Fairstar Successfully Places Equity to Fund Fleet Expansion Strategy (The Netherlands)


Fairstar Heavy Transport NV (FAIR) announces the successful completion of a private placement towards Norwegian and international institutional investors of 25,000,000 new shares at a price of NOK 8.50 per share.

The share issue represents approximately 53% of the shares outstanding prior to the placement. Total gross proceeds from the Private Placement amounted to approximately NOK 213 million.

The proceeds from the Private Placement will be used to fund the up-coming equity installment for the new build program with GSI as announced on 2 June 2010, and will ensure that Fairstar fulfills its obligations under a contract with the Chevron Australia Pty Ltd. and Kellogg Joint Venture- Gorgon as announced 1 June 2010.

The FORTE will begin transporting modules for the Gorgon LNG Project in May 2012 under the terms of a 12-month contract which can be extended for an additional 4-month period at the option of the Chevron Australia Pty Ltd and Kellogg Joint Venture-Gorgon.

“Access to capital markets will continue to be a critical factor to remain competitive in our industry.

Fairstar maintains the support of a large and valuable group of well-informed shareholders.

Despite the fragile market conditions Fairstar has successfully raised new capital to invest in the future fleet of the marine heavy transport industry”, commented Mark de Haas, Fairstar CFO.

Philip Adkins, Fairstar CEO added: “Fairstar is determined to provide our clients with the transportation solutions they require to facilitate the development of high-value, complex, energy infrastructure projects.

In the next three to five years there will be a shortage of modern, true open stern semi-submersible heavy transport ships.

FJORD and FJELL have demonstrated their pricing power in the most valuable segment of our market.

Thanks to the support of our shareholders, The FORTE will join the Fairstar fleet in time to participate in the Gorgon LNG Project.

In less than five years, our Team at Fairstar has established itself as the genuine leader in the marine heavy transport industry.

Our ships and their crews as well as the Team behind them share a commitment to serve our clients and create value for our shareholders.

We believe our strategy to expand our fleet will reward our stakeholders handsomely for many years to come.”

The new shares to be issued in connection with the Private Placement will be issued in accordance with the Board proxy established at the Company’s Annual General Meeting held on 7 May 2010.

The total number of outstanding shares after the issue will be 72,497,047 shares, each with a nominal value of EUR 0.46.

A listing prospectus will be prepared in connection with the listing of the new shares on Oslo Børs.

The new shares will not be tradable on Oslo Børs until such a prospectus has been filed with, and approved by, Finanstilsynet, until the share capital increase has been registered and the new shares have been delivered against payment to the applicants VPS-account, expected to take place on or about 30 June 2010.

The Board will pursuant to the authorisation provided to the Board at the annual general meeting on 7 May 2010 conduct a subsequent repair offering of up to 3,000,000 new shares at the price of NOK 8.50 for the shareholders as of 25 June 2010 who were not being offered to participate in the Private Placement in order to provide all small shareholders with a fair opportunity to maintain their relative shareholding in the Company on equitable terms with larger shareholders.

As of Monday 28 June, the shares in Fairstar will be traded without the right to participate in the Subsequent Offering.

Timing of the subsequent repair of offering will be announced in due time.

The Private Placement was managed by ABG Sundal Collier Norge ASA, Carnegie ASA and SEB Enskilda AS as Joint-lead Managers and Joint Bookrunners.

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Source: Fairstar, June 27, 2010;