Cadeler A/S - Independent statement related to the voluntary offer by Cadeler plc for the shares in Cadeler A/S
Reference is made to the stock exchange announcement on 21 September 2026 made by Cadeler A/S ("Cadeler", and together with is consolidated subsidiaries, the "Cadeler Group") regarding the launch of the voluntary offer by Cadeler plc to all holders of shares in Cadeler, each with a nominal value of DKK 1.00 (the "Cadeler Shares"), including Cadeler Shares represented by American Depositary Shares (each representing four (4) Cadeler Shares), to exchange each Cadeler Share for one (1) share in Cadeler plc in connection with the contemplated redomiciliation of the Cadeler Group's parent company from Denmark to the United Kingdom.
As announced in the stock exchange announcement made on 21 September 2026, the Norwegian Financial Supervisory Authority has, pursuant to Section 6-16 (4) of the Norwegian Securities Trading Act, decided that the formal statement otherwise to be issued by the board of directors of Cadeler under Section 6-16 shall instead be issued by Kroll, LLC as an independent third party.
The statement by Kroll, LLC dated 21 September 2026, is made publicly available on https://ir.cadeler.com/ and is also attached to this stock exchange announcement. In its statement, Kroll, LLC has concluded that as of 21 September 2026, the Offer Consideration (as defined in the combined EU/EEA prospectus and offer document published on 21 September 2026) is fair from a financial point of view to Cadeler's shareholders (without giving effect to any impact on any particular shareholder other than in its capacity as a shareholder).
For further information, reference is made to the combined EU/EEA prospectus and offer document, which is available at: https://ir.cadeler.com/ and www.dnb.no/emisjoner, subject to regulatory restrictions in certain jurisdictions.
For further information, please contact:
Cadeler Press Office: press@cadeler.com
Mikkel Gleerup CEO, Cadeler +45 3246 3102 mikkel.gleerup@cadeler.com
Alexander Simmonds EVP & CLO, Cadeler +44 7376 174172 alexander.simmonds@cadeler.com
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.