47 47 38 06 34
Email: jo.uthus@crayonano.com

Jens Kielland, CFO
Tel: + 47 95 81 55 81
Email: jens.kielland@crayonano.com

About CrayoNano AS

Founded in 2012, CrayoNano develops and manufactures nanomaterials-based semiconductor components using proprietary technologies. Headquartered in Trondheim, Norway, CrayoNano has expanded with a branch in Taiwan and supporting customers globally with sales representatives in EMEA, APAC and Americas. CrayoNano’s innovative semiconductor components advance global solutions in health and safety, water purification, consumer, and industrial applications, and more. CrayoNano is registered on Euronext NOTC in Norway under the ticker “CNANO”.

Important notice:

This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.
The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "Prospectus Regulation" means Regulation (EU) 2017/1129 as amended (together with any applicable implementing measures in any Member State.
This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement 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"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believe that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict, and are beyond their control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
Neither the Managers nor any of their affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their affiliates accepts any liability arising from the use of this announcement.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

SOIL: Soiltech increases its operation in UK

Company news

2023-06-05 08:18:39

Soiltech has been awarded a new contract for its market leading STT technology in the UK.
The STT will be treating contaminated water onboard a jackup rig for a leading international client. Expected startup is Q3 2023.

“UK is an important market for Soiltech. We see a strong increase in activity there. Following commencement of this project we will have six ongoing operations offshore UK”, says Soiltech’s CEO Jan Erik Tveteraas.


About Soiltech
Soiltech is an innovative cleantech service provider specializing in the treatment, recycling and responsible handling of contaminated water and solid waste. Our technologies enable cost savings and lower CO2 emissions through WASTE REDUCTION, WASTE RECOVERY AND REUSE.

Soiltech is headquartered in Norway and operates world-wide. We are listed on Euronext NOTC in Norway under the ticker SOIL.

Ecoteq Energy ASA: Summons convening an Annual General Meeting on the 16th of June 2023

Company news

2023-06-02 14:17:50

Ecoteq Energy ASA summons all shareholders to an Annual General Meeting of Shareholders to be held on the 16th of June 2023 at 11:00 a.m. (CET) at SANDS Advokatfirma, Cort Adelers gate 33, 0254 Oslo.

The summons has been sent to all registered shareholders 2nd of June 2023 in regular mail.

A proxy form and attendance slip are also available from the company´s website, www.ecoteqenergy.com

For further information, please contact the Ecoteq Energy at office@ecoteqenergy.com

Innkalling Generalforsamling - 2023

Company news

2023-06-01 16:03:18

Kontaktperson:
Jan Tore Skårland
CEO
Etman International ASA

PNO: Minutes of Annual General Meeting

Company news

2023-06-01 09:23:09

Please find attached the minutes from the Annual General Meeting held 25th May 2023.

Golar releases its 2022 Environmental, Social and Governance report

Company news

2023-05-30 15:30:02

Golar LNG Limited (Golar) is pleased to announce that it has issued its 2022 Environmental, Social and Governance (ESG) report. This comprehensive report describes Golars important role in advancing the global energy transition to a lower carbon future - championing LNG as a transition fuel in partnership with renewables, and as a reliable alternative for those in need of energy security today.

Our 2022 ESG report is attached and will also be posted to our website.

Forward-Looking Statements

This press release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended).  All statements, other than statements of historical facts, that address activities and events that will, should, could or may occur in the future are forward-looking statements. Words such as may, could, should, would, expect, plan, anticipate, intend, forecast, believe, estimate, predict, propose, potential, continue, or the negative of these terms and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.

You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Golar LNG undertakes no obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise, unless required by applicable law.

Hamilton, Bermuda
May 30, 2023
Enquiries:
Golar Management Limited: + 44 207 063 7900
Stuart Buchanan

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act

Attachment

• 
  2022 ESG Report
  

CondAlign: Minutes from Annual General Meeting

Company news

2023-05-30 13:21:01

The Annual General Meeting was held on May 24th, 2023.

All items were unanimously approved according to the suggestions put forward by the Board of Directors.

The protocol is available on our web pages.

Golar LNG Limited Interim results for the period ended March 31, 2023

Company news

2023-05-30 12:10:02

Highlights and subsequent events

• Golar LNG Limited (Golar or the Company) reports a Q1 2023 Adjusted EBITDA¹ of $84 million and a Net Loss attributable to Golar of $102 million, inclusive of non-cash mark-to-market charges¹ of $188 million.
• Total Golar Cash¹ of $1 billion, inclusive of $113 million of restricted cash.
• Based on strong balance sheet position and a solid operational cash flow outlook, Golar reinstates quarterly dividend and will distribute $0.25 per share for Q1 2023.
• Approved share buyback program of up to $150 million.
• Exited Cool Company Ltd. (CoolCo) investment by selling remaining 4.5 million shares raising net proceeds of $56 million.
• Reacquired New Fortress Energy Inc. (NFE) interest in Golar Hilli LLC for 4.1 million NFE shares and $100 million in cash and exited NFE investment by selling our remaining 1.2 million NFE shares for net proceeds of $46 million.
• Credit approval to improve terms of existing Hilli debt facility, reducing debt service cost.
• High-graded FLNG conversion candidate by agreeing to sell 1977 built LNG carrier Gandria for net proceeds of $15 million and exercising option to acquire 2004 built LNG carrier Fuji LNG targeted for conversion to a 3.5mtpa MKII FLNG.
• Signed Memorandum of Understanding (MOU) with Nigeria National Petroleum Corporation (NNPC) for joint development of potential FLNG opportunities.
• Repurchased $20 million of 2025 maturing Unsecured Bonds and secured approval for amendments to bond terms that increase financial flexibility.

FLNG Hilli: FLNG Hilli maintained its strong operational performance with 100% economic uptime throughout the quarter. On March 15, 2023, Golar completed the repurchase of NFE's interest in the FLNG Hilli, increasing Golars annual run-rate Distributable Adjusted EBITDA¹ by approximately $70 million per year between January 1, 2023 and July 2026, and increasing our exposure to an anticipated re-contracting upside in the worlds best performing FLNG. Due to lower Brent oil and Dutch Title Transfer Facility (TTF) prices, Q1 2023 Distributable Adjusted EBITDA¹ from FLNG Hilli decreased by $20 million from $114 million in Q4 2022 to $94 million in Q1 2023, of which Golars increased share was $88 million, compared to $86 million in Q4 2022.

In January 2023, Golar effectively unwound its 2023 and 2024 TTF hedges, locking in approximately $140 million of TTF hedged Distributable Adjusted EBITDA¹ and re-gaining full market exposure to its TTF linked production. For the remainder of 2023 and 2024, the locked in TTF Distributable Adjusted EBITDA¹, which will be additional to Golars share of tolling fees and market linked Brent oil and TTF fee exposure, will be allocated as follows:

• • April-December 2023: 100% of TTF linked production unwound securing approximately $68 million of Distributable Adjusted EBITDA¹ equivalent to approximately $23 million for each of quarters 2, 3 and 4; and
  • Full year 2024: 50% of TTF linked production unwound securing approximately $49 million of Distributable Adjusted EBITDA¹ equivalent to approximately $12 million per quarter in 2024.

The FLNG Hilli sale and leaseback facility lenders have agreed to reduce the facility margin and extend the amortization profile and duration. Following the credit approved changes, FLNG Hillis annual debt service cost will reduce from a current 2023 level of around $126 million to around $93 million. Golars 94.6% share of this amounts to $88 million, of which $40 million is principal and $48 million is interest. The new terms extend the facility maturity from 2028 to 2033, increasing financial flexibility in connection with re-contracting of the existing July 2026 expiring contract with Perenco. Subject to execution of customary documentation, the new terms are expected to become effective in Q3 2023.

FLNG Gimi: FLNG Gimi is now 94% technically complete. The yard departure date for FLNG Gimi has been postponed from 1H 2023 to Q3 2023 to allow for vessel completion and testing and a greater proportion of commissioning work to be performed in Singapore where requisite skills and resources are more accessible. The updated sail away timing is not expected to impact first feed gas on the Tortue project. As a result of project delays, pre-commissioning contractual cash flows under the Lease and Operate Agreement (LOA) have started. A LOA contract interpretation dispute regarding parts of these pre-commissioning contractual cash flows currently exists between Golar and BP, regarding payments due from BP to Golar as a result of the delays previously announced in 2020 related to force majeure claims. The dispute does not impact wider execution of the 20-year project that is expected to unlock around $3 billion of Adjusted EBITDA Backlog¹ to Golar, equivalent to Annual Adjusted EBITDA¹ of around $151 million.

FLNG business development: Golar signed a MOU with NNPC for joint development of FLNG opportunities in Nigeria. Following the signing of the MOU, both parties have allocated significant resources to initially develop a named gas field for a potential FLNG project. Material technical and commercial progress has been made. The MOU has a 5-year duration, with both parties ambition to explore potential for multiple FLNG projects to be deployed on proven stranded and associated gas fields in Nigeria.

NNPC is Africas largest oil producer and Nigerias most important energy stakeholder with a strategy to expand gas exports. Nigerias gas specifications and met-ocean conditions are ideally suited to Golars FLNG solutions.

Recent months have seen a significant increase in interest and momentum for re-contracting alternatives for FLNG Hilli. Several promising projects that have more attractive economics than the current contract are now being discussed. Golar continues to target commercial structures aligned with gas resource owners, focusing on attractive break-even production costs relative to competing global LNG export projects, with upside in commodity price linkage. With its leading operational track record and near-term availability, FLNG Hilli is uniquely positioned to monetize gas reserves. A fully utilized FLNG Hilli has annual revenue potential in excess of $1 billion based on current LNG forward curves, to be shared between gas resource owners and Golar. Concluding a new charter for FLNG Hilli is therefore a commercial priority for the company.

As a result of increasing momentum for new FLNG opportunities, Golar high-graded its FLNG conversion candidate by selling the Gandria and exercising its option to acquire the 148,000cbm moss design carrier Fuji LNG targeted for the MKII FLNG conversion project. Sale of the Gandria for net proceeds of $15 million is subject to the satisfaction of customary closing conditions and is expected to complete in the second half of 2023. Of the $73 million purchase price balance for Fuji LNG, $11 million will be paid in Q2 2023 with the remainder in early 2024, when Golar will take delivery of the vessel. With key long-lead items on order, focus is now on a yard EPC contract and financing. A final investment decision on the MKII project is linked to securing attractive finance and further visibility on a charter, with strong progress on both fronts during the quarter.

FSRU: Fees earned in respect of the Development Agreement to assist Snam with FSRU Tundras drydocking, site commissioning and hook-up amounted to $7 million in Q1 2023. Costs associated with the above are recognized as incurred and amounted to $18 million in Q1 2023, included in project development expenses.

Financial Summary

Financial Review

Business Performance:

(2) The line item Realized and unrealized (loss)/gain on oil and gas derivative instruments in the Unaudited Consolidated Statements of Operations relates to income from the Hilli Liquefaction Tolling Agreement (LTA) and the natural gas derivative which is split into: Realized gain on oil and gas derivative instruments and Unrealized (loss)/gain on oil and gas derivative instruments.

(3) The line item Other operating (losses)/income in the Unaudited Consolidated Statements of Operations includes FLNG Hillis underutilization of $15.7 million in Q4 2022, which together with $20.1 million included in Liquefaction services revenue amounts to $35.8 million..

Golar reports today a Q1 2023 net loss attributable to Golar of $102 million, inclusive of non-cash mark-to-market charges¹ of $188 million, comprised of:

• TTF and Brent oil of $115 million;
• Listed equity securities of $62 million; and
• Interest rate swaps of $11 million.

The Brent oil linked component of FLNG Hillis fees generates additional annual cash of approximately $3.1 million for every dollar increase in Brent Crude prices between $60 per barrel and the contractual ceiling. Billing of this component is based on a three-month look-back at average Brent Crude prices. A $20 million realized gain on the oil derivative instrument was recorded in Q1 2023. Golar has an effective 89.1% interest in these earnings. A Q1 2023 realized gain of $18 million was also recognized in respect of fees for the TTF linked production. Golar has an effective 89.4% interest in these earnings. A $19 million realized gain (100% of which is attributable to Golar) on the hedged component of the quarters TTF linked earnings was also recognized during the quarter. Collectively a $57 million Q1 2023 realized gain on oil and gas derivative instruments was recognized as a result.

The mark-to-market fair value of the FLNG Hilli Brent oil linked derivative asset decreased by $41 million during the quarter, with a corresponding unrealized loss of the same amount recognized in the unaudited consolidated statement of operations. The mark-to-market fair value of the FLNG Hilli TTF natural gas derivative asset decreased by $74 million during the quarter with a corresponding unrealized loss of the same amount recognized in the unaudited statement of operations. A $1 million unrealized loss in respect of the hedged portion of the Q1 2023 TTF linked FLNG Hilli production was also recognized during the quarter. Collectively this resulted in a $115 million Q1 2023 unrealized loss on oil and gas derivative instruments.

During Q1 2023 Golar sold 1.2 million of its 5.3 million NFE shares and repurchased NFEs interest in FLNG Hilli using its remaining 4.1 million NFE shares as part of the purchase price consideration. A decrease in the NFE share price between January 1, 2023 and March 15, 2023, when Golars re-acquisition of NFEs interest in FLNG Hilli closed, resulted in the recognition of a Q1 2023 realized mark to market loss of $62 million. The fair value of these shares had decreased from $42.42 per share as of December 31, 2022 to $28.51 on March 15, 2023. Together with $11 million of dividend income from NFE, this collectively amounted to $51 million of other non-operating losses for the quarter.

Balance Sheet and Liquidity:

As of March 31, 2023, Total Golar Cash¹ was $1.0 billion, comprised of $889 million of cash and cash equivalents and $113 million of restricted cash. Of the $131 million of restricted cash, $18 million is attributable to the FLNG Hilli consolidated lessor-owned VIE.

Within the $344 million current portion of long-term debt and short-term debt as at March 31, 2023 is $321 million in respect of the FLNG Hilli lessor-owned VIE subsidiary that Golar is required to consolidate. Having closed the repurchase of NFEs interest in FLNG Hilli and assumed NFEs share of Hilli debt, Golars share of Contractual Debt¹ has increased to $1,152 million as of March 31, 2023. Deducting Total Golar Cash¹ of $1.0 billion from Golars share of Contractual Debt¹ of $1,152 million  leaves debt of $152 million.

During Q1 2023, Golar repurchased $4 million of the $300 million Unsecured Bonds, reducing the outstanding balance to $155 million as of March 31, 2023. In April, a further $16 million of the Unsecured Bonds were repurchased, reducing the outstanding balance to $139 million. On May 25, 2023, in return for a 3.75% fee, the remaining bondholders agreed to amend certain bond terms in order to allow for the earlier payment of dividends and for additional share buybacks.

Inclusive of $16 million of capitalized interest, $42 million was invested in FLNG Gimi during the quarter, with the total FLNG Gimi Asset under development balance as at March 31, 2023 amounting to $1.2 billion. Of this, $545 million was drawn against the $700 million debt facility secured by FLNG Gimi. Both the investment and debt drawn to date are reported on a 100% basis. Golars share of remaining capital expenditure to be funded out of equity, net of the Companys share of remaining undrawn debt amounts to $181 million. Subsequent to the quarter end, a further $75 million was drawn down on the debt facility which now stands at $620 million.

Expenditure on long-lead items and engineering services for the MKII FLNG amounted to $75 million as of March 31, 2023, and is included in other non-current assets.

Corporate and Other Matters:

As at March 31, 2023, Golar had 107.4 million shares issued and outstanding. There were also 1.4 million outstanding stock options with an average price of $15.74, 0.2 million unvested restricted stock units, and 0.04 million unvested performance stock units awarded.

The Board of Directors has authorized a new share repurchase program under which the Company may repurchase up to $150 million of Golars outstanding stock. The Company intends to opportunistically repurchase shares from time to time for cash in open market transactions or in privately-negotiated transactions in accordance with applicable federal securities laws. Share repurchases will be executed only during periods where the executive team and the Board of Directors are not aware of material inside information that would likely affect a sellers decision to sell, with the timing and the amount of any repurchases being determined by an evaluation of market conditions, capital allocation alternatives, and other factors.

Golars Board of Directors has also approved a total dividend of $0.25 per share in respect of Q1 2023 to be paid on June 16, 2023. The record date will be June 12, 2023. The dividend has been set at a sustainable level that allows for potential for growth after Gimi has reached COD.

Non-GAAP measures

In addition to disclosing financial results in accordance with U.S. generally accepted accounting principles (US GAAP), this earnings release and the associated investor presentation contains references to the non-GAAP financial measures which are included in the table below. We believe these non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance.

This report also contains certain forward-looking non-GAAP measures for which we are unable to provide a reconciliation to the most comparable GAAP financial measures because certain information needed to reconcile those non-GAAP measures to the most comparable GAAP financial measures is dependent on future events some of which our outside of our control, such as oil and gas prices and exchange rates, as such items may be significant. Non-GAAP measures in respect of future events which cannot be reconciled to the most comparable GAAP financial measure are calculated in a manner which is consistent with the accounting policies applied to Golars unaudited consolidated financial statements.

These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP. Non-GAAP measures are not uniformly defined by all companies, and may not be comparable with similarly titled measures and disclosures used by other companies. The reconciliations as at March 31, 2023, from these results should be carefully evaluated.

(1) Please refer to reconciliation below for Golars share of Contractual Debt

Adjusted EBITDA backlog: This is a non-U.S. GAAP financial measure and represents the share of contracted fee income for executed contracts less forecast operating expenses for these contracts. Adjusted EBITDA backlog should not be considered as an alternative to net income or any other measure of our financial performance calculated in accordance with U.S. GAAP.

Non-cash mark-to-market charges: These comprise of mark-to-market (MTM) movements on our TTF and Brent oil linked derivatives, listed equity securities and interest rate swaps (IRS) which relate to the unrealized component of the (losses)/gains on oil and gas derivative instruments, unrealized MTM (losses)/gains on investment in listed equity securities and net (losses)/gains on derivative instruments, in our unaudited consolidated statement of operations.

Abbreviations used:

FLNG: Floating Liquefaction Natural Gas
FSRU: Floating Storage Regasification Unit

Golar LNG Dividend Information

Company news

2023-05-30 12:10:02

Reference is made to the first quarter 2023 report released on May 30, 2023. Golar LNG has declared a total dividend of $0.25 per share to be paid on June 16, 2023. The record date will be June 12, 2023.

Golar LNG Limited
Hamilton, Bermuda
30 May, 2023

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act

DWELLOP AS - DWELLOP ANNOUNCES BUSINESS COMBINATION WITH PHUEL OIL TOOLS LTD

Company news

2023-05-29 22:33:05

Tananger, Norway 29 May, 22:00 (CEST).
Introduction
Today, Dwellop AS (the "Company"), has entered into a business combination agreement (the "BCA") with Habu Holding AS, the majority shareholder of Phuel Oil Tools Ltd., a Scottish private limited liability company with business registration number SC269131 ("POT"), through its subsidiary Habu Services AS, concerning the combination of the Company and POT's business (the "Business Combination").

Pursuant to the BCA the Business Combination will be carried out by all shareholders of POT transferring their shares of POT to the Company for a total purchase price of NOK 34,514,222. In consideration for the POT shares, the POT shareholders will receive 117,196 new shares in the Company at a subscription price of NOK 294.50 per share (the "Consideration Shares"), valuing the Company to NOK 87,015,032 prior to the Business Combination.

Subject to completion of the Business Combination, the existing shareholders of the Company will hold 71.60% of the shares of the Company, while the remaining 28.40% of the shares will be held by the previous shareholders of POT.

The Consideration Shares will be issued to the POT shareholders by a capital increase as contribution in kind in the Company. The Business Combination is therefore subject to, inter alia, the approval by the general meeting of the Company, as described further below.

This information is considered inside information pursuant to section 2 of the NOTC Continuous Obligations for companies with shares registered on NOTC. As of this notice, all inside positions are considered to be neutralised.

The rationale for the Business Combination
Management believes that the Business Combination and the related growth opportunities will create long term value for the shareholders. Dwellop will now expand the business portfolio and get access to new international markets.

Conditions precedent to the Business Combination and further process
The Company's, Habu Holding AS' and the POT shareholders' obligation to complete the Business Combination is conditional upon: (i) Habu Holding AS having secured the unconditional acceptance and adherence to the BCA of the remaining POT shareholders, and (ii) the necessary corporate approvals in the Company, including the general meeting resolving to approve the issuance of the Consideration Shares.

In due course, the board of directors of the Company will summon the shareholders of the Company to the annual general meeting of the Company, where inter alia, the Business Combination and the issuance of the Consideration Shares will be considered and resolved upon.


* * *

For further information, please contact:
Helge Hustoft, Chief Executive Officer
Phone: +47 51 57 29 12
Mobile: +47 91 57 58 76
E-mail: helge.hustoft@dwellop.no
This information is published in accordance with the disclosure requirements set out in the Continuing Obligations for companies with shares registered on the NOTC-List.

This information is published in accordance with the disclosure requirements set out in the Continuing Obligations for companies with shares registered on the NOTC-List.
The law firm Wikborg Rein has acted as legal advisor for the Company, while the law firm Schjødt has acted as the legal advisor for Habu Holding AS.
This notice may contain statements about future events and expectations that are forward-looking statements. Any statement in this notice that is not a statement of historical fact including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations is a forward-looking statement that involves known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company’s present and future business strategies and the environment in which the Company will operate in the future. The Company assumes no obligations to update the forward-looking statements contained herein to reflect actual results, changes in assumptions or changes in factors affecting these statements.

Result of Summons to Written Resolution - Approved amendment to Golars unsecured bonds

Company news

2023-05-25 15:10:02

Pursuant to the announcement dated May 9, 2023 where Golar LNG Limited (Golar or the Company) instructed Nordic Trustee AS to summon a Written Resolution for the Company's senior unsecured bonds maturing 20 October 2025 (ISIN NO 0011123432), Golar announces today that the Proposed Resolution (as defined in the Summons) was adopted according to the voting requirements of the Bond Terms. The Bond Trustee is therefore authorized to take the necessary actions to implement the Proposed Resolution. In connection with this, on June 2, 2023 Golar will pay a fee, equivalent to 3.75% of the Nominal Amount to bondholders of record on May 31, 2023.

FORWARD LOOKING STATEMENTS

This press release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflects managements current expectations, estimates and projections about its operations. All statements, other than statements of historical facts, that address activities and events that will, should, could or may occur in the future are forward-looking statements. Words such as may, could, should, would, expect, plan, anticipate, intend, forecast, believe, estimate, predict, propose, potential, continue, or the negative of these terms and similar expressions are intended to identify such forward-looking statements.

These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Golar LNG Limited undertakes no obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise, unless required by applicable law.

Hamilton, Bermuda

May 25, 2023

Enquiries:

Golar Management Limited: + 44 207 063 7900

Karl Fredrik Staubo - CEO

Eduardo Maranhão - CFO

Stuart Buchanan - Head of Investor Relations

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act

Eiendomsspar – handel i egne aksjer

Company news

2023-05-24 11:43:56

Eiendomsspar har i dag kjøpt 150 000 egne aksjer til kurs kr 330. Selskapets nye beholdning av egne aksjer er 692.706.

SOIL: Equinor selects Soiltech’s Swarf Removal System

Company news

2023-05-24 08:27:23

Soiltech has been awarded a contract for its Swarf Removal System (SRS) on an Equinor operated platform off Norway. Soiltech’s field proven SRS will be used to remove solids material from the drilling fluid.

The contract will be performed during third quarter 2023.

“We are pleased to secure another contract for our innovative, high-capacity SRS unit. By using our technology, the client will be able to reuse the drilling fluid and save cost”, says Soiltech’s CEO Jan Erik Tveteraas.


About Soiltech
Soiltech is an innovative cleantech service provider specializing in the treatment, recycling and responsible handling of contaminated water and solid waste. Our technologies enable cost savings and lower CO2 emissions through WASTE REDUCTION, WASTE RECOVERY AND REUSE.

Soiltech is headquartered in Norway and operates world-wide. We are listed on Euronext NOTC in Norway under the ticker SOIL.

JACK: Jacktel Interim Report Q1 2023

Company news

2023-05-23 18:22:02

Haven is on a contract with TotalEnergies DK through Q2 2024 and has been located at the Tyra field offshore Denmark and provided a 100% gangway connection since commencement of the contract in November 2021.
In March Jacktel AS was awarded a contract by Equinor for the provision of accommodation services to the Draupner project. The contract will commence 3Q 2024 and has a firm duration of 10 months. As part of the contract, Jacktel AS granted Equinor options to extend the contract by up to 6 months.

The operating income for Q1 amounted to 7.9 MUSD. Operating expenses equaled 2.8 MUSD. This resulted in an EBITDA of 5.2 MUSD and an operating profit of 2.2 MUSD. Financial expenses for the first quarter equaled 1.9 MUSD. Net profit for the first quarter amounted to 0.3 MUSD.

Jacktel’s Super Senior Bond loan was fully repaid in the first quarter.


For further information, please contact:

Bjørn Eie Henriksen
CEO
Macro Offshore Management AS
Tel: +47 94 13 04 32
E-mail:bjorn.henriksen@macro-offshore.com

or

Daniel Samuelsen
CFO
Macro Offshore Management AS
Tel: +47 91 75 83 01
E-mail:daniel.samuelsen@macro-offshore.com