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Dividend Approval and Ex Date

The Annual General Meeting in AqualisBraemar LOC ASA, held 2 June 2021 at 11 am, approved the board proposal of distributing a dividend of NOK 0.25 per. share. The shares in AqualisBraemar ASA will be traded without the right to receive dividend as from 3 June 2021 (ex-date). The dividend will be distributed to the shareholders on or about 17 June 2021.

This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.

Annual General Meeting 2021 held

The Annual General Meeting of AqualisBraemar LOC ASA was held on 2 June 2021.

All resolutions proposed in the notice to the Annual General Meeting were approved by the shareholders. Please find attached the minutes from the Annual General Meeting.

Regarding Notice of Annual General Meeting 2021 – Amendment of item 6 Election of Board Members

Reference is made to the stock exchange announcement on 19 May 2021 regarding Braemar Shipping Services Plc’s sale of its shares in AqualisBraemar LOC ASA. As a consequence, Mr Nick Stone has decided to withdraw his candidacy for a board position in AqualisBraemar LOC ASA.

The Nomination Committee has decided to recommend the Annual General Meeting to elect the following Board of Directors:

Glen Rødland, Chairman 2020‐2022
Yvonne L. Sandvold 2021‐2023
Synne Syrrist 2021‐2023
Rune Eng 2021‐2023

Election of additional Board member(s) will be considered in due course.

Disclosure of large shareholding

*** This notice was originally published on 19 May 2021, and has been updated to include the attached notification form ***

Braemar Shipping Services Plc (“Braemar”) has on 19 May 2021 sold 9,640,621 shares in AqualisBraemar LOC ASA (“AqualisBraemar LOC” or the “Company”), representing 10.05% of the Company’s outstanding shares and voting rights, at a price of NOK 9.00 per share.

The shares were sold through a bookbuilding process managed by SpareBank 1 Markets AS as sole bookrunner.

Following the transaction, Braemar holds 0 shares in AqualisBraemar LOC.

Braemar also holds 6,523,977 performance-based warrants (the “Warrants”), as further described in the notice of and minutes from the Company’s extraordinary general meeting held on 14 December 2020. Assuming full vesting of the Warrants, Braemar will hold 6,523,977 shares and rights to shares corresponding to 6.80% of the currently registered share capital of the Company.

Gross Management AS, a company controlled by Glen Rødland, Chairman of AqualisBraemar LOC’s Board of Directors, has today acquired 100,000 shares in the Company, at a price of NOK 9.00 per share. Following the share acquisition, Rødland and his close associates will own 14,890,351 shares in the Company, corresponding to 15.52% of the outstanding shares and voting rights of the Company.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act.

Disclosure of large shareholding

Braemar Shipping Services Plc (“Braemar”) has on 19 May 2021 sold 9,640,621 shares in AqualisBraemar LOC ASA (“AqualisBraemar LOC” or the “Company”), representing 10.05% of the Company’s outstanding shares and voting rights, at a price of NOK 9.00 per share.

The shares were sold through a bookbuilding process managed by SpareBank 1 Markets AS as sole bookrunner.

Following the transaction, Braemar holds 0 shares in AqualisBraemar LOC.

Braemar also holds 6,523,977 performance-based warrants (the “Warrants”), as further described in the notice of and minutes from the Company’s extraordinary general meeting held on 14 December 2020. Assuming full vesting of the Warrants, Braemar will hold 6,523,977 shares and rights to shares corresponding to 6.80% of the currently registered share capital of the Company.

Gross Management AS, a company controlled by Glen Rødland, Chairman of AqualisBraemar LOC’s Board of Directors, has today acquired 100,000 shares in the Company, at a price of NOK 9.00 per share. Following the share acquisition, Rødland and his close associates will own 14,890,351 shares in the Company, corresponding to 15.52% of the outstanding shares and voting rights of the Company.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act.

Q1 2021 financial results

AqualisBraemar LOC’s 2021 first quarter results

HIGHLIGHTS Q1 2021

  • Revenues of USD 36.7 million (Q1 2020: USD 19.8m)
  • EBIT of USD 1.9 million (Q1 2020: USD 1.3m)
  • Adjusted EBIT of USD 2.4 million (Q1 2020: USD 1.4 m)
  • Cash balance of USD 28.3 million (Q4 2020: USD 30.6m)
  • Interest bearing bank debt of USD 15.1 million (Q4 2020: 15.1m)
  • Operating cash flow of USD -1.0 million (Q4 2020: USD 2.7m), negatively impacted by working capital movements
  • Completed acquisition of East Point Geo
  • Proposed dividend of NOK 0.25 per share in 1H 2021, to be paid in June per semi-annual schedule

David Wells, CEO of AqualisBraemar LOC ASA (“AqualisBraemar LOC” or the “Company”) commented:
“We are pleased to conclude a quarter of solid operational performance amid big changes inside and outside the group.

We have delivered top line growth and comparable profitability relative to the first quarter of last year. This is encouraging, as our industry was relatively unaffected by the early stages of the pandemic in the first quarter of 2020. This year, the market has remained challenging through the quarter, with a relatively weak oil and gas market, plus travel restrictions and general slowdown in connection with the pandemic.

Internally, focus has been on the integration of LOC Group, the first phase of which concluded ahead of schedule in April. The former AqualisBraemar and LOC companies now operate jointly as AqualisBraemar LOC group. Feedback from clients and employees has been very positive, and we have already seen early positive results of the strategic benefits we targeted with the combination.

Renewables continues to be the growth engine of the group, growing some 30% year-on-year on a pro-forma combined basis. The increased capabilities of the group following the integration of LOC, Innosea, Longitude and East Point Geo put us in a strong position to capture at least our fair share of the expected market growth going forward.

Growth has also been strong in Maritime and Adjusting, while Oil & Gas is down slightly on pro-forma combined basis due to project phasing and general market weakness.

Looking ahead there are early indications that improved rig activity could drive improvement in the Oil & Gas sector, but activity on larger projects is expected to remain sluggish through most of the year. Positive developments in our other market sectors are expected to continue.”

A pre-recorded audio webcast presentation of the first quarter 2021 results will be released today at 14:00 CET. To view the webcast, please visit AqualisBraemar LOC’s website, www.abl-group.com.

The slide deck for the quarterly presentation is available here.

Registration of share capital increase following the subsequent offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Oslo, Norway – 18 May 2021

Reference is made to the stock exchange announcement from AqualisBraemar LOC ASA (the “Company”) on 30 April 2021 regarding the final results of the subsequent offering in the Company (the “Subsequent Offering”).

The share capital increase pertaining the Subsequent Offering with a nominal value of NOK 0.1 per share, has now been registered in the Norwegian Register of Business Enterprises, and the Company’s share capital has been increased with NOK 337,500.

Shares allocated in the Subsequent Offering are tradable on Oslo Stock Exchange.

Following registration of the share capital increase, the Company has an issued share capital of NOK 9,592,258.30 divided into 95,922,583 shares, each with a par value of NOK 0.1.

Key information relating to the cash dividend to be paid by AqualisBraemar LOC

Dividend Amount: NOK 0.25 per share

Declared currency: NOK

Last day including right: 2 June 2021

Ex-date: 3 June 2021

Record date: 4 June 2021

Payment date: On or about 10 June 2021

Date of approval: 2 June 2021


This information is published in accordance with the requirements of the Continuing Obligations.

Notice of Annual General Meeting 2021

The Annual General Meeting of AqualisBraemar LOC ASA will be held on 2 June 2020 at 11 CET at the Company’s offices, 8th floor, Fridtjof Nansens plass 8, 0160 OSLO. Due to the extraordinary situation with the Covid-19 pandemic, shareholders are urged to exercise their shareholder rights through advance votes by electronic communication via VPS Investor Services or to vote by proxy prior to the meeting and not attend the Annual General Meeting in person. The notice including attendance, proxy and advance voting forms will be mailed to all shareholders with known address. The complete notice, including the recommendation from the Nomination Committee, can be found in the links below.

For notice of attendance, advance votes, proxy etc please click here.

Employee share option program

The Board of Directors of AqualisBraemar LOC ASA (the “Company” or “ABL”) has, in line with the previous announcement, implemented an additional long-term incentive plan (the “LTIP”) aimed to align the interests of the participating employees with those of the Company’s shareholders.

Under the new LTIP, the Company has granted a total of 11,000,000 share options to selected employees, where each option will give the holder the right to acquire one share in AqualisBraemar LOC ASA. The options are granted without consideration. The grant of options is based on the authorization granted by the general meeting on 14 December 2020 to issue new shares in connection with the Company’s employee incentive program. These share options come in addition to the approximately 8.5 million share options previously issued under the existing long-term incentive plan.

The exercise price for the options is NOK 6.10, equal to the issue price in the private placement completed on 14 December 2020. The options will vest on 14 December 2023, three years after the authorization granted by the general meeting. All unexercised options will expire nine months after vesting. Exercise periods will be set by the Company.

The options are non-tradable and conditional upon the option holder being employed by the Company and not having resigned prior to exercise.

Subject to certain conditions, the option holders are obligated to reinvest 25 percent of the pre-tax net gain on the options in ABL shares, and to hold these shares for up to three years following exercise. One third of these shares will be released from this obligation for every year following exercise.

The Board of Directors may choose to settle the options by way of cash settlement in lieu of issuing new shares. Exercise terms may be reasonably adjusted by the Board of Directors in the event of dividend payments, share splits or certain other events relating to the equity share capital of the Company.

Primary insiders in the Company have received the following option grants, according to the terms described above:

David Wells, CEO, has been granted 135,000 share options. Following the grant, he holds 1,126,998 shares and 135,000 share options in the Company.

RV Ahilan, Chief Energy Transition Officer, has been granted 260,000 share options. Following the grant, he holds 737,705 shares and 260,000 share options in the Company.

Dean Zuzic, CFO, has been granted 135,000 share options. Following the grant, he holds 0 shares and 135,000 share options in the Company.

Svein Staalen, General Counsel, has been granted 135,000 share options. Following the grant, he holds 202,864 shares and 135,000 share options in the Company.

Primary insider holdings above include indirect holdings and close associates.