Dry Bulk Shipping Giants Golden Ocean Group and CMB.TECH Announce Merger
In a significant move within the maritime industry, dry bulk shipping company Golden Ocean Group (GOGL) and Belgian shipowner CMB.TECH have signed a term sheet for a proposed merger. The merger is set to create one of the largest diversified listed maritime groups globally, boasting a combined fleet of over 250 vessels.
On April 23, the boards of directors of Golden Ocean and the supervisory board of CMB.TECH unanimously approved the term sheet for the stock-for-stock merger, with CMB.TECH slated to emerge as the surviving entity.
The merger would involve Golden Ocean merging with and into CMB.TECH Bermuda, a wholly-owned subsidiary of CMB.TECH. Upon completion, 95,952,934 new shares of CMB.TECH would be issued, with CMB.TECH shareholders holding around 70% of the total issued share capital of the combined company, while Golden Ocean shareholders would own approximately 30%.
Following the merger, Golden Ocean would delist from NASDAQ and Euronext Oslo Børs, while CMB.TECH would remain listed on the New York Stock Exchange and Euronext Brussels, with plans for a secondary listing on the Euronext Oslo Børs post-merger.
The definitive transaction agreements, including an agreement and plan of merger, are expected to be finalized in the second quarter of 2025, with the merger completion targeted for the third quarter of the same year.
Creating a Maritime Powerhouse
The merger is anticipated to establish one of the world’s largest diversified listed maritime groups, with a combined fleet exceeding 250 vessels. Peder Simonsen, CEO of Golden Ocean, expressed excitement about the merger, citing the opportunity to be part of a significant maritime group and create one of the largest and most modern dry bulk fleets globally.
Simonsen emphasized the potential for long-term value creation for shareholders, broader service offerings for customers, and enhanced opportunities for employees within the merged company.
Carl Steen, Chairman of the Transaction Committee of Golden Ocean, highlighted the fairness of the proposed exchange ratio based on the net asset values of both companies, affirming that the merger is in the best interests of all stakeholders.
Decarbonization and Future Growth
Alexander Saverys, CEO of CMB.TECH, underscored the value proposition of the merger, stating that the combined fleet’s value would surpass $11 billion. He emphasized the company’s commitment to decarbonization, citing the recent IMO decisions on limiting greenhouse gas emissions as a catalyst for future growth and investment opportunities.
With the merger, CMB.TECH aims to leverage its public listings and enhanced share liquidity to drive continued fleet investments and capitalize on emerging opportunities in the maritime sector.
The term sheet for the merger follows CMB.TECH’s recent acquisition of approximately 41% of Golden Ocean Group shares as part of its strategic diversification plan.