Boskalis: Financing for Dockwise offer in place

1/8/2013 9:23 AM EST

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.