Allocation to primary insider in the rights issue and private placement – update

With reference to the final result of the Rights Issue and Private Placement in AqualisBraemar ASA (the “Company”) which was announced 9 July 2019, the following primary insider have in addition been allocated offer shares at a subscription price of NOK 3.96 in accordance with allocation principles set out in the prospectus dated 21 June 2019 (the “Prospectus”): Allocations in the Private Placement:

Santosh George, Group QHSE Director, has been allocated 56,362 offer shares, of which 41,362 is based on the number of subscription rights allocated to him and 15,000 is based on over-subscription. Following the issuance of the new shares in the Rights Issue, Santosh George and his close associates will own 253 325 shares in the Company.

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

This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

For further information, please contact:

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 33 countries. AqualisBraemar ASA operates under three distinct brands globally:

• AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
• AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
• Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

Allocation to primary insiders in the rights issue and private placement

Not for distribution or release, directly or indirectly, in or into the united states or any other jurisdiction in which the distribution or release would be unlawful.

With reference to the final result of the Rights Issue and Private Placement in AqualisBraemar ASA (the “Company”) which was announced earlier today, the following primary insiders, including their close associates, have been allocated offer shares at a subscription price of NOK 3.96 in accordance with allocation principles set out in the prospectus dated 21 June 2019 (the “Prospectus”):

Allocations in the Private Placement:

Braemar Shipping Services plc (“Braemar”), represented on the Company’s Board of Directors by Braemar CEO James Kidwell, has been allocated 4,375,000 offer shares, representing the entirety of the private placement. Following the issuance of the new shares in the Private Placement, Braemar will hold 19,240,621 shares corresponding to 27.3% of the shares and voting rights in the Company. Braemar also holds 5,973,556 performance-based warrants (the “Warrants”) as further described in the Prospectus. Assuming full vesting of the Warrants, Braemar will hold 25,214,177 shares and rights to shares corresponding to 33% of the shares and votes of the Company.

Allocations in the Rights Issue:

Gross Management AS, a company controlled by Glen Rødland, Chairman, has been allocated 2,000,000 offer shares, of which 1,547,279 is based on the number of subscription rights allocated to him and 452,721 is based on over-subscription. Following the issuance of the new shares in the Rights Issue, Rødland and his close associates will own 9,367,996 shares in the Company, corresponding to 13.3% of the shares and voting rights of the Company.

David Wells, CEO, and his close associates have been allocated 165,222 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Wells and his close associates will own 951,998 shares in the Company.

Kim Boman, CFO, has been allocated 105,000 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Boman will own 605,000 shares in the Company.

Reuben Segal, COO, and his close associates have been allocated 100,000 offer shares, based on the remaining number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Segal and his close associates will own 1,502,923 shares in the Company.

Andreas Theophanatos, Director South America, has been allocated 107,559 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Theophanatos will own 619,747 shares in the Company.

Ben Lazenby, Director Middle East, has been allocated 32,550 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Lazenby will own 187,550 shares in the Company.

Rodger Dickson, Group Marine, has been allocated 107,432 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Dickson will own 619,500 shares in the Company.

Amish Sanghavi, Group Financial Controller, has been allocated 53,559 offer shares, of which 37,918 is based on the number of subscription rights allocated to him and 15,641 is based on over-subscription. Following the issuance of the new shares in the Rights Issue, Sanghavi will own 317,989 shares in the Company.

Stuart Mill, Group Contract Manager, has been allocated 28,768 offer shares, based on the number of subscription rights allocated to him. Following the issuance of the new shares in the Rights Issue, Mill will own 165,766 shares in the Company.

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

This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Final result of rights issue and completion of private placement

Not for distribution or release, directly or indirectly, in or into the united states or any other jurisdiction in which the distribution or release would be unlawful.

The subscription period for the rights issue (the “Rights Issue”) in AqualisBraemar ASA (the “Company”) expired at 16:30 hours (CET) on 8 July 2019. At the expiry of the subscription period, the Company had received subscriptions for a total of 12,992,626 new shares. 8,882,575 new shares (the “Rights Issue Shares”) were offered under the Rights Issue and the Rights Issue was accordingly oversubscribed by 46%.

The final allocation of the Rights Issue Shares has now been completed based on the allocation criteria set out in the Company’s prospectus dated 21 June 2019 (the “Prospectus”).

7,109,740 shares, constituting 80.0% of the Rights Issue Shares, were subscribed for and allocated through the exercise of subscription rights. 1,772,835 shares, constituting 20.0% of the Rights Issue Shares, are allocated pro-rata to subscribers who have oversubscribed based on the number of subscription rights exercised by each subscriber. No allocation has been made to subscribers without subscription rights.

In accordance with the terms of the private placement (the “Private Placement”) previously announced and described in the Prospectus, Braemar Shipping Services plc has agreed to subscribe for and will be allocated 4,375,000 shares (the “Private Placement Shares”) at an issue price of NOK 3.96 per share.

Notifications of allocated Rights Issue Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed today. Payment for the allocated Rights Issue Shares falls due on 11 July 2019 in accordance with the payment procedures described in the Prospectus.

The new shares may not be transferred or traded before they have been fully paid and the share capital increase pertaining to the Rights Issue and the Private Placement has been registered with the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret). It is expected that the share capital increase will be registered in the Norwegian Register of Business Enterprises on or about 17 July 2019. It is expected that the Rights Issue Shares and the Private Placement Shares will be transferred to the VPS accounts of the subscribers and admitted to trading on the Oslo Stock Exchange on the same date.

For further information, please contact:

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 33 countries. AqualisBraemar ASA operates under three distinct brands globally:

• AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
• AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
• Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

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

This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Preliminary result of the Rights Issue

Not for distribution or release, directly or indirectly, in or into the united states or any other jurisdiction in which the distribution or release would be unlawful.

The subscription period for the rights issue (the “Rights Issue”) in AqualisBraemar ASA (the “Company”) expired at 16:30 hours (CET) today.

Preliminary counting indicates that the Company has received subscriptions for approximately 13.0 million new shares. 8,882,575 new shares were offered in the Rights Issue. The preliminary result indicates an oversubscription of approximately 46%.

The final allocation of the new shares will take place tomorrow in accordance with the allocation criteria set out in the prospectus dated 21 June 2019. The final result of the Rights Issue will be published shortly thereafter, and letters regarding allocation of new shares and the corresponding subscription amount to be paid by each subscriber, are expected to be distributed during the course of tomorrow.

The payment date for the new shares is 11 July 2019.

For further information, please contact:

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 33 countries. AqualisBraemar ASA operates under three distinct brands globally:

• AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
• AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
• Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

This information is subject to disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Primary insider notice

Reference is made to the ongoing fully underwritten rights issue (the “Rights issue”) in AqualisBraemar ASA (the “Company”).

Amish Sanghavi, finance director, has sold 17 173 subscription rights at a price of NOK 0.035 per subscription right. Following the sale, Amish Sanghavi holds 40 995 subscription rights. He has subscribed for 60 000 rights issue shares, of which 40 995 corresponds to the remaining subscription rights allocated to him based on his existing shareholding. Following the issuance of the new shares in the Rights Issue, he and his close associates will own at least 317 989 shares in the Company.

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

This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Primary insider notice

Reference is made to the ongoing fully underwritten rights issue (the “Rights issue”) in AqualisBraemar ASA (the “Company”).

Kim Boman, CFO, has subscribed for 105 000 rights issue shares, of which 105 000 corresponds to the number of subscription rights allocated to him based on his existing shareholding. Following the issuance of the new shares in the Rights Issue, he and his close associates will own at least 605 000 shares in the Company.

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

This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

The subscription period for the rights issue expires today

Not for distribution or release, directly or indirectly, in or into the united states or any other jurisdiction in which the distribution or release would be unlawful.

Reference is made to the previous announcements by AqualisBraemar ASA (the “Company”) regarding the rights issue of 8,882,575 new shares in the Company at a subscription price of NOK 3.96 per offer share (the “Rights Issue”). The subscription period for the Rights Issue will expire today, 8 July 2019, at 16:30 hours (CET). Correctly completed subscription forms must be received by the subscription office, or, in the case of online subscriptions, be registered, within this deadline.

Upon expiry of the subscription period, any subscription rights that have not been used to subscribe for offer shares will lapse and have no value. For more information, please refer to the prospectus for the Rights Issue dated 21 June 2019.

For further information, please contact:

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 33 countries. AqualisBraemar ASA operates under three distinct brands globally:

• AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
• AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
• Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

This information is subject to disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Primary insider notice

Reference is made to the ongoing fully underwritten rights issue (the “Rights issue”) in AqualisBraemar ASA (the “Company”).

Rodger Dickson, Group MD Rig Moving & Offshore operations, has subscribed for 107 432 rights issue shares, of which 107 432 corresponds to the number of subscription rights allocated to him based on his existing shareholding. He has sold 142 subscription rights at a price of NOK 0.00 per subscription right. Following the sale, Rodger Dickson holds 0 subscription rights. Following the issuance of the new shares in the Rights Issue, he and his close associates will own at least 619 500 shares in the Company.

Ian Bonnon, the Chairman of Offshore Wind Consultants, has sold 106 374 subscription rights at a price of NOK 0.04 per subscription right. Following the sale, Ian Bonnon holds 0 subscription rights.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act. This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.

Disclosure

In connection with the completion of the acquisition of Breamar Shipping, and the following issuance of shares to Breamar Shipping Services PLC, Tigerstadens total holding in Aqualis Breamar ASA is reduced to 4,18% of total share count.

Primary insider notice

Reference is made to the ongoing fully underwritten rights issue (the “Rights issue”) in AqualisBraemar ASA (the “Company”).

Ben Lazenby, Regional Managing Director Middle East in AqualisBraemar, has subscribed for 32 550 rights issue shares, of which 32 550 corresponds to the number of subscription rights allocated to him based on his existing shareholding. Following the issuance of the new shares in the Rights Issue, he and his close associates will own at least 187 550 shares in the Company.

Rodger Dickson, Group MD Rig Moving & Offshore operations, has subscribed for 107 534 rights issue shares, of which 107 534 corresponds to the number of subscriptiosn rights allocated to him based on his existing shareholding. Following the issuance of the new shares in the Rights Issue, he and his close associates will own at least 619 602 shares in the Company

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act. This announcement may not be distributed or sent into the United States or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. These materials are not an offer for sale of securities in the United States or any other country. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States.