Dj News On Golden Ocean Group Ltd. (Gogl) Now Under Cmbt.Bt

ANTWERP, Belgium, 20 August 2025, 8.30 am CEST - CMB.TECH NV (NYSE: CMBT,Euronext Brussels: CMBT and Euronext Oslo Børs: CMBTO) ("CMB.TECH") is pleasedto announce that it has successfully completed the stock-for-stock mergerbetween Golden Ocean Group Limited ("Golden Ocean") and CMB.TECH Bermuda Ltd.,awholly-owned subsidiary of CMB.TECH, with CMB.TECH Bermuda Ltd. as thesurvivingcompany, and with CMB.TECH as the issuer of the merger consideration shares(the"Merger").

Approval by Golden Ocean shareholders

At yesterday's special general meeting of shareholders of Golden Ocean, theMerger was approved by shareholders holding 92.72% of the shares present orrepresented at the meeting.

Capital increase

This morning, CMB.TECH has issued 95,952,934 new ordinary shares by means of acapital increase by contribution in kind. These shares will be delivered toformer holders of Golden Ocean shares as merger consideration at the exchangeratio of 0.95 ordinary shares of CMB.TECH for each common share of GoldenOcean(subject to rounding), in accordance with the merger agreement.

The newly issued CMB.TECH shares will begin trading on Euronext Brussels andonthe New York Stock Exchange ("NYSE") today. In addition, Euronext Oslo Børs("Euronext Oslo") has approved CMB.TECH's application for the secondarylistingof its shares on the regulated market Euronext Oslo. CMB.TECH's ordinaryshares(including the newly issued shares) will begin trading on Euronext Oslo today,under ticker symbol "CMBTO". As part of the secondary listing on EuronextOslo,CMB.TECH has also established a secondary share register in the Norwegiancentral securities depository, Euronext Securities Oslo (Verdipapirsentralen)(the "VPS"), with DNB Bank ASA, Issuer Services ("DNB") as its VPS registrar,which is linked to the U.S. component of CMB.TECH's primary share register.

More information on the Merger can be found in (i) the registration statementonForm F-4 which was declared effective by the U.S. Securities and ExchangeCommission on 16 July 2025 (the "Registration Statement") and (ii) theexemptiondocument under the EU Prospectus Regulation (EU) 2017/1129 and the CommissionDelegated Regulation (EU) 2021/528 (the "Exemption Document") published on 14August 2025 in the framework of the Merger and which are available onCMB.TECH'swebsite.

Key Benefits and Features of the Merger

The Merger creates one of the world's largest diversified listed maritimegroups, featuring:

A combined diversified fleet of around 250 vessels, including dry bulkvessels,crude oil tankers, chemical tankers, container ships, offshore wind vesselsandport vessels A future-proof fleet with more than 80 hydrogen- and ammonia-ready vessels,offering low-carbon fuel optionality Fair market value of the fleet of approximately USD 11.1 billion, underscoringscale and asset values Young and fuel-efficient fleet with an average age of 6.1 years Solid revenue visibility with a contract backlog of approximately USD 3.0billion, supporting predictable cash flows and shareholder returns Global capital market presence with listings in New York, Brussels, and Oslo,with 38% expected free float providing trading liquidity Robust liquidity position exceeding USD 400 million, including cash on handandundrawn credit facilities, providing financial flexibility and growthcapacity

Alexander Saverys, CEO of CMB.TECH, commented: "Today, we are delighted toclosethe merger between CMB.TECH and Golden Ocean. In less than 18 months, we havetransformed a pure play crude oil tanker company into a large and leadingdiversified and future-proof maritime group. As we welcome the Golden Oceanteamand fleet to the CMB.TECH family, we look forward to creating value for allourstakeholders with our modern fleet of more than 250 ships. 11 billion USDworthof assets, three public listings in New York, Brussels and Oslo, more than onethird of our fleet ready to be powered by low carbon fuels, a contract backlogof 3 billion USD ... and one goal : decarbonise today to navigate tomorrow."

Settlement

Yesterday was the last day of trading of Golden Ocean shares on Nasdaq andEuronext Oslo. Holders of Golden Ocean shares at the effective date of theMerger (i.e. 20 August 2025, before market opening CEST) will receive theirportion of ordinary CMB.TECH shares as merger consideration at the exchangeratio of 0.95 ordinary shares of CMB.TECH for each common share of GoldenOcean(subject to rounding), in accordance with the merger agreement.

Holders of Golden Ocean shares on Nasdaq registered in the Depository TrustCompany ("DTC") as at the closing of trading on 19 August 2025 (as evidencedinDTC on 20 August 2025 (record date in DTC) in accordance with the T+1settlementcycle in DTC), will receive their ordinary CMB.TECH shares through the DTC,withsettlement taking place on 21 August 2025 (settlement date in DTC). Holders ofGolden Ocean shares on Euronext Oslo registered in the VPS as at the closingoftrading on 19 August 2025 (as evidenced in VPS on 21 August 2025 (record dateinVPS) in accordance with the T+2 settlement cycle in VPS), will receive theirordinary CMB.TECH shares through the VPS, with settlement taking place on22 August 2025 (settlement date in VPS). For the avoidance of doubt, theabovementioned shares will be freely tradable as of 20 August 2025.

To ensure timely delivery and settlement of the new ordinary CMB.TECH sharestoformer Golden Ocean shareholders on Euronext Oslo through the VPS, each ofCMB.TECH and CMB have entered into short-term share lending agreements withDNBCarnegie, a part of DNB Bank ASA. Under this arrangement, 25,807,878 treasuryshares held by CMB.TECH and 13,410,448 ordinary CMB.TECH shares held by CMBhavebeen lent to DNB Carnegie immediately prior to completion of the Merger. Theborrowed shares are expected to be returned to each of CMB.TECH and CMB,respectively, on or about 21 August 2025. No consideration is due by eitherparty under the share lending arrangement.

Transparency law

In application of article 15 of the Belgian Law of 2 May 2007 on thedisclosureof major shareholdings in issuers whose shares are admitted for trading on aregulated market, CMB.TECH publishes (i) the total share capital, (ii) thetotalnumber of securities with voting rights and (iii) the total number of votingrights, in view of the changes thereto pursuant to today's capital increase:

Situation as at 20 August 2025: Total share capital (excluding share premium): USD 343,439,903.39 Total number of securities with voting right and total number of voting rights(= denominator): 315,977,647

The denominator serves as a basis for the notification of major shareholdingsbyshareholders. Following the capital increase and the termination of theshort-term share lending arrangement, the total number of outstanding shares(excluding treasury shares) is 290,169,769.

About CMB.TECH

CMB.TECH is one of the largest listed, diversified and future-proof maritimegroups in the world with a fleet of about 250 vessels: dry bulk vessels, crudeoil tankers, chemical tankers, container vessels, offshore wind vessels andportvessels. CMB.TECH also offers hydrogen and ammonia fuel to customers, throughown production or third-party producers.

CMB.TECH is headquartered in Antwerp, Belgium, and has offices across Europe,Asia, United States and Africa.

CMB.TECH is listed on Euronext Brussels and the NYSE under the ticker symbol"CMBT" and on Euronext Oslo Børs under the ticker symbol "CMBTO".

Forward-Looking Statements

Matters discussed in this press release may constitute forward-lookingstatements within the meaning of the U.S. Private Securities Litigation ReformAct of 1995, which provides safe harbor protections for forward-lookingstatements in order to encourage companies to provide prospective informationabout their business. Forward-looking statements include statements concerningplans, objectives, goals, strategies, future events or performance, andunderlying assumptions and other statements, which are other than statementsofhistorical facts. CMB.TECH desires to take advantage of the safe harborprovisions of the Private Securities Litigation Reform Act of 1995 and isincluding this cautionary statement in connection with this safe harborlegislation. The words "believe", "anticipate", "intends", "estimate","forecast", "project", "plan", "potential", "may", "should", "expect","pending"and similar expressions identify forward-looking statements.

The forward-looking statements in this press release are based upon variousassumptions, many of which are based, in turn, upon further assumptions,including without limitation, our management's examination of historicaloperating trends, data contained in our records and other data available fromthird parties. Although we believe that these assumptions were reasonable whenmade, because these assumptions are inherently subject to significantuncertainties and contingencies which are difficult or impossible to predictandare beyond our control, we cannot assure that we will achieve or accomplishthese expectations, beliefs or projections.

In addition to these important factors, other important factors that, in ourview, could cause actual results to differ materially from those discussed inthe forward-looking statements include, but are not limited to, the exerciseofappraisal rights by former Golden Ocean shareholders, the potential forlitigation in connection with the Merger, the failure of counterparties tofullyperform their contracts with us, the strength of world economies andcurrencies,general market conditions, including fluctuations in charter rates and vesselvalues, changes in demand for dry bulk and tanker vessel capacity, changes inour operating expenses, including bunker prices, dry-docking and insurancecosts, the market for our vessels, availability of financing and refinancing,charter counterparty performance, ability to obtain financing and comply withcovenants in such financing arrangements, changes in governmental rules andregulations or actions taken by regulatory authorities, potential liabilityfrompending or future litigation, general domestic and international politicalconditions, potential disruption of shipping routes due to accidents orpolitical events, vessels breakdowns and instances of off-hires and otherfactors. Please see our filings with the United States Securities and ExchangeCommission for a more complete discussion of these and other risks anduncertainties.

You are cautioned not to place undue reliance on CMB.TECH's forward-lookingstatements. These forward-looking statements are and will be based uponmanagement's then-current views and assumptions regarding future events andoperating performance and are applicable only as of the dates of suchstatements. CMB.TECH assumes no duty to update or revise forward-lookingstatements, whether as a result of new information, future events orotherwise,as of any future date.

Disclaimer

This press release is also published in Dutch. If ambiguities should arisefromthe different language versions, the English version will prevail.

Copies of this announcement are not being made and may not be distributed orsent into any jurisdiction in which such distribution would be unlawful orwouldrequire registration or other measures. Persons distributing thiscommunicationmust satisfy themselves that it is lawful to do so. The potential transactionsdescribed in this announcement and the distribution of this announcement andother information in connection with the potential transactions in certainjurisdictions may be restricted by law and persons into whose possession thisannouncement, any document or other information referred to herein comesshouldinform themselves about, and observe, any such restrictions.

In connection with the Merger, CMB.TECH has filed with the SEC a registrationstatement on Form F-4 that includes a prospectus of CMB.TECH and a proxystatement of Golden Ocean. CMB.TECH also has filed other relevant documentswiththe SEC regarding the Merger. YOU ARE URGED TO READ THE PROXYSTATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSETHEY CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND RELATED MATTERS. Youmayobtain a free copy of the proxy statement/prospectus and other relevantdocuments that CMB.TECH files with the SEC at the SEC's website atwww.sec.gov.

Contact

CMB.TECHKatrien HenninHead of Marketing and Communications CMB.TECH+32 499 39 34 70katrien.hennin@cmb.tech

Joris DamanHead of Investor RelationsTel: +32 498 61 71 11joris.daman@cmb.tech

https://newsweb.oslobors.no/message/653330

ANTWERP, Belgium, 20 August 2025, 8.30 am CEST - CMB.TECH NV (NYSE: CMBT,Euronext Brussels: CMBT and Euronext Oslo Børs: CMBTO) ("CMB.TECH") is pleasedto announce that it has successfully completed the stock-for-stock mergerbetween Golden Ocean Group Limited ("Golden Ocean") and CMB.TECH Bermuda Ltd.,awholly-owned subsidiary of CMB.TECH, with CMB.TECH Bermuda Ltd. as thesurvivingcompany, and with CMB.TECH as the issuer of the merger consideration shares(the"Merger").

Approval by Golden Ocean shareholders

At yesterday's special general meeting of shareholders of Golden Ocean, theMerger was approved by shareholders holding 92.72% of the shares present orrepresented at the meeting.

Capital increase

This morning, CMB.TECH has issued 95,952,934 new ordinary shares by means of acapital increase by contribution in kind. These shares will be delivered toformer holders of Golden Ocean shares as merger consideration at the exchangeratio of 0.95 ordinary shares of CMB.TECH for each common share of GoldenOcean(subject to rounding), in accordance with the merger agreement.

The newly issued CMB.TECH shares will begin trading on Euronext Brussels andonthe New York Stock Exchange ("NYSE") today. In addition, Euronext Oslo Børs("Euronext Oslo") has approved CMB.TECH's application for the secondarylistingof its shares on the regulated market Euronext Oslo. CMB.TECH's ordinaryshares(including the newly issued shares) will begin trading on Euronext Oslo today,under ticker symbol "CMBTO". As part of the secondary listing on EuronextOslo,CMB.TECH has also established a secondary share register in the Norwegiancentral securities depository, Euronext Securities Oslo (Verdipapirsentralen)(the "VPS"), with DNB Bank ASA, Issuer Services ("DNB") as its VPS registrar,which is linked to the U.S. component of CMB.TECH's primary share register.

More information on the Merger can be found in (i) the registration statementonForm F-4 which was declared effective by the U.S. Securities and ExchangeCommission on 16 July 2025 (the "Registration Statement") and (ii) theexemptiondocument under the EU Prospectus Regulation (EU) 2017/1129 and the CommissionDelegated Regulation (EU) 2021/528 (the "Exemption Document") published on 14August 2025 in the framework of the Merger and which are available onCMB.TECH'swebsite.

Key Benefits and Features of the Merger

The Merger creates one of the world's largest diversified listed maritimegroups, featuring:

A combined diversified fleet of around 250 vessels, including dry bulkvessels,crude oil tankers, chemical tankers, container ships, offshore wind vesselsandport vessels

A future-proof fleet with more than 80 hydrogen- and ammonia-ready vessels,offering low-carbon fuel optionality

Fair market value of the fleet of approximately USD 11.1 billion, underscoringscale and asset values

Young and fuel-efficient fleet with an average age of 6.1 years

Solid revenue visibility with a contract backlog of approximately USD 3.0billion, supporting predictable cash flows and shareholder returns

Global capital market presence with listings in New York, Brussels, and Oslo,with 38% expected free float providing trading liquidity

Robust liquidity position exceeding USD 400 million, including cash on handandundrawn credit facilities, providing financial flexibility and growth capacity

Alexander Saverys, CEO of CMB.TECH, commented: "Today, we are delighted toclosethe merger between CMB.TECH and Golden Ocean. In less than 18 months, we havetransformed a pure play crude oil tanker company into a large and leadingdiversified and future-proof maritime group. As we welcome the Golden Oceanteamand fleet to the CMB.TECH family, we look forward to creating value for allourstakeholders with our modern fleet of more than 250 ships. 11 billion USDworthof assets, three public listings in New York, Brussels and Oslo, more than onethird of our fleet ready to be powered by low carbon fuels, a contract backlogof 3 billion USD ... and one goal : decarbonise today to navigate tomorrow."

Settlement

Yesterday was the last day of trading of Golden Ocean shares on Nasdaq andEuronext Oslo. Holders of Golden Ocean shares at the effective date of theMerger (i.e. 20 August 2025, before market opening CEST) will receive theirportion of ordinary CMB.TECH shares as merger consideration at the exchangeratio of 0.95 ordinary shares of CMB.TECH for each common share of GoldenOcean(subject to rounding), in accordance with the merger agreement.

Holders of Golden Ocean shares on Nasdaq registered in the Depository TrustCompany ("DTC") as at the closing of trading on 19 August 2025 (as evidencedinDTC on 20 August 2025 (record date in DTC) in accordance with the T+1settlementcycle in DTC), will receive their ordinary CMB.TECH shares through the DTC,withsettlement taking place on 21 August 2025 (settlement date in DTC). Holders ofGolden Ocean shares on Euronext Oslo registered in the VPS as at the closingoftrading on 19 August 2025 (as evidenced in VPS on 21 August 2025 (record dateinVPS) in accordance with the T+2 settlement cycle in VPS), will receive theirordinary CMB.TECH shares through the VPS, with settlement taking place on22 August 2025 (settlement date in VPS). For the avoidance of doubt, theabovementioned shares will be freely tradable as of 20 August 2025.

To ensure timely delivery and settlement of the new ordinary CMB.TECH sharestoformer Golden Ocean shareholders on Euronext Oslo through the VPS, each ofCMB.TECH and CMB have entered into short-term share lending agreements withDNBCarnegie, a part of DNB Bank ASA. Under this arrangement, 25,807,878 treasuryshares held by CMB.TECH and 13,410,448 ordinary CMB.TECH shares held by CMBhavebeen lent to DNB Carnegie immediately prior to completion of the Merger. Theborrowed shares are expected to be returned to each of CMB.TECH and CMB,respectively, on or about 21 August 2025. No consideration is due by eitherparty under the share lending arrangement.

Transparency law

In application of article 15 of the Belgian Law of 2 May 2007 on thedisclosureof major shareholdings in issuers whose shares are admitted for trading on aregulated market, CMB.TECH publishes (i) the total share capital, (ii) thetotalnumber of securities with voting rights and (iii) the total number of votingrights, in view of the changes thereto pursuant to today's capital increase:

Situation as at 20 August 2025: Total share capital (excluding share premium): USD 343,439,903.39 Total number of securities with voting right and total number of voting rights(= denominator): 315,977,647

The denominator serves as a basis for the notification of major shareholdingsbyshareholders. Following the capital increase and the termination of theshort-term share lending arrangement, the total number of outstanding shares(excluding treasury shares) is 290,169,769.

About CMB.TECH

CMB.TECH is one of the largest listed, diversified and future-proof maritimegroups in the world with a fleet of about 250 vessels: dry bulk vessels, crudeoil tankers, chemical tankers, container vessels, offshore wind vessels andportvessels. CMB.TECH also offers hydrogen and ammonia fuel to customers, throughown production or third-party producers.

CMB.TECH is headquartered in Antwerp, Belgium, and has offices across Europe,Asia, United States and Africa.

CMB.TECH is listed on Euronext Brussels and the NYSE under the ticker symbol"CMBT" and on Euronext Oslo Børs under the ticker symbol "CMBTO".

Forward-Looking Statements

Matters discussed in this press release may constitute forward-lookingstatements within the meaning of the U.S. Private Securities Litigation ReformAct of 1995, which provides safe harbor protections for forward-lookingstatements in order to encourage companies to provide prospective informationabout their business. Forward-looking statements include statements concerningplans, objectives, goals, strategies, future events or performance, andunderlying assumptions and other statements, which are other than statementsofhistorical facts. CMB.TECH desires to take advantage of the safe harborprovisions of the Private Securities Litigation Reform Act of 1995 and isincluding this cautionary statement in connection with this safe harborlegislation. The words "believe", "anticipate", "intends", "estimate","forecast", "project", "plan", "potential", "may", "should", "expect","pending"and similar expressions identify forward-looking statements.

The forward-looking statements in this press release are based upon variousassumptions, many of which are based, in turn, upon further assumptions,including without limitation, our management's examination of historicaloperating trends, data contained in our records and other data available fromthird parties. Although we believe that these assumptions were reasonable whenmade, because these assumptions are inherently subject to significantuncertainties and contingencies which are difficult or impossible to predictandare beyond our control, we cannot assure that we will achieve or accomplishthese expectations, beliefs or projections.

In addition to these important factors, other important factors that, in ourview, could cause actual results to differ materially from those discussed inthe forward-looking statements include, but are not limited to, the exerciseofappraisal rights by former Golden Ocean shareholders, the potential forlitigation in connection with the Merger, the failure of counterparties tofullyperform their contracts with us, the strength of world economies andcurrencies,general market conditions, including fluctuations in charter rates and vesselvalues, changes in demand for dry bulk and tanker vessel capacity, changes inour operating expenses, including bunker prices, dry-docking and insurancecosts, the market for our vessels, availability of financing and refinancing,charter counterparty performance, ability to obtain financing and comply withcovenants in such financing arrangements, changes in governmental rules andregulations or actions taken by regulatory authorities, potential liabilityfrompending or future litigation, general domestic and international politicalconditions, potential disruption of shipping routes due to accidents orpolitical events, vessels breakdowns and instances of off-hires and otherfactors. Please see our filings with the United States Securities and ExchangeCommission for a more complete discussion of these and other risks anduncertainties.

You are cautioned not to place undue reliance on CMB.TECH's forward-lookingstatements. These forward-looking statements are and will be based uponmanagement's then-current views and assumptions regarding future events andoperating performance and are applicable only as of the dates of suchstatements. CMB.TECH assumes no duty to update or revise forward-lookingstatements, whether as a result of new information, future events orotherwise,as of any future date.

Disclaimer

This press release is also published in Dutch. If ambiguities should arisefromthe different language versions, the English version will prevail.

Copies of this announcement are not being made and may not be distributed orsent into any jurisdiction in which such distribution would be unlawful orwouldrequire registration or other measures. Persons distributing thiscommunicationmust satisfy themselves that it is lawful to do so. The potential transactionsdescribed in this announcement and the distribution of this announcement andother information in connection with the potential transactions in certainjurisdictions may be restricted by law and persons into whose possession thisannouncement, any document or other information referred to herein comesshouldinform themselves about, and observe, any such restrictions.

In connection with the Merger, CMB.TECH has filed with the SEC a registrationstatement on Form F-4 that includes a prospectus of CMB.TECH and a proxystatement of Golden Ocean. CMB.TECH also has filed other relevant documentswiththe SEC regarding the Merger. YOU ARE URGED TO READ THE PROXYSTATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSETHEY CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND RELATED MATTERS. Youmayobtain a free copy of the proxy statement/prospectus and other relevantdocuments that CMB.TECH files with the SEC at the SEC's website atwww.sec.gov.

Contact

CMB.TECHKatrien HenninHead of Marketing and Communications CMB.TECH+32 499 39 34 70katrien.hennin@cmb.tech

Joris DamanHead of Investor RelationsTel: +32 498 61 71 11joris.daman@cmb.tech

https://newsweb.oslobors.no/message/653329