GOGL - Golden Ocean and CMB.TECH - Key dates and information for completion of Merger
Rhea-AI Summary
Golden Ocean Group (NASDAQ & OSE: GOGL) has announced key dates for completing its merger with CMB.TECH NV (NYSE & Euronext Brussels: CMBT). The merger will see Golden Ocean merging with CMB.TECH Bermuda Ltd., a wholly-owned subsidiary of CMB.TECH, with CMB.TECH Bermuda as the surviving entity.
The merger's completion is scheduled for August 20, 2025, before market opening. The last trading day for GOGL shares will be August 19, 2025. CMB.TECH shares will begin trading on OSE and NYSE on August 20, 2025. Former GOGL shareholders will receive their CMB.TECH shares between August 21-22, 2025. Due to the merger timing, Golden Ocean's Q2 2025 results will be incorporated into CMB.TECH's Q2 report.
Positive
- Strategic merger creating a combined entity with enhanced market presence
- Dual listing maintained on major exchanges (NYSE and OSE) post-merger
- Streamlined reporting structure with combined Q2 2025 results
Negative
- Potential integration challenges during the transition period
- Uncertainty around the combined company's operational structure
Insights
Golden Ocean's merger with CMB.TECH is proceeding on schedule with final trading as GOGL on August 19 and completion on August 20, 2025.
The Golden Ocean and CMB.TECH merger is now reaching its final stages with explicit completion dates announced. After the May 28th announcement of the merger plan, the companies have confirmed the merger will be finalized on August 20, 2025, contingent on approval at Golden Ocean's Special General Meeting on August 19th.
The merger structure involves Golden Ocean merging with CMB.TECH Bermuda Ltd (a wholly-owned subsidiary of CMB.TECH), with CMB.TECH Bermuda surviving as the entity and CMB.TECH issuing the merger consideration shares. This transaction follows a standard merger protocol with clearly defined mechanics for share transfers.
For shareholders, several critical dates have been established: August 19th marks the final trading day for GOGL shares on both OSE and NASDAQ. The merged entity will begin trading on August 20th on both OSE and NYSE. The record and delivery dates for share transfers vary slightly between exchanges, with NYSE shareholders receiving their new CMB.TECH shares one day earlier than OSE shareholders.
From a financial reporting perspective, this merger's timing means Golden Ocean will not issue a separate Q2 2025 report. Instead, Golden Ocean's financial results will be incorporated into CMB.TECH's Q2 reporting. This consolidation of financial reporting indicates the comprehensive nature of this corporate combination.
HAMILTON, Bermuda, 18 August 2025 – Reference is made to the joint stock exchange announcement on 28 May 2025 by Golden Ocean Group Limited (NASDAQ: GOGL & Euronext Oslo Børs: GOGL) ("Golden Ocean") and CMB.TECH NV (NYSE: CMBT & Euronext Brussels: CMBT) ("CMB.TECH") where it was announced that Golden Ocean would be merging with and into CMB.TECH Bermuda Ltd., a wholly-owned subsidiary of CMB.TECH, with CMB.TECH Bermuda as the surviving company, with CMB.TECH as the issuer of the merger consideration shares (the "Merger").
Reference is further made to the announcement that Golden Ocean on 11 August 2025, where it stated that the parties expected closing of the Merger to take place on or around 20 August 2025, subject inter alia to a positive outcome of the Golden Ocean Special General Meeting on 19 August 2025. Consequently, the key dates and information for the completion of the Merger are expected to be as follows:
- Last day of trading in GOGL shares on OSE and NASDAQ: 19 August 2025
- Effective date for completion of the Merger: 20 August 2025 (before market opening, Central European Summer Time)
- First day of trading in the combined company and the CMB.TECH shares on OSE and the NYSE: 20 August 2025
- Record date for delivery of CMB.TECH shares to former GOGL shareholders on OSE: 21 August 2025
- Record date for delivery of CMB.TECH shares to former GOGL shareholders on the NYSE: 20 August 2025
- Delivery of CMB.TECH shares to former GOGL shareholders on OSE: 22 August 2025
- Delivery of CMB.TECH shares to former GOGL shareholders on the NYSE: 21 August 2025
- ISIN/CUSIP for CMB.TECH: BE 0003816338 / B38564108
- Transferor company: Golden Ocean Group Limited
- Transferee company: CMB.TECH Bermuda Ltd.
- Issuer of Merger consideration shares: CMB.TECH NV
The completion of the Merger will occur prior the scheduled reporting of the second quarter and thereby Golden Ocean will not issue a separate report for the second quarter and first half of the year. The Q2 2025 results for Golden Ocean will be published as part of the CMB.TECH’s Q2 2025 results.
About Golden Ocean
Golden Ocean is a Bermuda incorporated shipping company specialising in the transportation of dry bulk cargoes. The Golden Ocean fleet consists of 89 vessels, with an aggregate capacity of approximately 13.5 million deadweight tonnes. Golden Ocean's ordinary shares are listed on Nasdaq with a secondary listing on the Euronext Oslo Børs under the ticker symbol "GOGL".
For further queries, please contact:
Peder Simonsen, CEO of Golden Ocean Management AS
Telephone: +47 22 01 73 40
Randi Navdal Bekkelund, CFO of Golden Ocean Management AS
Telephone: +47 22 01 73 40
This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act
FAQ
When will the merger between Golden Ocean (GOGL) and CMB.TECH be completed?
What happens to GOGL shares after the merger with CMB.TECH?
When will CMB.TECH shares begin trading after the Golden Ocean merger?
How will the Golden Ocean merger affect Q2 2025 financial reporting?
What is the new ISIN/CUSIP for CMB.TECH shares after the merger?
