Listing Prospectus

STX Europe AS

Registration Document

Joint Arrangers:

Oslo, 6 May 2010

1 Important information

The Registration Document is based on sources such as annual reports and publicly available information and forward looking information based on current expectations, estimates and projections about global economic conditions, the economic conditions of the regions and industries that are major markets for the Company's (including subsidiaries and affiliates) lines of business. Important factors that could cause actual results to differ materially from those expectations include, among others, economic and market conditions in the geographic areas and industries that are or will be major markets for the company's businesses, market acceptance of new products and services, changes in governmental regulations, interest rates, fluctuations in currency exchange rates and such other factors as may be discussed from time to time in the Registration Document. Although it is believed that the expectations are based upon reasonable assumptions, the Borrower can give no assurance that those expectations will be achieved or that the actual results will be as set out in the presentation. The Arrangers are not making any representations or warranty, expressed or implied, as to the accuracy, reliability or completeness of the Registration Document, and the Arrangers and will not have any liability to you or any other persons resulting from your use.

This Registration Document is subject to the general business terms of the Arrangers, available at their websites. Confidentiality rules and internal rules restricting the exchange of information between different parts of the Arrangers may prevent employees of the Arrangers who are preparing this presentation from utilizing or being aware of information available to the Arrangers and/or affiliated companies and which may be relevant to the recipient’s decisions.

The Arrangers and/or affiliated companies and/or officers, directors and employees may be a market maker or hold a position in any instrument or related instrument discussed in this Registration Document, and may perform or seek to perform financial advisory or banking services related to such instruments. The Arrangers’ corporate finance department may act as manager or co-manager for this Company in private and/or public placement and/or resale not publicly available or commonly known.

Copies of this presentation are not being mailed or otherwise distributed or sent in or into or made available in the United States. Persons receiving this document (including custodians, nominees and trustees) must not distribute or send such documents or any related documents in or into the United States.

Other than in compliance with applicable United States securities laws, no solicitations are being made or will be made, directly or indirectly, in the United States. Securities will not be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

The distribution of the Registration Document may be limited by law also in other jurisdictions, for example in Canada, Japan and in the United Kingdom. Verification and approval of the Registration Document by Finanstilsynet implies that the Registration Document may be used in any EEA country. No other measures have been taken to obtain authorisation to distribute the Registration Document in any jurisdiction where such action is required.

2 Table of Contents

Table of Contents...... 3 1. Risk factors ...... 4 2. Definitions ...... 7 3. Persons responsible ...... 8 4. Statutory Auditors ...... 9 5. Information about the Issuer ...... 9 6. Presentation of the Company ...... 10 7. Organizational structure ...... 16 8. Trend Information ...... 18 9. Administrative, management and supervisory bodies...... 19 10. Share and shareholder information ...... 22 11. Financial information concerning the issuer’s assets and liabilities, financial position, profits and losses..... 23 12. Documents on Display ...... 24 Cross Reference List...... 24

Attatchments: 1 Platou – Newbuilding activity report January 2010

3 1. Risk factors

Market risk 2009 was a difficult year in the shipbuilding market. Although the economy is improving and consumer spending increasing again, shipbuilding is a cyclical industry and subject to risk related to economic fluctuations. The past years negative developments in the world economy have had a significant impact on the shipbuilding market. STX Europe is exposed to market risk in several areas, such as oil price, world trade, oil field exploration and production, consumer spending, and the global economic climate. These and other market risk factors may influence customers’ incentives to order new vessels and is reflected in the low order intake for STX Europe in 2009.

In order to reduce market risk the business model is based on having resources available for use across the Group’s organizational borders. This allows resource allocation to the market segments with the most favourable terms.

Operational risk STX Europe’s business operations involve significant risk related to the production and deliveries of complex and advanced vessels. At the end of 2009, the Company had 52 vessels in the order book. Inherent operational risk is associated with project execution as failure to meet schedule or performance guarantees or increases in contract costs can result in non-recoverable costs that could exceed revenues realized from a project.

STX Europe’s operations are subject to long-term contracts, many of which are fixed-price, turnkey contracts awarded on a competitive bidding basis. A significant proportion of the Group’s input factors are purchased from subcontractors. Although larger-sized purchases to a certain extent are made at the time of contract signing, subcontractors’ cost increases may negatively affect projects.

Project execution is also an intrinsic risk for STX Europe in relation to its sub-contractors. Spill-over effects from delays or quality problems associated with deliveries from our subcontractors also present a significant part of the Company’s operational risk. Consequences include project delays and further modifications to the overall delivery program. This again could increase research consumption and cost overruns. Having a continuous and open dialogue with suppliers is important to avoid misunderstandings and detect problems early.

Financial market risk Since shipbuilding is a cyclical industry, the developments in the world’s financial markets affect the operations of STX Europe. This affects both STX Europe and the Group’s customers. The shipbuilding industry is very capital intensive and financing of working capital is important when bidding for contracts. The intended building activity depends on securing the necessary construction financing. The potential challenges in finding available financing necessary for both ongoing and new projects is a consequence of continued negative financial market developments, and also a result of the Company’s recent weak financial performance and high leverage. In order to secure the ongoing needs of its business, STX Europe needs access to new and/or replacement of existing credit facilities in 2010, including bank loans, construction loans, bond loans, guarantees, etc. The Company has secured most, but not all, of its financing needs for 2010 and is in compliance with its financial loan covenants as of 31 December 2009.

STX Business Group has played an important role in securing necessary financing during 2009, among others by providing working capital through loans and equity. Overall, shareholder loans amounted to NOK 660 million at the end of 2009. STX Business Group also purchased treasury shares from the company in Q1 2009 for a total amount of NOK 225 million. Furthermore, the Group provided a “letter of support” in relation to STX Europe Holding AS’ undertaking with a bank to pay NOK 250 million in group contribution to STX Offshore AS by end 2010.

The Company’s financing facilities create exposure to interest rate fluctuations, and the company maintains a firm policy for hedging currency and interest rate risk. Most contracts with future settlement in foreign currencies are hedged against currency fluctuations. Hence, the company’s net currency exposure is considered to be relatively moderate.

4 Upon entering contracts, the ship-owners’ financial position is evaluated. In general, 20–25 percent of the contract amount is payable during the construction period. The transfer of ownership at the completion of a vessel takes place upon settlement. In the event that a ship-owner fails to pay, the vessel can be used as security or disposed of in order to recover STX Europe’s construction costs. Thus, credit risk related to receivables is normally considered manageable.

Even though the Group’s customers are generally financially sound and most projects have secured financing, the current economic environment amplifies the importance of closely following up all aspects of each project. Presently, the global economic situation contributes to increased risk of business partners not being able to manage and carry through on their commitments. With uncertain market prospects, payment default risk for project deliveries cannot be ruled out.

Each project within STX Europe involves a significant number of subcontractors. As the company has experienced financial difficulties among some of them, the follow-up of suppliers is highly prioritized as problems can delay the overall project progress.

STX Europe’s ability to handle liquidity and financing issues is crucial to the Group’s ability to maintain credit and loan agreements. Any temporary breach of minimum requirements governing liquidity, equity, or other parameters has the potential to result in a financial platform that fails to maintain the company’s business commitments.

Financial risks and financial instruments

Financial risk factors The STX Europe financial liabilities comprise bank loans and overdrafts, trade payables and loans given. The main purpose of these financial liabilities is to raise finance for the Group's operations. The Group has various financial assets such as trade receivables, cash and short and long term loans which arise directly from its operations.

The Group enters into derivative transactions, primarily interest rate swap and forward currency contracts. The purpose is to manage the interest rate and currency risks arising from the Group's operations and its sources of finance. Throughout 2008 and 2009 it has been, and still is, the Group's policy that no trading of derivatives shall be undertaken.

The main risks arising from the Group's financial instruments are cash flow interest rate risk, liquidity risk, foreign currency risk and credit risk. The Board of Directors in STX Europe agrees policies for managing each of these risks, and these are included in the STX Europe Financial Policy. The management of these risks is part of the yards procedures and follow-up of the construction contracts, this in close cooperation with the Group's Financial Department.

Interest rate risk During 2008 and 2009 a higher portion of the STX Europe’s cash position has been invested in projects under construction and thereby reducing the level of construction loans. Through construction financing, the company is exposed to fluctuations in interest rates for the non-interest hedged portion of financing. To mitigate some of the risk on interest fluctuation the subsidiaries in and France have fixed the interest rate on at least half of its construction loan amount by entering into interest rate swaps with banks. The loans with floating interest rate are to some extent offset by the Group's bank deposits; consequently interest rate risk is considered to be relatively limited.

Foreign currency risk As a result of significant part of operations taking place in the EU (Finland, France and Romania) the balance sheet can be affected significantly by movements in the EUR/NOK currency rates.

5 Hedging of construction contracts The Group also has transactional currency exposure. Such exposure arises from sales or purchases by an operating unit in foreign currencies other than the functional currency. The Group requires all of its operating units to use forward currency contracts to eliminate the currency exposure on any individual transaction.

When contract price is normally entered into in local currencies, and the costs of the project are in large extent in local currency, the currency exposure of the projects is relatively small. Any possible net exposures in single currencies are hedged when a contract is entered into. The FX hedging transactions are in some cases entered into with STX Europe as counterparty to the bank with the corresponding back-to-back arrangement with the yard companies. In the cases where the yards are hedging with local banks, the contractual obligations are mostly guaranteed by STX Europe.

When hedging the value of a construction contract or cost related to a contract in foreign currency, the part of hedging related to the percentage of completion in the contract adjusts the value of work in progress. The value related to unrecognized contractual commitment (firm commitment) is accounted for as short term interest bearing receivables or liabilities.

The construction contracts or hedged related costs are recognized to hedged currency rate under assumptions that it is a perfect hedge relationship. This are treated as fair value hedging.

Liquidity risk STX Europe monitors its risk to a shortage in funds using a recurring liquidity planning tool. This tool considers the maturity of both its financial investments and financial assets and liabilities and projected cash flow from operations. The Group's objective is to maintain a balance between continuity of funding and flexibility through use of construction financing, bank overdrafts and trade payables. Approximately 21 percent of the Group's debt matures in 2010, mainly related to the Varma loan classified as short-term debt.

The derivative financial liabilities, mainly foreign exchange derivatives used to hedge construction contracts, represent the gross contractual amounts to be settled and exchanged at maturity. The amount indicates the underlying value principal amount. The liquidity risk specifically related to these cash flows are considered to be limited, as it is linked to cash payments from solid customers, whereby the client's financing of the project is secured before contract signing.

Credit Risk Credit risk that arise from commercial contracts, are managed by the different business units. A credit rating is done of the ship owner prior to contract signing. The buyers have the long term financing in place within signing. There are some exceptions where the yards are granting permission to postpone the time of closing the long term financing for the new building. In such cases the yard has other vessels/instalments with the respective customer as additional security. The Group's financial assets are in all material aspects placed in cash deposits.

6 2. Definitions

Annual Report of 2008 - STX Europe AS annual report of 2008.

Annual Report of 2009 - STX Europe AS annual report of 2009.

Board or Board of Directors - the board of directors of the Company

Companies Registry - the Norwegian Registry of Business Enterprises (Foretaksregisteret)

EBIT - earnings before interest and taxes (Operating earnings)

EBITA - earnings before interest, taxes and amortisation (Gross operating earnings after depreciation)

EBITDA - earnings before interest, taxes, depreciation and amortisation (Gross operating earnings)

Group - the Company and its subsidiaries from time to time

IFRS - International Financial Reporting Standards

Joint Arrangers - Nordea Markets and Pareto Securities

Listing Prospectus - Registration Document and Securities Note

NOK - the lawful currency for the time being in Norway

Oslo Børs - Oslo Børs ASA

STX Europe AS, the Company, the Issuer or the Borrower - STX Europe AS, company reg. no. 986 751 408

7 3. Persons responsible

3.1 Persons responsible for the information STX Europe AS, Karenslyst Allè 57, N-0278 Oslo, Norway are responsible for the information given in the registration document.

3.2 Declaration by persons responsible

Responsibility statement: This Listing Prospectus has been prepared by STX Europe AS with a view to providing a description of relevant aspects of STX Europe AS in connection with the Bond Issue and an investment therein. We confirm that, taken all reasonable care to ensure that such is the case, the information contained in the registration document is, to the best of our knowledge, in accordance with the facts and contains no omission likely to affect its import.

Oslo, 6 May 2010

______

Sang Ho Shin Byung Ryoon Woo President &CEO CFO STX Europe AS

Disclaimers:

Joint Arrangers Nordea Bank ASA, Nordea Markets and Pareto Securities AS, has assisted the Company in preparing the Listing Prospectus. Neither Nordea Bank ASA, Nordea Markets nor Pareto Securities AS has separately verified the information contained herein. Accordingly, no representation, warranty or undertaking, express or implied, is made and the Joint Arrangers expressively disclaim any legal or financial liability as to the accuracy or completeness of the information contained in this Listing Prospectus or any other information supplied in connection with bonds issued by STX Europe AS or their distribution. The statements made in this paragraph are without prejudice to the responsibility of the Company. Each person receiving this Listing Prospectus acknowledges that such person has not relied on the Joint Arrangers or on any person affiliated with it in connection with its investigation of the accuracy of such information or its investment decision.

Oslo (Norway), 6 May 2010

Nordea Bank ASA, Nordea Markets Pareto Securities AS

8 4. Statutory Auditors

4.1 Names and addresses

KPMG AS Postboks 7000 Majorstuen 0306 Oslo

Tel. +47 04063 Fax. +47 22 60 96 01

State Authorized Public Accountant (Norway) Asbjørn Næss has been liable for the Auditor's report 2009. (State Authorized Public Accountant (Norway) Jan Egil Haga (Ernst & Young AS) was liable for the Auditor's report for 2008)

KPMG AS is member of The Norwegian Institute of Public Accountants.

5. Information about the Issuer

Legal name: STX Europe AS Address: Karenslyst Allè 57, N-0278 oslo

Mailing address: Postboks 453 Skøyen N-0213 Oslo

Tel: +47 21 02 75 00 Fax: +47 23 50 11 01

Registration number: 986 751 408 Date of incorporation: 30 March 2004

The Company organized under the laws of Norway, including the Public Limited Companies Act.

9 6. Presentation of the Company

6.1 Principal activities

6.1.1 Introduction STX Europe AS (hereby called STX Europe) is an international shipbuilding group aiming to be the leading builder of Cruise & and Offshore & Specialized Vessels. The Group has long and broad experience in developing state-of-the-art concepts, technology, processes and products for customers around the world. STX Europe comprises 15 in Finland, France, Norway, Romania, Brazil and Vietnam. The Group had nearly 16 000 employees at the end of 2009, of whom approximately 1 900 were employed and working in Norway. The experience and expertise of the employees is crucial to the development of new construction methods, technologies, and solutions for demanding customers worldwide.

STX Europe is divided into two major business areas Cruise & Ferries and Offshore & Specialized Vessels. Each of the business areas are amongst the leading within their field1. Construction of highly specialized and complex vessels requires careful planning and innovation ability. The cumulative experience of the Group and its modern design and planning tools, along with a goal-oriented organization, contribute to define STX Europe’s strong market position1.

With operations in six countries, STX Europe benefits from having shipyards with different cost structures and engineering expertise. By delegating projects to the part of the group that offers the most favourable terms, resource utilization is optimized across organizational borders.

6.1.2 History 1841 Aker establishes its first mechanical workshop along the Aker river in Oslo. Shipbuilding gradually added to business activities

1941–1970 Aker develops into an important builder of whaling, passenger, and cargo vessels

1996 Entrepreneur and industrialist Kjell Inge Røkke becomes Aker’s main shareholder via RGI, his privately held investment company. Røkke becomes a driving force in the development of the company. Aker and RGI are eventually merged; at that time, Aker owned shipyards in Germany, Finland, and Norway

2000 Aker acquires a large shareholding in the Kvaerner industrial and shipbuilding group. Kvaerner’s shipyards in Germany and Finland were added

2000 Aker acquires Tulcea yard in Romania

2000 Aker acquires Promar in Brazil

2001 Aker acquires Brevik yard in Norway

2001/2002 Aker becomes the largest shareholder in Kvaerner

2003 Aker acquires Braila shipyard in Romania

2004 Aker Yards ASA is established and listed on the Oslo Stock Exchange

2006 Aker Yards ASA invests in Damen Shipyards Okean in Ukraine and acquires the Florø yard in Norway and 75 percent of the French Saint-Nazaire and Lorient shipyards ( remained with 25 percent for three years after which a put/call option regarding the remaining shares was to be executed)

2007 Aker Yards establishes shipyard in Vietnam

1 Reference to attachment 1 Platou – Newbuilding activity report January 2010

10

2007 STX Business Group acquires 40 percent of Aker Yards ASA

2008 STX Business Group makes a mandatory offering for Aker Yards ASA, acquires the remaining shares and Aker Yards ASA is renamed to STX Europe ASA

2008 STX Europe ASA sells 33.34 percent of the shares in the French shipyards to the French State (ownership after transaction - STX Europe 50.01 percent, French State 33.34 percent and Alstom 16.65 percent)

2008 – 2009 Sells 70 percent stake in the German and Ukrainian yards in 2008, and the remaining 30 percent in 2009

2009 STX Europe ASA is delisted from the Oslo stock exchange and transformed from ASA to AS

2010 According to the original agreement, the Alstom shares of the French yards were transferred to STX Europe by the end of March 2010 resulting ownership split 66.66 percent STX Europe and 33.34 percent French State.

6.1.3 Business areas

Cruise & Ferries • Builds state-of-the-art cruise ships and passenger ferries • Serves the world’s leading cruise lines1 (STX has delivered to RCCL, MSC, NCL) • Cabin manufacturing and Lifecycle services • Design & Engineering

1 Reference to attachment 1 Platou – Newbuilding activity report January 2010

11 STX Europe has a highly respected tradition of building first-class luxury cruise ships and comfortable passenger ferries. For years, STX Europe Cruise & Ferries has set new standards in vessel design, size, and comfort – and in amenities and facilities that travellers appreciate. New, larger ships, with ever-more imaginative onboard amenities and activities, are important trends in cruise ships and passenger ferries.

In addition to the five shipyards in , Rauma, and in Finland, and Saint-Nazaire and Lorient in France, the Cruise & Ferries business area includes cabin manufacturing and lifecycle service activities both in France and Finland.

Construction of cruise ships demands a great deal of expertise beyond that involved in standard shipbuilding. Design and construction of passenger vessels are demanding arts, especially for today’s large newbuildings. STX Europe has an innovative approach to building vessels of unequalled performance. The company builds facilities for wonderful experiences for both passengers and effective cargo handling which in turn make the customers' businesses successful. Precision project management allows the company to incorporate innovative design features while meeting the tight construction schedules required for on-time delivery of unique cruise ships and ferries.. With a track record of building all 14 of the world’s largest cruise ships STX Europe is known for its innovative approach and understanding of the customers’ needs.

Offshore & Specialized Vessels • Builder of purpose-built offshore service vessels • Builder of specialized vessels for arctic, fishing, naval and research purposes • Design & Engineering, Electrical Engineering & Installation, Piping Systems & Installation

Through centuries of experience, STX Europe has become a leading supplier1 of technologically advanced offshore and specialized vessels. High levels of expertise, extensive customization capability and a track record of exceeding customers’ expectations have resulted in a leading market position1 for these kinds of vessels. With an increasing share of market activity taking place in new, demanding environments, offshore tasks are growing in complexity. Arctic and deep water operations require advanced vessels tailor-made for such activities. STX Europe holds a strong market position1 for different types of highly specialized vessels for the offshore exploration and oil services industry.

A streamlined model for cooperation among yards and subcontractors constitutes a significant competitive advantage. Having nine shipyards located in Norway (5), Romania (2), Brazil (1) and Vietnam (1), enables us to optimize resource allocation. By utilizing resources across country borders our customers benefit from attractive completion times and competitive prices.

STX Europe is continually striving to develop new designs, introducing new features and technologies which provide even higher performance and thus generate more value for our clients. STX Europe’s vessel designs have gained ground in the market during the recent years, and about 70 percent of our order backlog is for vessels with STX Europe’s own designs.

Other Operations • Builder of advanced chemical tankers • Development and sale of Florø Yard, Arctic Technology and LNG Technology • Design & Engineering

Other Operations comprises the shipyard in Florø, Norway as well as units for development and sale of arctic technologies, LNG technologies, and other solutions. STX Europe is widely recognized as globally leading in Arctic technology expertise, with i.a. its own ice and arctic laboratory and R&D center in Finland. Both the LNG and the arctic technology teams work closely with other units in the group, but also pursue stand-alone market opportunities.

Florø Yard The shipyard in Florø is currently building the last in a series of six chemical tankers. Following the completion of the Stolt-Vessels, the yard is set to restructure. A planned transformation into a service and maintenance yard

1 Reference to attachment 1 Platou – Newbuilding activity report January 2010

12 for offshore service and commercial vessels is a measure to maintain expertise while at the same time adapting to the changing market conditions.

Arctic Technology Technology Inc. offers a full range of services - from turn-key ship design and construction to model and field tests, structural design, development work and theoretical studies for ice-going ships and Arctic and Antarctic shipping. Aker Arctic offer full scale in-house model testing in its modern ice model testing facility in Finland.

6.1.4 Strategic priorities

Leverage on market position & improve competitiveness A major priority for STX Europe is maintaining and improving its strong market position1; to be the leading supplier of cruise ships, high-end ferries and advanced offshore service vessels. This requires further strengthening of the business areas by developing new solutions in cooperation with costumers’ needs using the latest environmental and technological requirements. The successful STX-developed designs continue to be a key focus area.

In 2010, the main focus of the Company will be securing contracts and to further improve competitiveness in order to remain a world leader in its segments. A competitive cost structure, together with deliverability and client trust, will differentiate and put STX Europe at the high-end of the market. This includes productivity gains and innovations, such as “green technologies”, design- and technology developments. The impact of increased cooperation and synergies with the STX Business Group in Korea is also expected to be important in this regard.

Synergies with STX Being a member of the STX Business Group, STX Europe continues to take advantage of potential synergies to enhance the company’s competitive advantages and further develop its market position. Specific synergies have already been identified, and objectives established for implementing them in sourcing, input-factor acquisition, use of engineering services, and shipbuilding expertise across Group organizational borders, in addition to management expertise, best practices, market know-how, and networking.

Operational Excellence One of STX Europe’s most important objectives is to execute every project with high quality, on-time delivery and within established budgets. These objectives are achieved by streamlining key areas such as; production processes, quality, purchasing, and efficient use of input factors. Operational risk is reduced by following each project closely. Through improved operations the Group will continue to enhance productivity and cost- effectiveness. By optimizing these areas STX Europe expect improved operations and gradually increasing margins.

HSE performance improvement Health, safety and environment continue to be a strategic priority within STX Europe. Measures to avoid, reduce and eliminate personnel injury, environmental harm as well as damage to property or equipment are continuously ongoing. Since the implementation of Synergy, the groups HSE groups reporting and follow-up system in 2007, the number of safety observations recorded significantly increased in 2009 with a total of 5 034 incidents reported – up 67.5 percent from 2008. Simultaneously the number of accidents decreased markedly. HSE remains a key focus area in daily operations.

Short term priorities The short term strategy and priorities include strengthening of the financial platform of which the main areas are cash flow from operations, the ability to attract new capital, and renew existing financing arrangements. In addition there is a significant need to improve results; to reduce costs, increase margins and secure attractive contracts. With the current market situation, shipyard capacity adjustments are important to maintain competitiveness throughout what is expected to be a challenging 2010.

1 Reference to attachment 1 Platou – Newbuilding activity report January 2010

13 6.2 Business Overview

6.2.1 Global competition Intensified competition from Asian shipyards, especially in countries like Korea, Japan and China, has had a significant impact on the global shipbuilding industry. These countries have a significant competitive advantage within cost-effectiveness and high production volumes within traditional commercial tonnage, such as dry cargo, tankers and containerships. STX Europe’s strategy to focus on highly specialized offshore vessels and within the cruise and ferries segment has made it possible for the company to remain competitive.

Within the Group’s market segments, the competition largely stems from other Norwegian and European shipyards. However, with an increasing number of Asian shipyards shifting focus towards building increasingly more complex and specialized vessels, maintaining and improving the competitive edge by providing high-end offshore vessels and cruise ships has become more important than ever.

6.2.2 Markets Market demand for new vessels largely depends on global economic trends and particularly trends within the USA, Asia, and Europe. The 2008 financial market collapse and subsequent reduced economic growth continued to influence markets in 2009. The first half of 2009 was characterized by a global decline in order intake, export, employment and production. Immense efforts were made to improve liquidity in the financial systems, and in the second half, the GDP grew with 2.5–3 percent in industrial countries (source: DnB NOR). Commodity prices have also picked up from the bottom in the first quarter 2009 and the oil price has doubled since then.

The past years’ global economic development made ship-owners reluctant to order new vessels. Both willingness and ability to enter contracts is affected as insecurity related to financing availability, oil & raw material prices, interest & exchange rates, and consumption has been significant.

Subsequent to record-high order intake in the global shipbuilding industry, the amount of new orders has declined 91 percent since the 2007 record year. Despite the dramatic setback in order intake the orderbook grew from 2007 to 2008. At the end of 2009 the global shipping order book was 152.5 million CGT, down from 194.7 million CGT in 2008 – a decline of 21.7 percent (source: Fearnleys).

Overall, access to financing is improving in both debt and equity markets. The interbank interest margins are back close to pre-crisis levels (source: Fathom) and the equity markets volatility expectations are reduced, though not yet at pre-crisis levels. In addition to improved conditions in the credit markets, the input costs (steel & major equipment) have come down, making more projects viable again. Thus, the Group expects the ordering activity to pick up in 2010 following global economic improvement. As a global leader in design and construction of large cruise ships and advanced offshore service vessels, STX Europe is well positioned for expected market recovery.

STX Europe is one of the world’s three major builders. At the end of 2009, 26 cruise ships totalling 2.42 million GT were on order worldwide. Three of these 26 ships are under construction at the Company yards at a total volume of 460 000 GT, including the 225 000 GT sister-vessel of the – the largest cruise ship ever built (source: SEB Enskilda).

Due to the low ordering activity over the last year, the Cruise & Ferries segment face increased capacity costs due to lower utilization at the yards. This is expected to continue to negatively influence the results in 2010. At the moment this is reflected in restructuring costs. In the medium- and longer term, the Company expects that a market recovery will result in new orders. With its strong position within the segments, STX Europe expects to benefit from increased ordering activity. Over time, diversification into new business areas will likely also improve the situation for these yards.

The oil price is a key driver for the demand for Offshore & Specialized Vessels. Following the increase to USD 147 per barrel, and subsequent drop to under USD 40 per barrel in 2008, the oil price has nearly doubled in 2009 making more projects viable again. Despite expected increase in oil demand, the impact of the financial crisis placed a lagging effect on the supply side. The 2009 E&P spending decrease together with a decline in existing production requires increased capacity to meet future demand. The E&P companies have communicated that investment budgets will increase between 5 and 10 percent in 2010 (source: R.S. Platou). Overall this is positive for the oil services market as the demand for such services is expected to increase as the market tries to balance the supply and demand of oil and gas. There is an ongoing market concern that the total offshore vessel order backlog is too large for all newbuildings to be absorbed in the market and this has been reflected in charter rates.

14 However as the oil price is picking up, the medium and long term prospects are optimistic despite the potentially volatile short term. Additionally, there is an increasing for fleet renewal in the market for PSV’s as a large proportion of the fleet is getting old. Exploration and production in increasingly more demanding areas together with customers’ requirements to safeguard health, safety, and the environment are also driving demand. Overall, a modest, but gradually increasing order intake is anticipated in this segment.

STX Europe focuses on producing larger offshore support vessels with innovative solutions to meet environmental-, safety- and age-requirements. This is believed to position the company well for the future, as market demand for large advanced vessels that operate in deep and ultra-deep waters is expected to increase as exploration and development move to such areas. There is a visible trend that fields are moving to deeper waters. In 2009 deepwater discoveries constituted 40 percent of the total discoveries over 460 msw. Over the past 10 years, 60-90 percent of these discoveries were made in the area between West Africa, Brazil & the Gulf of Mexico (source: ODS Petrodata). As a builder of highly specialized vessels which can withstand the technical challenges and high risk operations in such areas the Group has shown, through recent contracting, that this is an area of strength. STX Europe holds a significant share of the market for large and medium-sized vessels which has been the company’s target area. As an example, the Group hold a 30.8 percent market share of the global order backlog for AHTS’s over 20 000 BHP and 12.6 percent for PSV’s over 4 000 DWT (source: R.S. Platou).

Activity levels at the yards that build offshore & specialized vessels remained high throughout 2009. Overall, the order backlog gives satisfactory capacity utilization in 2010 with deliveries at some yards also stretching into 2013.

6.2.3 Environmental issues STX Europe takes its environmental responsibilities seriously. The Group is aware of the effects of its activities on the environment and thus makes necessary efforts to limit the impact. The main environmental impacts are related to the use of resources, energy and transportation. STX Europe continuously evaluates and makes necessary adjustments needed to improve the environmental impact of the industry.

The ecological footprint of STX Europe can best be improved through innovative design of its ships. The Company has developed several environmentally responsible solutions for the shipping industry. The new and improved PSV 09 CD design – is an example of this. Vessels with this design features a new environmental friendly hull lines optimized for eco-drive in all weather conditions. The vessel is in particular designed for environmental friendly operations with focus on low fuel consumption, and in accordance with Clean Design requirements. With its new highly optimized hull form and fore ship together with the specified propulsion configuration, the vessel will have particularly good sea-keeping abilities, a fuel efficient transit mode and a good station keeping performance.

As a globally leading shipbuilder1, STX Europe is in a position to drive development towards more eco-friendly maritime solutions. The Group’s strategic initiative Ecorizon aims to pool our latest innovations with ongoing R&D, to provide customers with innovative solutions that are good for the environment – and also good business. Ecorizon’s mission is to solve the maritime industry’s current environmental challenges with regards to water and waste management, energy and emission management, and sustainable solutions. Ecorizon is STX Europe’s approach to further, concrete action to render the maritime industry more sustainable – and more profitable.

The Company was nominated for the Clean Shipping Awards within the category Clean Innovation for its newly developed LNG Hybrid Standby Vessel concept called FSV 02 LNG. The concept is based on the new hull design, optimized for all weather conditions. It runs hybrid machinery which creates an effective and environmentally friendly profile. Within the category Clean Sea, cruise ship Oasis of the Seas, Viking XPRS and offshore vessel Far Serenade – all built by STX Europe – were nominated. Oasis of the Seas won for its Save the Waves program.

1 Reference to attachment 1 Platou – Newbuilding activity report January 2010

15

7. Organizational structure

7.1 Description of group that issuer is part of STX Europe AS (the company) is incorporated and domiciled in Norway. The address of the main office is Karenslyst allé 57, 0278 Oslo, Norway. In 2009, the shares in STX Europe AS were delisted from Oslo Stock Exchange and the last listing day was 10 February 2009.

The establishment of STX Europe, for accounting purposes, took effect on 1 April 2004 as the shipbuilding activities of Kvaerner and Aker RGI were combined. Today, the principal activity of the business is building vessels within the segments Cruise & Ferries, and Offshore & Specialized Vessels. The yards are located in Finland, France, Romania, Vietnam, Brazil and several places in Norway.

STX Europe AS is a holding company consolidating STX Business Group's shipbuilding interests in Europe. The holding company’s major focus areas include:

• Management and support of subsidiaries • Strategic development • Risk management for STX Europe business • Corporate financing • Public relations/Investor Relations (in cooperation with local units) • Financial and business reporting to Korea • Business Development • Synergies • Ad-hoc tasks

16 7.2 Group Companies The subsidiaries included in the STX Group account were as follows. Companies owned directly by STX Europe AS are highlighted

The Group's The Group's holding in voting Belongs to: % share in % Country STX Europe Holding AS STX Europe AS 100.00 100.00 Norway STX Norway Offshore AS STX Norway Offshore 100.00 100.00 Norway STX Norway Electro AS STX Norway Offshore 100.00 100.00 Norway STX RO Electro Tulcea SRL STX Norway Offshore 100.00 100.00 Romania STX Brazil Electro STX Norway Offshore 100.00 100.00 Brazil STX RO Electro Braila SRL STX Norway Offshore 100.00 100.00 Romania STX Norway Elektro Brevik AS STX Norway Offshore 100.00 100.00 Norway Brevik Elektro AS STX Norway Offshore 100.00 100.00 Norway STX Brevik Philadelphia STX Norway Offshore 100.00 100.00 USA STX RO Holding SRL STX Norway Offshore 100.00 100.00 Romania STX RO Offshore Tulcea SA STX Norway Offshore 93.19 93.19 Romania STX Scanyards SRL STX Norway Offshore 100.00 100.00 Romania STX Brazil Offshore SA STX Norway Offshore 100.00 100.00 Brazil STX Norway Pipeservice AS STX Norway Offshore 100.00 100.00 Norway STX Singapore Offshore Ltd. STX Norway Offshore 70.00 70.00 Singapore STX Vietnam Offshore Ltd STX Norway Offshore 100.00 100.00 Vietnam STX Norway Offshore Design AS STX Norway Offshore 100.00 100.00 Norway Johansen Maritime AS STX Norway Offshore 100.00 100.00 Norway Johansen Maritime Tulcea SRL STX Norway Offshore 100.00 100.00 Romania STX Norway Offshore Brevik AS STX Norway Offshore Brevik 100.00 100.00 Norway Scandinor AS STX Norway Offshore Brevik 100.00 100.00 Norway STX RO Offshore Braila SA STX Norway Offshore Brevik 99.35 99.35 Romania Braila Ship Repair SA STX Norway Offshore Brevik 99.35 99.35 Romania AJA Ship Design SA STX Norway Offshore Brevik 60.00 60.00 Romania STX Grenland Industrier AS STX Norway Offshore Brevik 100.00 100.00 Norway Hjallum AS STX Norway Offshore Brevik 100.00 100.00 Norway STX Brevik Support AS STX Norway Offshore Brevik 50.00 50.00 Norway STX Shipyard Support AS STX Norway Offshore Brevik 100.00 100.00 Norway Scanrom STX Norway Offshore Brevik 100.00 100.00 Romania Norfarm STX Norway Offshore Brevik 100.00 100.00 Romania STX Europe Technology AS STX Europe Holding AS 100.00 100.00 Norway Kramfors ASA STX Europe Holding AS 100.00 100.00 Norway

STX France Holding AS STX Europe Holding AS 100.00 100.00 Norway STX France SA STX France 50.01 50.01 France STX France Lorient SAS STX France 50.01 50.01 France STX France Solutions SAS STX France 50.01 50.01 France STX France LNG Technology SAS STX France 50.01 50.01 France STX France Cabins SAS STX France 50.01 50.01 France

STX Norway Florø AS STX Norway Florø 100.00 100.00 Norway STX Norway Design Florø AS STX Norway Florø 100.00 100.00 Norway

STX Finland Oy STX Finland 100.00 100.00 Finland STX Finland Cabins Oy STX Finland 100.00 100.00 Finland STX USA Lifecycle Services Inc STX Finland 100.00 100.00 USA Shipbuilding Completion Oy STX Finland 100.00 100.00 Finland Technology Design and Engineering EnSTX Finland 100.00 100.00 Finland Aker Arctic Technology Oy STX Finland 71.40 71.40 Finland

STX Canada Marine Inc STX Europe AS 100.00 100.00 Canada STX US Marine Inc STX Canada Marine Inc 100.00 100.00 USA

17 8. Trend Information

8.2 Outlook While the global economic growth is gaining foothold again, the market outlook for 2010 is uncertain. However, STX Europe expects ordering activity to improve during 2010. The main focus of the company will be on securing contracts, to further improve competitiveness and to continue to improve its financial- and working capital position. This includes productivity gains and innovations, such as “green technologies”, design- and technology developments. Increased cooperation and synergies with the STX Business Group in Korea is expected to be important in this respect. The company is also prepared to step up already introduced cost-cutting measures as necessary depending on ordering activity during 2010.

Following a year with low ordering activities in the Cruise & Ferries segment, the company will continue to face significant restructuring and capacity costs in 2010. The medium- and long term outlook for these yards has, however, improved in the recent months as the company experiences more interest for new buildings in the market. Diversification into new business areas is also expected to improve the situation for Cruise & Ferries yards.

For the Offshore & Specialized Vessels segment, the current orderbook is satisfactory for 2010, making the earnings visibility good. In the longer term, as a consequence of less economic uncertainty and a higher and more stable oil price, the exploration and production activity is expected to increase. In particular such activities are expected to increase in the harsh environments and deeper waters. This trend is reinforced by more demanding performance requirements for executing extremely difficult technical operations that, in turn, drive demand for vessels with more advanced equipment. With its world leading technology and strong operational track-record, STX Europe expects to be able to benefit from such trends.

As a global market leader within its business areas, STX Europe is well positioned for the expected market recovery within its business areas.

8.2 Statement of no material adverse change

There has been no material adverse change in the prospects of the issuer since the date of its last published audited financial statements.

18 9. Administrative, management and supervisory bodies

9.1 Information about persons

Board of directors The table below set out the names of the members of the Company’s board

Name Position Business address In-Sung Lee Chairman of the Board since January 2010 STX Europe AS, Karenslyst allé 57 Skøyen N-0277 OSLO, Norway Sang Ho Shin Deputy Chairman since May/board member STX Europe AS, Karenslyst allé since March 2009 57 Skøyen N-0277 OSLO, Norway Byung Ryoon Woo Board Member since March 2009 STX Europe AS, Karenslyst allé 57 Skøyen N-0277 OSLO, Norway Jun-pyo Chung Board Member since March 2009 STX (Dalian)Shipbuilding Co., Ltd, Dalian,P.O. 116318,China Øyvind Bjerke Board Member since November 2009 STX Norway Offshore AS Brevik P.O. Box 1 5 NO-3991 Brevik, Norway Arne Otto Rogne Board Member since September 2005 STX Norway Offshore AS Brattvaag NO-6270 Brattvåg Norway Audun Grønnevik Board Member since 2009 April/May STX Norway Florø AS P.O. Box 334 NO-6902 Florø Norway

In-Sung Lee – Chairman Mr. In-Sung Lee (b. 1949) was appointed Chairman of the board of STX Europe AS in January 2010. He currently holds the position as Vice Chairman of STX Offshore & Shipbuilding Co.,Ltd. Previously he has been the Deputy President of Daewoo Shipbuilding & Marine Engineering Co.,Ltd. Mr. Lee holds a bachelor degree from the department of Naval Architecture and Ocean Engineering at Seoul National University. He holds no shares in the company and has no stock options. Mr. Lee is a Korean citizen.

Sang Ho Shin – Vice Chairman Mr. Sang Ho Shin (b. 1959) joined STX Europe in September 2008 as Chief Operating Officer (COO). In May 2009 he was appointed President & CEO. Mr. Shin started his career in the STX Business Group in 1980 when he joined STX Corporation. Prior to joining STX Europe, Mr. Sang Ho Shin served as Deputy President of STX Shipbuilding and Chief of STX' shipyards in Korea. Before that, Mr. Shin held several leading positions within STX Shipbuilding, both within production, the technical division, and the purchasing and logistics division. Mr. Sang Ho Shin holds a Bachelor of Arts in Mechanical Engineering from Seoul National University. Sang Ho Shin holds no shares in the company and has no stock options. Mr. Shin is a Korean citizen.

Byung Ryoon Woo – Board member Mr. Byung Ryoon Woo (b. 1959) joined STX Europe in January 2009 as Chief Financial Officer (CFO) and was elected board member of STX Europe AS in March 2009. Prior to joining STX Europe, Mr. Woo served as Head of Finance Management Department of STX Pan Ocean where he was also Vice President. Mr. Woo first joined the STX Corporation in 2002, and since then he has held leading positions in several of the STX companies. Mr. Woo holds no shares in the company and has no stock options. Mr. Woo is a Korean citizen.

Jun-pyo Chung – Board member Mr. Chung (b.1955) was elected board member in STX Europe AS in March 2009. He currently holds the position as Senior Managing Director in STX(Dalian) Shipbuilding Co.,LTD. Mr. Chung joined STX Corporation in 2002 as Managing Director of the Strategy Planning Division. Mr.Chung has an M.A in Investment and Finance from Ajou University. He holds no shares in the company and has no stock options. Mr. Chung is a Korean citizen.

Øyvind Bjerke – Board member/Employee Representative Mr. Øyvind Bjerke (b.1959) was elected Board Member in STX Europe AS November 2009. He has worked for STX Europe Brevik since 1996 as a welder and industrial plumber. Currently Mr. Bjerke is undergoing

19 retraining at the Noroff Institute to work with computer-aided design. He holds no shares in the company and no stock options. Mr. Bjerke is a Norwegian citizen.

Arne Otto Rogne- Board member/Employee representative Mr. Arne Otto Rogne (b. 1962) was elected board member in STX Europe AS September 2005. Rogne is a Union Representative at STX Europe AS. Mr. Rogne has been employed at STX Europe, Brattvaag since 1994. Mr. Rogne serves as the elected Corporate Employee Representative. He is a master industrial carpenter. Arne Otto Rogne holds no shares in the company and no stock options. Mr. Rogne is a Norwegian citizen.

Audun Grønnevik – Board member/Employee representative Mr. Audun Grønnevik (b. 1952) was elected board member in STX Europe AS in April 2009. Mr. Grønnevik has been a Union Representative for the group since 1989. Previously he worked as a sheet-metal worker in Ankerløkken Yard 1975-1988. He holds no shares in the company and has no stock options. Mr. Grønnevik is a Norwegian citizen.

Executive Management The table below set out the names of the members of the Senior Management

Name Position Business address Sang Ho Shin President and CEO since May 2009 STX Europe AS, Karenslyst allé 57 Skøyen N-0277 OSLO, Norway Byung Ryoon Woo CFO since January 2009 STX Europe AS, Karenslyst allé 57 Skøyen N-0277 OSLO, Norway Hans-Jørgen Wibstad SVP Finance & Organization since April 2009 STX Europe AS, Karenslyst allé 57 Skøyen N-0277 OSLO, Norway Roy Reite President, Cruise & Ferries Finland since 2001 STX Norway Offshore AS P.O. Box 76, NO-6001 Ålesund Norway Martin Landtman President, Finland since September 2008 STX Finland Oy,P.O. Box 132 FI-00151 Helsinki, Finland

Jacques Hardelay President, France since January 2005 STX France SA, Avenue Antoine Bourdelle, BP 90180 F-44613 Saint- Nazaire Cedex, France

Sang Ho Shin President and CEO

Mr. Sang Ho Shin (b. 1959) joined STX Europe in September 2008 as Chief Operating Officer (COO). In May 2009 he was appointed President & CEO. Mr. Shin started his career in the STX Business Group in 1980 when he joined STX Corporation. Prior to joining STX Europe, Mr. Sang Ho Shin served as Deputy President of STX Shipbuilding and Chief of STX' shipyards in Korea. Before that, Mr. Shin held several leading positions within STX Shipbuilding, both within production, the technical division, and the purchasing and logistics division. Mr. Sang Ho Shin holds a Bachelor of Arts in Mechanical Engineering from Seoul National University. Sang Ho Shin holds no shares in the company and has no stock options. Mr. Shin is a Korean citizen.

Byung Ryoon Woo Chief Financial Officer (CFO)

Mr. Byung Ryoon Woo (b. 1959) joined STX Europe in January 2009 as Chief Financial Officer (CFO). Prior to joining STX Europe, Mr. Woo served as Head of Finance Management Department of STX Pan Ocean where he was also Vice President. Mr. Woo first joined the STX Corporation in 2002, and since then he has held leading positions in several of the STX companies. Recently, Mr. Woo has been member of the account policy commission of the Financial Supervisory Commission of the Korean Government. Mr. Woo holds a B.A. degree from Korea Open National University and an M.A. degree from Korea University of Foreign Studies. Mr. Woo holds no shares in the company and has no stock options. Mr. Woo is a Korean citizen.

20 Hans-Jørgen Wibstad Senior Vice President Finance

Mr. Hans-Jørgen Wibstad (b. 1964) joined STX Europe in April 2009 and serves the position as Senior Vice President Finance & Organization. Prior to joining STX Europe, Mr. Wibstad served as Managing Director of DFDS Lys Line AS from 2005-2009, and CFO in 2004. From 2001-2004 Mr. Wibstad was CEO of Crystal Production ASA/Brøvig Offshore ASA, and in the period 1998-2001 he was CFO for Swan Reefer ASA. He has also been a corporate/shipping banker in Credit Agricole Indosuez and Kreditkassen (Nordea), and finance manager in Wilrig ASA. Mr. Wibstad holds a Master of Business Administration (MBA) from the University of Colorado. He holds no shares in the company and has no stock options. Mr. Wibstad is a Norwegian citizen.

Roy Reite President, Offshore & Specialized Vessels

Roy Reite (b. 1965) has been in charge of the Offshore & Specialized Vessels business area since 2001. Previously, he was yard director of STX Europe, Søviknes. From 1996 to 1999, Mr. Reite worked as a corporate consultant at Intentia AS, covering various industries. His hands-on experience at the Søviknes yard included project manager, production manager, and technical manager. Mr. Reite is a board member of Sparebanken Møre. Roy Reite holds an M.Sc degree in Marine Engineering from the Norwegian Institute of Technology (NTNU). Roy Reite holds no shares in the company, and has no stock options. Mr. Reite is a Norwegian citizen.

Martin Landtman President, Cruise & Ferries in Finland

Martin Landtman has since 1 September 2008 served as president for the three yards in Turku, Rauma and Helsinki in Finland, with special focus on operations. Prior to this, Landtman was employed as project director for Finland's largest industrial investment, the Olkiluoto 3 nuclear power plant (OL3). Between 1979 and 2003, Martin Landtman held numerous senior management positions in STX Europe' entities in Finland and Germany. Martin Landtman holds no shares in the company and has no stock options. Mr. Landtman is a Finnish resident.

Jacques Hardelay President, Cruise and Ferries in France

Jacques Hardelay (b. 1950) is currently president for STX Europe' operations in France. Hardelay started working for the company in January 2005, when he took up the position as SVP Operations. Prior to joining STX Europe, Jacques Hardelay worked at Alstom Transport as industrial site manager in La Rochelle. Later, he became managing director for the Savigliano site and the industrial activities in Italy. From 1991 to 2002 Hardelay worked at SAB Wabco. Jacques Hardelay holds an engineering degree. Jacques Hardelay holds no shares in the company and has no stock options. Mr. Hardelay is a French resident.

9.2 Administrative, management and supervisory bodies conflicts of interest

There are no conflicts of interests between any duties to the issuing entity of the persons referred to in item 9.1 and their private interests and or other duties.

21 10. Share and shareholder information

STX Business Group acquisition and delisting from Oslo Stock Exchange In January 2009, the STX Business group acquired the remaining shares in STX Europe, hence becoming the company’s sole shareholder. Later the Company was delisted from the Oslo Stock Exchange and transformed from being a public limited company (ASA) to a limited liability company (AS). The last day of public listing was 10 February 2009.

22 11. Financial information concerning the issuer’s assets and liabilities, financial position, profits and losses.

11.1 Historical Financial Information The consolidated financials statements of STX Europe and all its subsidiaries have been prepared in accordance with International Financial Reporting Standards (IFRS), which is adopted by EU.

The consolidated financial statements are presented in NOK million, except when otherwise is indicated. Norwegian Kroner (NOK) is the functional currency of the parent company. These consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments, available- for-sale investment securities and financial assets and financial liabilities held-for-trading that have been measured at fair value. The carrying values of recognized assets and liabilities that are hedged and meet the criteria for hedge accounting are adjusted to record changes in the fair values attributable to the risks that are being hedged.

Financial Information 2008 2009 Consolidated annual accounts Income Statement Page 19 Page 27 Balance Page 20 Page 28 Cash Flow Statement Page 22 Page 30 Notes to Annual Accounts Page 23 Page 31 Auditor’s Report Page 66 Page 75

Annual- and Quarterly reports are published on the Company’s website: www.stxeurope.com

11.3 Statement of audited historical financial information The historical financial information for 2008 and 2009 has been audited.

11.4 Last year of latest financial information The last year of audited financial information is 2009.

11.5 Legal arbitration proceedings

With its extensive worldwide operations, companies included in the Group are in the course of its activities involved in numerous legal disputes. Provisions have been made to cover the expected outcome of the disputes to the extent that negative outcomes are likely and reliable estimates can be made. However, the final outcome of these cases will always be subject to uncertainties and resulting liabilities may exceed booked provisions.

There are no further governmental, legal or arbitration proceedings (including any such proceedings which are pending or threatened of which the issuer is aware), during a period covering at least the previous 12 months which may have, or have had in the recent past, significant effects on the Company and/or Group's financial position or profitability.

11.6 Significant change in the issuer’s financial or trading position There has been no significant change in the financial or trading position of the group which has occurred since the end of the last financial period for which audited financial information has been published.

23 12. Documents on Display

The following documents (or copies thereof) may be inspected for the life of the Registration Document at the headquarters of STX Europe AS, Karenlyst Allè 57, 0213 Oslo

(a) the memorandum and articles of association of STX AS;

(b) all reports, letters, and other documents, historical financial information, valuations and statements prepared by any expert at STX AS’s request any part of which is included or referred to in the Registration Document;

(c) the historical financial information of STX AS and its subsidiary undertakings for each of the two financial years preceding the publication of the Registration Document.

Cross Reference List Reference in Registration Document Refers to these documents 1. Risk Factors Annual Report 2009 11. Financial Information Annual Report 2008 and 2009 Markets share information Attachment 1 Platou – Newbuilding activity report January 2010

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