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Dato/tid 20.09.2016 08:56
Utsteder BW LPG Limited
UtstederID BWLPG
Instrument BWLPG
Marked OB
Kategori INNSIDEINFORMASJON
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Vedlegg
Tittel Acquisition of shares in Aurora LPG Holding and decision to launch voluntary offer
Tekst
This announcement is not for release, publication or 
distribution (directly or indirectly) in or to the United 
States, Canada, Australia or Japan.

It is not an offer of securities for sale in or into the 
United States, Canada, Australia, the Hong Kong Special 
Administrative Region of the People's Republic of China, 
South Africa or Japan.

Acquisition of shares in Aurora LPG Holding and decision to 
launch voluntary offer

(Singapore, 20 September 2016)

BW LPG Limited ("BW LPG", the "Company", OSE ticker code: 
"BWLPG") hereby announces that on   19 September 2016, BW 
LPG Holding Limited, a wholly owned subsidiary of BW LPG, 
acquired 877,813 shares (2.96%) in Aurora LPG Holding ASA 
("Aurora LPG"). Following this acquisition, BW LPG Holding 
Limited owns 9,730,654 shares in Aurora LPG, corresponding 
to 32.79% of the total number of shares in issue.

BW LPG further announces that it will launch a voluntary 
tender offer (the "Offer") for all the remaining shares in 
Aurora LPG for a consideration for each share in Aurora LPG 
consisting of either: 

(i)	0.3175 shares in BW LPG and NOK 6.15 in cash, or 
(ii)	NOK 12.30 in cash. 

The Offer will be subject to a minimum acceptance ratio of 
90% (including the shares already owned by BW LPG), 
competition clearances and other customary conditions. BW 
LPG is in the process of preparing an offer document for the 
Offer, and the Offer will be launched following regulatory 
approval of the offer document, expected to take place at 
the beginning of November 2016.

A shareholder, Transpetrol Limited representing 2,919,655 
shares (9.84%) has irrevocably undertaken to accept the 
Offer for all of its shares in Aurora LPG. 

BW LPG and Transpetrol Limited together, excluding treasury 
shares held by Aurora LPG, represent 44.17% of shares in 
Aurora LPG in support of the Offer.

"We believe that the Offer will provide an attractive 
opportunity for the Aurora LPG shareholders, to maintain 
exposure to and participate in, the future upside in the 
VLGC market. The combination of BW LPG and Aurora LPG will 
create a stronger player in the challenging environment in 
our industry. The combined entity will have a significant, 
modern and high quality fleet, a strong platform and the 
financial resources required to continue its operations 
through this challenging period", says Martin Ackermann, CEO 
of BW LPG.

For further information, please contact:

Elaine Ong, CPA, CA
Chief Financial Officer
Tel: +65 6705 5506
Email: elaine.ong@bwlpg.com

John Papaioannou, CFA
Senior Manager, Strategy & Investor Relations
Tel: +65 6705 5514
Email: john.papaioannou@bwlpg.com

About BW LPG

BW LPG is the world's leading and largest very large gas 
carrier (VLGC) owner and operator based on number of VLGCs 
and by LPG carrying capacity. BW LPG currently owns and 
operates 41 gas carriers with a total carrying capacity of 
over 3.1 million cbm. In addition, BW LPG has 6 VLGC 
newbuildings under construction. With more than 37 years of 
operating experience in LPG shipping and experienced 
seafarers and staff, BW LPG offers a flexible and reliable 
service to customers. BW LPG is associated with BW Group, 
one of the world's leading shipping groups. 
BW Group is involved in oil and gas transportation, floating 
gas infrastructure, environmental technologies and deep-
water production. 

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

IMORTANT INFORMATION:
This announcement is not an offer to sell or a solicitation 
of offers to purchase or subscribe for securities of BW LPG 
Limited. This announcement is not a prospectus for the 
purposes of Directive 2003/71/EC (as amended, together with 
any applicable implementing measures in any Member State, 
the "Prospectus Directive"). Copies of this announcement may 
not be sent to jurisdictions, or distributed in or sent from 
jurisdictions, in which this is barred or prohibited by law. 
The information contained herein shall not constitute an 
offer to sell or the solicitation of an offer to buy, in any 
jurisdiction in which such offer or solicitation would be 
unlawful prior to registration, exemption from registration 
or qualification under the securities laws of any 
jurisdiction. A decision to invest in securities of BW LPG 
Limited referred to in this announcement should be based 
exclusively on the prospectus published by BW LPG Limited 
for such purpose.

This announcement does not constitute or form a part of any 
offer or solicitation to purchase or subscribe for 
securities in the United States or any other jurisdiction. 
Securities may not be offered or sold in the United States 
unless they have been registered under the U.S. Securities 
Act of 1933, as amended (the "Securities Act"), or are 
exempt from registration. The shares of BW LPG Limited that 
may be offered in any transaction have not been and will not 
be registered under the Securities Act, and BW LPG Limited 
does not intend to make a public offering of its shares in 
the United States. The information contained herein does not 
constitute an offer of securities to the public in the 
United Kingdom. No prospectus offering securities to the 
public will be published in the United Kingdom. This 
announcement is only being distributed to and is only 
directed at (i) persons who are outside the United Kingdom 
or (ii) to investment professionals falling within article 
19(5) of the Financial Services and Markets Act 2000 
(Financial Promotion) Order 2005 (as amended, the "Order") 
or (iii) high net worth entities, and other persons to whom 
it may lawfully be communicated, falling within article 
49(2)(a) to (d) of the Order (all such persons together 
being referred to as "relevant persons").
The new shares are only available to, and any invitation, 
offer or agreement to subscribe, purchase or otherwise 
acquire such Shares will be engaged in only with, relevant 
persons. Any person who is not a relevant person should not 
act or rely on this announcement or any of its contents.
Any offer of securities to the public that may be deemed to 
be made pursuant to this communication in any EEA Member 
State that has implemented Prospectus Directive is only 
addressed to qualified investors in that Member State within 
the meaning of the Prospectus Directive.
This publication may contain specific forward-looking 
statements, e.g. statements including terms like "believe," 
"assume," "expect," "forecast," "project," "may," "could," 
"might," "will" or similar expressions. Such forward-looking 
statements are subject to known and unknown risks, 
uncertainties and other factors which may result in a 
substantial divergence between the actual results, financial 
situation, development or performance of BW LPG Limited and 
those explicitly or implicitly presumed in these statements. 
Against the background of these uncertainties, readers 
should not rely on forward- looking statements. BW LPG 
Limited assumes no responsibility to up-date forward-looking 
statements or to adapt them to future events or 
developments.

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