Golden Ocean Group and CMB.TECH have agreed to a stock-for-stock merger, with CMB.TECH as the surviving entity.
Under the deal, Golden Ocean shareholders will receive 0.95 shares of CMB.TECH for each of their current shares. The merger will create one of the world’s largest diversified maritime groups, with a combined fleet of over 250 vessels. CMB.TECH shareholders will own approximately 70% of the new company, while Golden Ocean shareholders will hold around 30%.
If completed, the merged company will be one of the largest listed maritime groups both in terms of market capitalisation, net asset value and expected share liquidity
… said Peder Simonsen, CEO of Golden Ocean.
The merger has been unanimously approved by both companies’ boards, including a fairness opinion from Golden Ocean’s financial advisor, DNB Markets, confirming the exchange ratio is fair.
The transaction is subject to regulatory approvals, confirmatory due diligence, shareholder votes, and finalization of definitive agreements, which are expected to be completed by the third quarter of 2025.
We have concluded unanimously that the proposed exchange ratio based on a net asset value of CMB.TECH of 15.23 USD per share and a value of 14.49 USD per Golden Ocean share is fair, and believe this proposed merger is in the best interests of the company and its stakeholders
… explained Carl Steen, Chairman of the Transaction Committee of Golden Ocean.
Upon closing, Golden Ocean will delist from NASDAQ and Euronext Oslo, while CMB.TECH will maintain its listings on the NYSE and Euronext Brussels and pursue a secondary listing in Oslo.
Alexander Saverys, CEO of CMB.TECH, stated that the fleet’s value would exceed 11 billion USD, and with the company’s public listings and increased share liquidity, they would have the resources needed to continue investing in the fleet and capitalizing on new opportunities.