GOGL - LAST DAY OF TRADING IN SHARES OF GOLDEN OCEAN GROUP LIMITED

March 31, 2015 - The closing of the previously announced merger between Knightsbridge Shipping Limited ("Knightsbridge") and Golden Ocean Group Limited ("Golden Ocean") with Knightsbridge as the surviving entity is expected to occur after the close of trading on the Oslo Stock Exchange on March 31, 2015. The combined company will also change its name to Golden Ocean Group Limited on March 31, 2015. Golden Ocean will be dissolved and delisted from the Oslo Stock Exchange upon completion of the merger.  

Shareholders of Golden Ocean as of the expiry of March 31, 2015 (cut-off date) as they will appear in Golden Ocean's shareholders register with the VPS as of expiry of April 7, 2015 (record date), will receive 0.13749 common shares of the combined company for each share they own in Golden Ocean as of expiry of the cut-off date as recorded with the VPS on the record date, rounded down to the nearest whole common share. Delivery of shares will take place on April 8, 2015. The combined company will not issue any fractional shares and each holder of a fractional share interest will be paid an amount in cash (without interest) on or about April 15, 2015.

Trading in the shares of the combined company will commence on the Oslo Stock Exchange on April 1, 2015. The combined company's shares will trade under its existing ticker symbol "VLCCF" on the Oslo Stock Exchange on April 1, 2015. Commencing on April 7, 2015 and thereafter, the shares of the combined company will trade under the ticker symbol "GOGL" on the Oslo Stock Exchange. The combined company's shares will begin trading on the Nasdaq Global Select Market under the ticker symbol "GOGL" on April 1, 2015.  

Trading in the combined company's shares on the Oslo Stock Exchange will begin before delivery of the shares to eligible shareholders' VPS accounts, and accordingly no account-to-account transactions and no transactions with settlement prior to April 8, 2015 will be allowed in this period.

Any changes in the indicative timing of the consummation of the merger and the first day of trading of the shares in the combined company will be published by Golden Ocean and Knightsbridge through the Oslo Stock Exchange information system under the ticker symbols "GOGL" and "VLCCF", respectively.

March 31, 2015

Golden Ocean Group Limited

Hamilton, Bermuda

 

Forward-Looking Statements

Matters discussed in this press release may constitute forward-looking statements.  Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. Words, such as, but not limited to "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 various assumptions.  Although Golden Ocean believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond the control of Golden Ocean, Golden Ocean cannot assure you that they, or the combined company resulting from the merger, will achieve or accomplish these expectations, beliefs or projections. The information set forth herein speaks only as of the date hereof, and Golden Ocean disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.

 

Important Information For Investors And Shareholders

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed transaction between Golden Ocean and Knightsbridge, Knightsbridge has filed relevant materials with the Securities and Exchange Commission (the "SEC"), including a registration statement of Knightsbridge on Form F-4, including Amendments No. 1, 2 and 3 thereto, containing a joint proxy statement of Golden Ocean and Knightsbridge that also constitutes a prospectus of Knightsbridge. The registration statement has been declared effective by the SEC on February 25, 2015, and Golden Ocean and Knightsbridge commenced mailing the definitive joint proxy statement/prospectus to shareholders of Golden Ocean and Knightsbridge on or about February 26, 2015. INVESTORS AND SECURITY HOLDERS OF GOLDEN OCEAN AND KNIGHTSBRIDGE ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus and other documents filed with or furnished to the SEC by Knightsbridge through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with or furnished to the SEC by Knightsbridge will be available free of charge on Knightsbridge's website at http://www.knightsbridgeshipping.com.  Additional information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, are contained in the joint proxy statement/prospectus and other relevant materials to be filed with or furnished to the SEC when they become available.