Harland and Wolff GROUP PLC QUEEN'S ISLAND BELFAST BT3 9DU TEL (028) 9045 8456 FAX (028) 9045 8515 PRESS RELEASE Fred. Olsen Energy acquires property interests of Harland and Wolff BELFAST, 7 February 2001 – Fred Olsen Energy ASA (FOE), the parent company of Harland and Wolff Group PLC, last week released its financial statements for the 4th Quarter 2000 and preliminary results for the full year. Specifically in relation to Harland and Wolff they said : “FOE has extended financial support totalling GBP 89 mill (including a GBP 50 mill loan guarantee) to the yard, secured by the property interests (including Titanic Quarter), and proceeds from the claims against Global Marine. “An agreement has now been signed with the Belfast Harbour Commissioners for the commercial development of approximately 100 acres of land adjacent to the city centre of Belfast (Titanic Quarter). A professional project management team is being retained to develop the overall business plan and submit a planning application due to be filed within this summer. “The Company announced on 17 November that the payment from Global Marine of the USD 31 mill. delivery instalment on the drillship Jack Ryan, as awarded by an Arbitration Tribunal, had been turned down by the High Court on appeal. Harland and Wolff has appealed this judgement to the Court of Appeals, which has granted a hearing. “As previously announced, Harland and Wolff’s main claim against Global Marine is subject to arbitration at a later point in time.” Fred. Olsen Energy has today announced that: “In order to further secure its interests, and in an effort to strengthen the balance sheet of Harland and Wolff, a subsidiary of Fred.Olsen Energy ASA has purchased the property interests from Harland and Wolff for a gross consideration of GBP 46 mill. These interests consist of the long term leases held by H&W Properties Ltd, which has long-term debt of some GBP 5 mill, and Titanic Quarter Ltd. The price is based independent external assessments used in order to establish a fair market value. In addition to the Titanic Quarter with about 100 acres of land, the transaction includes 35 acres of partly developed commercial land adjacent to the yard. The shares in Harland and Wolff Properties Ltd. and Titanic Quarter Ltd. have been paid for by a GBP 16 mill. reduction of inter-company debt and a GBP 25 mill. assumption of external bank debt, totalling a net purchase price of GBP 41 mill. After this transaction, FOE’s financial exposure at Harland and Wolff is reduced to GBP 48 mill., including the remaining GBP 25 mill. guarantee. This exposure continues to be secured by assignment of H&W’s claims on Global Marine. “A new Board of Harland and Wolff Properties Ltd. will be established and Sir David Fell has agreed to become the Chairman of this Board.” Commenting on the transaction, Brynjulv Mugaas, Chief Executive of Harland and Wolff Group PLC, said : “Without a resolution of our current debt position and a restructuring of our overall financial position the very future of Harland and Wolff is at risk. “The Board has therefore agreed to the disposal of its entire property interests in exchange for a substantial reduction in its debt. Essentially, this involves us realising the current value of our property assets now rather than the potential value at some point in the future. “The disposal of our property interests will enable us to focus on our core shipbuilding operations. Although the disposal includes our entire property portfolio, including the core shipbuilding land, an agreement has been put in place with Fred. Olsen Energy governing the use of the core land of some 166 acres. This will ensure that the facilities and land needed for the continuation of the overall shipbuilding facility remain under the control of Harland and Wolff Heavy Industries Ltd. As all of the existing leases covering the Queen’s Island site and its assets are already pledged by way of security, the disposal of the various property interests which are already allocated for development will have no impact on shipbuilding operations. “In the interests of the minority shareholders in Harland and Wolff Group Plc, FOE will provide an opportunity for the minority shareholders to acquire shares in the property company (at FOE’s cost price) in connection with any rights issue in Harland and Wolff Group Plc. (Group). Should a share issue in Group not proceed by October 2001, the minority shareholders will be offered the opportunity to acquire shares in the property company in the proportionate share of their existing holdings in Group.” Notes for Editors 1. A £50M loan facility was originally taken out with HSBC bank in September 1999 as a short term facility to provide part of the funds necessary to enable completion of a contract for two ultra deepwater drillships for a former customer, Global Marine International Service Corporation, Houston. This facility has been extended several times since then. 2. Agreement was reached on 20 December, 2000, with the landlord, Belfast Harbour Commissioners on the necessary lease structure to create the foundations under which Titanic Quarter could be developed. The additional 35 acres of land relates to the Company’s successful light industrial / warehousing development, Channel Commercial Park, and smaller parcels of non-core land. - ENDS - Contact: Peter Harbinson Tel (028) 9053 4102 – Mobile 07710 377062.