Cmb.Tech NV Acquires Remaining 50.65% Stake in Golden Ocean Group Limited for Approximately BMD 880 Million.

Cmb.Tech NV has completed the acquisition of a remaining 50.65% stake in Golden Ocean Group Limited for approximately $880 million. The consideration consists of Cmb.Tech NV common equity at a ratio of 0.95 per common equity of Golden Ocean Group Limited. Upon completion, Cmb.Tech NV shareholders will own approximately 70% of the combined company, and Golden Ocean shareholders will own approximately 30%. The transaction is subject to customary conditions, including regulatory approvals and Golden Ocean shareholder approval.

Title: Cmb.Tech NV Completes Acquisition of Remaining 50.65% Stake in Golden Ocean Group Limited

Cmb.Tech NV (ENXTBR:CMBT) has successfully completed the acquisition of the remaining 50.65% stake in Golden Ocean Group Limited (NasdaqGS:GOGL) for approximately BMD 880 million. The transaction, which was announced on April 22, 2025, and signed on May 28, 2025, involves the exchange of Cmb.Tech NV common equity at a ratio of 0.95 per common equity of Golden Ocean Group Limited [1].

Upon completion of the merger, Cmb.Tech NV shareholders will own approximately 70% of the combined company, while Golden Ocean shareholders will own approximately 30%. The transaction is subject to customary conditions, including regulatory approvals and Golden Ocean shareholder approval [1].

The merger agreement provides for the issuance of 95,952,934 new shares of CMB.TECH, with CMB.TECH shareholders owning approximately 67% of the total issued share capital (excluding treasury shares) and Golden Ocean shareholders owning approximately 33% (excluding treasury shares) [1]. The merger will result in Golden Ocean delisting from NASDAQ and Euronext Oslo Børs, while CMB.TECH will remain listed on the New York Stock Exchange and Euronext Brussels, and will pursue a secondary listing on Euronext Oslo Børs [1].

The transaction is expected to create one of the world's largest diversified listed maritime groups, featuring a combined diversified fleet of around 250 vessels, including dry bulk vessels, crude oil tankers, chemical tankers, container ships, offshore wind vessels, and port vessels [2]. The combined fleet has a fair market value of approximately USD 11.1 billion, underscoring scale and asset values. Additionally, the fleet includes more than 80 hydrogen- and ammonia-ready vessels, offering low-carbon fuel optionality [2].

The merger was approved by Golden Ocean shareholders at a special general meeting on August 19, 2025, with 92.72% of the shares present or represented at the meeting voting in favor [2]. The newly issued CMB.TECH shares began trading on Euronext Brussels and the New York Stock Exchange on August 20, 2025, and will also trade on Euronext Oslo under the ticker symbol "CMBTO" [2].

Alexander Saverys, CEO of CMB.TECH, commented on the merger, stating, "Today, we are delighted to close the merger between CMB.TECH and Golden Ocean. In less than 18 months, we have transformed a pure play crude oil tanker company into a large and leading diversified and future-proof maritime group. As we welcome the Golden Ocean team and fleet to the CMB.TECH family, we look forward to creating value for all our stakeholders with our modern fleet of more than 250 ships. 11 billion USD worth of assets, three public listings in New York, Brussels and Oslo, more than one third of our fleet ready to be powered by low carbon fuels, a contract backlog of 3 billion USD … and one goal : decarbonise today to navigate tomorrow." [2]

References
[1] https://www.marketscreener.com/news/cmb-tech-nv-completed-the-acquisition-of-remaining-50-65-stake-in-golden-ocean-group-limited-ce7c51d2da8af324
[2] https://finance.yahoo.com/news/press-release-cmb-tech-completes-073400226.html