Koninklijke Boskalis Westminster N.V. : Boskalis: Financing for Dockwise offer in place

Koninklijke Boskalis Westminster N.V. : Boskalis: Financing for Dockwise offer
                                   in place

Papendrecht, 8 January 2013

With reference to the press release of 21 December 2012 in which Boskalis
announced its decision to make an all cash voluntary public offer for all the
issued and outstanding ordinary shares of Dockwise at a price of EUR 18.50 per
share cum dividend (the Offer), Boskalis hereby confirms that it has the
necessary funds available to finance the Offer.

The Offer values Dockwise at EUR 733 million with an enterprise value of
approximately EUR 1.25 billion. Boskalis will finance the Offer and refinance
existing facilities through a mix of existing cash resources, new senior debt
facilities and an equity issuance.
 
Boskalis confirms that it has taken reasonable measures to ensure that it will
be able to finance the equity part of the Offer and that it has secured EUR
1.3 billion of committed financing arrangements with tenors of up to 5 years.
The combination of the committed debt financing and the intended issue of new
equity will be used to finance the Offer and for general corporate purposes.

Equity offering

In respect of the equity issue, Boskalis has convened an extraordinary general
meeting of shareholders to take place on 10 January 2013 to request the
shareholders to authorize the Board of Management, subject to the approval of
the Supervisory Board, to issue new Boskalis shares up to a maximum of ten per
cent of the number of ordinary shares currently issued. Further information in
respect of the issuance will be made available on the website of Boskalis
(www.boskalis.com).

Debt financing

In addition to the proceeds of the equity offering and the existing cash
resources, the financing will comprise a combination of 3- and 5-year bank
facilities and a 1-year bridge facility for a combined total amount of EUR 1.3
billion. The financing has been arranged with a group of banks comprising ABN
AMRO Bank, ING Bank, Rabobank and The Royal Bank of Scotland.

The committed debt financing is subject to customary conditions and in line
with current market practice. Boskalis has no reason to believe that these
conditions will not be fulfilled on or prior to the settlement date.

Timetable

In line with regulatory requirements, Boskalis will imminently submit a
request for approval of its offer document to the Oslo Stock Exchange and the
Netherlands Authority for the Financial markets. The Offer Document is
expected to be published and the Offer is expected to commence in the week of
the 21 January 2013.

FOR FURTHER INFORMATION

Investor Relations & Press:
Martijn L.D. Schuttevâer
ir@boskalis.com

T +31 78 6969310
F +31 78 6969020

Background information:
Dockwise Ltd., a Bermuda incorporated Company, has a workforce of more than
1,400 people both offshore and onshore. The Company is the leading marine
contractor providing total transport services to the offshore, onshore and
yachting industries as well as installation services of extremely heavy
offshore platforms. The Group is headquartered in Breda, the Netherlands. The
Group's main commercial offices are located in the Netherlands, the United
States and China with sales offices in Korea, Australia, Brazil, Russia,
Singapore, Malaysia, Mexico and Nigeria. The Dockwise Yacht Transport business
unit is headquartered in Fort Lauderdale and has an office in Italy. The
Dockwise Shipping network is supported by agents in Norway, Argentina and
Italy. To support all of its services to customers, the group also has three
additional engineering centers in Houston, Breda and Shanghai and operates a
fleet of 25 purpose built semisubmersible vessels (including Dockwise
Vanguard, Finesse and White Marlin). Dockwise shares are listed on the Oslo
Stock Exchange and on NYSE Euronext Amsterdam.
For further information: www.Dockwise.com

Royal Boskalis Westminster N.V. is a leading global services provider
operating in the dredging, maritime infrastructure and maritime services
sectors. The company provides creative and innovative all-round solutions to
infrastructural challenges in the maritime, coastal and delta regions of the
world with the construction and maintenance of ports and waterways, land
reclamation, coastal defense and riverbank protection. In addition, Boskalis
offers a wide variety of marine services and contracting for the offshore
energy sector including subsea, transport and heavy lift (through Boskalis
Offshore) and towage and salvage (through SMIT). It also has strategic
partnerships in the Middle East (Archirodon) and in terminal services (Smit
Lamnalco). With a versatile fleet of over 1,100 units Boskalis operates in
around 75 countries across six continents. Including its share in
partnerships, Boskalis has approximately 14,000 employees.

 

This press release can also be found on our website www.boskalis.com.

This press release is issued by Royal Boskalis Westminster N.V. (Boskalis)
pursuant to the provisions of Article 5-12 of the Norwegian Securities Trading
Act (Verdipapirhandelloven) and Article 7 paragraph 4 and 5 of the Dutch
Decree on Public Takeover Bids (Besluit openbare biedingen Wft) in connection
with its public offer for Dockwise Ltd. (Dockwise). This announcement does not
constitute an offer, or any solicitation of any offer, to buy or subscribe for
any securities. This announcement is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or into the
United States of America, Canada, Australia or Japan.

Restrictions

This announcement is for information purposes only and does not constitute an
offer or invitation to acquire or dispose of any securities nor an investment
advice nor an inducement to enter into investment activity. This announcement
does not constitute an offer to sell or issue, nor the solicitation of an
offer to buy or acquire the securities of Boskalis or Dockwise in any
jurisdiction.

The distribution of this press release may, in some countries, be restricted
by law or regulation. Accordingly, persons who come into possession of this
document should inform themselves of and observe these restrictions. To the
fullest extent permitted by applicable law, Boskalis disclaims any
responsibility or liability for the violation of any such restrictions by any
person. Any failure to comply with these restrictions may constitute a
violation of the securities laws of that jurisdiction. Neither Boskalis nor
any of its advisors assumes any responsibility for any violation by any person
of any of these restrictions. Any Dockwise shareholder who is in any doubt as
to his position should consult an appropriate professional advisor without
delay. This announcement is not to be published or distributed in or to
Canada, Japan, Australia and the United States of America.

PDF version of this press release

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Source: Koninklijke Boskalis Westminster N.V. via Thomson Reuters ONE
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