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Norway Practice Bulletin 2020

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Norway Practice Bulletin 2020 | Bermuda Norway Practice Bulletin 2020 Market Update Economic Substance - Welcome to Conyers’ 2020 Norway Practice In this issue we highlight the impressive Shipping Sector Guidance Bulletin. Our annual publication underscores growth in the number of Bermuda Notes the importance of the Norwegian market to companies listed on the Oslo Stock Exchange The guidance notes on economic substance our Bermuda corporate practice. Of course, and the Norway Over-the-Counter market for the shipping sector have been published this year’s bulletin comes to you in very over the last five years - a dozen new listings by the Bermuda Registrar of Companies, but different circumstances to those of previous between them, including BW Energy’s are still presently in draft form and have yet years, as the impact of COVID-19 has changed IPO on the Oslo Børs in February. While to be approved by the European Union. When our world. We sincerely hope that you, your sourcing capital generally continued to be finalised we expect the following to apply: families and your colleagues are staying a challenge for the shipping and offshore • Where a shipowner charters a ship to safe and healthy during this trying period. energy sectors in 2019, there has been some another entity on a bareboat charter basis, significant capital markets activity among the owner will generally not be carrying on We would like to reassure our clients these companies over the past year, which shipping because it does not operate the and business colleagues that we remain we have also highlighted in this issue. ship. The entity chartering the ship on a available to provide advice during this bareboat charter basis will be carrying on difficult time, when many organisations The impact of the oil price crash and the shipping because it is transporting goods will have changing needs. For information economic fallout from the coronavirus for a charge in connection with the operation on managing your Bermuda business and pandemic will undoubtedly take a large toll of the ship. transactions during the pandemic, and on in 2020. We are already seeing a significant • Where an entity that carries on shipping Economic Substance implications, please amount of restructuring activity for clients submits evidence to the Registrar of click on the above links. Further topical in the offshore energy sector, and expect to Companies that it is liable to a tonnage tax articles can be found here. see more in coming weeks and months. regime in a jurisdiction outside of the Bermuda, the Registrar may regard that While COVID-19 has changed the way we Although the pandemic has prevented us entity as being exempt from the requirements work, business in Bermuda is carrying on from making our usual visit to Norway this of Economic Substance Act. as usual, a fact demonstrated by the recent spring, we remain committed to sustaining closing of Carnival Corporation’s US$6 billion our highly valued relationships with Norwegian • Where a ship is chartered, the question of whether the shipowner or the entity financing deal, the largest ever ship financing law firms, defence clubs, shipowners and chartering the ship (or both) are carrying involving Bermuda-registered vessels. financial institutions. on shipping may be determined by the terms of the relevant charter party. It is therefore possible that both a shipowner and a charterer are both operating a vessel if they undertake aspects of the operation of the ship. Our Recent Transactions The Bermuda-Norway connection • Advised BW Energy Limited in connection with still offers value to shipping and the initial public offering and listing of shares offshore energy sectors on the Oslo Stock Exchange in February 2020, Bermuda has long been a jurisdiction of choice for owners which raised approximately US$124 million. and investors in the shipping and offshore energy sectors, (Sophia Greaves, Jennifer Panchaud, Katie Martin) thanks to the island’s robust reputation as an international • Advised Stolt-Nielsen Limited on its NOK finance centre. The relationship between Bermuda and 1,300,000,000 (US$139 million) senior unsecured Norway has been particularly strong and enduring, as bonds due February 2024 (Guy Cooper and evidenced by the impressive growth in the number of Bermuda companies listed on the Oslo Stock Exchange Andrew Barnes) and the Norwegian Over-the-Counter (N-OTC) market in • Advised Nordea Bank Abp, filial i Norge in relation the past five years - a total of 12 new listings. to a US$65million loan facility to Stenaocean Ltd. (Victor Richards) Bermuda Companies • Advised Hafnia Limited in connection with its listed on Oslo Børs and N-OTC since 2015 placing of new shares and listing on the Oslo Axess in November 2019. Hafnia Limited is the Date of Listing Golden Ocean Group Limited combined entity created by the merger of BW (NasdaqGS:GOGL) 2015 Tankers Limited and Hafnia Tankers Ltd. in Team Tankers International Ltd. January 2019 (Guy Cooper) (OB:TEAM) 2015 • Advised BW Offshore Limited on its US$297.4 Borr Drilling Limited (OB:BDRILL) 2017 million bond issuance in November 2019. The Flex LNG Ltd. (OB:FLNG) 2017 bonds will mature in November 2024. (Sophia GoodBulk Ltd. (OTCNO:BULK) 2017 Greaves, Katie Martin) Northern Drilling Ltd. (OB:NODL) 2018 • Advised Nordea Bank Abp, Filial i Norge as Seadrill Limited (NYSE:SDRL) 2018 agent in relation to a US$515 million term loan Avenir LNG Limited (OTCNO:AVENIR) 2018 and revolving credit facilities for Avance Gas 2020 Bulkers Ltd (Oslo Axess:2020) 2019 (Guy Cooper) Hafnia Limited (OB:HAFNIA) 2019 • Advised Nordea Bank Abp Singapore Branch BW Energy Limited (OB:BWE) 2020 as agent in relation to an up to US$472 million Northern Ocean Ltd. (OB:NOL) 2020 senior secured term loan and revolving credit facility for Hafnia Limited (Guy Cooper) • Advised Skandinaviska Enskilda Banken AB publ BERMUDA TOTAL of in connection with a US$110 million revolving COMPANIES Market 26 on the OB + US$7.13 with a Capitalisation billion facility to Golar (Victor Richards) N-OTC combined • Advised Hayfin Services LLP in connection with Rise of Bermuda Companies on the Oslo Børs a US$195 million term loan facility to Borr Drilling 25 (Victor Richards) 20 • Advised Odfjell Rig Owning Ltd. on a US$100 million facility agreement (Marcello Ausenda, 15 David Stubbs) 10 5 0 1990 1995 2000 2005 2010 2015 2020 2025 Rise of Bermuda Companies on the N-OTC 7 6 5 4 3 2 1 0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Recent capital markets activity of Bermuda companies on Oslo Stock Exchange/N-OTC: The well-recognised benefits of Bermuda corporate vehicles, the jurisdiction’s strong body of expertise in shipping-related capital markets and finance, and extensive relationships with Norwegian law firms, shipowners and financial institutions, all enhance opportunities for these companies to access high-quality capital efficiently. As detailed below, significant capital was raised in the past year, including several successful bond offerings and private placements. 2020 Bulkers (Oslo Axess) Golden Ocean Group Ltd (Nasdaq, OB) Listed its ordinary shares on the Oslo Axess under ticker Initiated a share buyback program up to US$6 million 2020 (no new securities were issued in connection with the (December 2019) listing) (July 2019) Hafnia Limited (Oslo Axess, OB) Atlantica Tender Drilling (N-OTC) • Completed a US$230 million pre-listing private Completed a private placement of shares worth US$4 placement and subsequently listed on the Oslo Axess million (October 2019) (October 2019) • Initiated a share buyback program of up to US$20 Borr Drilling (OB, NYSE) million (February 2020) Completed its US$46.5 million Initial Public Offering on NYSE under the ticker symbol BORR. (Borr continues • Transferred listing to the Oslo Stock Exchange (April 2020) to be listed under the ticker ‘BDRILL’ on the Oslo Stock Hoegh LNG Holdings Ltd (OB) Exchange) (July 2019) • Completed a US$73 million senior unsecured bond issue BW Energy Ltd (OB) (January 2020) Completed its US$124 million Initial Public Offering on • Secured revolving credit facility of up to US$80 million Oslo Børs (February 2020) (January 2020) BW Offshore Ltd (OB) Northern Drilling Ltd. (OB) • Completed a US$300 million convertible bond offering Spun off wholly-owned subsidiary Northern Rig Holding (November 2019) Ltd, which was renamed Northern Ocean Ltd. • Initiated a share buyback program up to US$10 million Northern Ocean Ltd. (OB) (March 2020) • Completed US$100 million private placement of shares Flex LNG (OB, NYSE) (December 2019) Listed its ordinary shares on the NYSE under ticker FLNG • Raised approx. US$370,000 in a public offering, (no new securities were issued in connection with the listing) participated in an exchange offer with Northern (June 2019) Drilling Ltd, and listed on the Oslo Børs. (February 2020) Frontline Limited (NYSE, OB) Stolt-Nielsen Ltd. (OB) • Raised US$100 million under an Equity Distribution • Put IPO of Stolt Tankers on hold (September 2019) Agreement (October 2019) • Completed a US$139 million senior unsecured bond issue • Signed a sale-and-leaseback agreement in an amount (February 2020) up to US$544 million with ICBC Financial Leasing Co. Ltd. Team Tankers International Ltd (OB) (March 2020) Initiated a US$2.5 million share repurchase program Golar LNG Ltd (Nasdaq, N-OTC) (November 2019) Initiated a share buyback program up to US$20.36 million (October-December 2019) conyers.com Chambers Global Legal 500 IFLR1000 WWL Awards Corporate & Finance Corporate
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