Dubai, 18 November, 2025 - Reference is made to the stock exchangeannouncementas of August 5, 2025 regarding the merger agreement entered into between ShelfDrilling, Ltd. ("Shelf Drilling" or the "Company"), ADES InternationalHolding,Ltd. ("ADES") and ADES International Cayman (the "Merger") as well as thesubsequent announcements on September 16, 2025 regarding the revised terms ofthe Merger.
Reference is also made to the stock exchange announcement as of October 6,2025where the shareholders of the Company approved the Merger at the ExtraordinaryGeneral Meeting with the requisite majority (99.6% of the votes cast in favorofthe Merger).
It is currently expected that completion of the Merger will occur on 25November2025. Key dates and information for the completion of the Merger will then beasfollows:
Last day of trading in Shelf Drilling, including right to cash mergerconsideration - 25 November 2025Effective date for completion of the Merger - 25 November 2025 (after close oftrade)Trading suspension on Oslo Stock Exchange - 26 November 2025Record date for delivery of the cash merger consideration - 27 November 2025Payment of cash merger consideration to eligible shareholders of ShelfDrillingLtd. - 1 December 2025ISIN - KYG236271055Merger consideration - Eligible Shelf Drilling shareholders will for eachShelfDrilling share held per the record date receive NOK 18.50 in cashDate of approval - 6 October 2025 (Extraordinary General Meeting in ShelfDrilling)
The Company is expected to be formally delisted from the Oslo Stock Exchangeshortly after completion of the Merger.
Following the effective date for completion of the Merger (25 November 2025),shareholders of the Company, will cease to have any rights to shares in theCompany. However, this will not necessarily be visible to such shareholdersthrough various brokerage systems before the record date (27 November 2025),inline with the standard T+2 settlement cycle in Euronext VPS. Consequently, andto avoid any uncovered trades, the Oslo Stock Exchange will suspend trading inthe Company on T+1 (26 November 2025).
The Company intends in conjunction with and as a condition to the completionofthe Merger to issue optional redemption notices for the USD 1,095 million5.5-years senior secured notes due 2029 issued by Shelf Drilling Holdings,Ltd.(ISIN US822538AH74 and USG23618AG91) (of which USD 982,500,000 is outstandingasof the date hereof (the "US Bonds") and call notices for the USD 315 million4.5-years senior secured first lien bonds due 2028 issued by Shelf Drilling(North Sea) Holdings, Ltd. (ISIN NO0013220285) (the "Nordic Bonds") andpursuantto the respective terms thereof. The US Bonds are expected to be redeemedapproximately ten (10) days after the effective date for completion of theMerger and the Nordic Bonds are expected to be redeemed approximately ten (10)business days after the effective date for completion of the Merger.
For further information, please contact: investor.relations@shelfdrilling.com
About Shelf Drilling: Shelf Drilling is an international shallow water offshore drilling contractorwith rig operations across the Middle East, Southeast Asia, India, WestAfrica,the Mediterranean and the North Sea. Shelf Drilling was founded in 2012 andhasestablished a strong reputation within its industry for its fit-for-purposestrategy and close working relationship with industry leading clients. TheCompany is incorporated under the laws of the Cayman Islands with corporateheadquarters in Dubai, United Arab Emirates. The Company is listed on the OsloStock Exchange under the ticker "SHLF".
Additional information about Shelf Drilling can be found atwww.shelfdrilling.com.
This information is considered to be inside information pursuant to the EUMarket Abuse Regulation and is subject to the disclosure requirements pursuantto Section 5-12 the Norwegian Securities Trading Act. This stock exchangeannouncement was published by Kate Weir, Associate General Counsel & CorporateSecretary at Shelf Drilling, on 18 November 2025 at 20:55 CEST.
Forward Looking Statement: All statements in this press release other than statements of historical factare forward-looking statements, which are subject to a number of risks,uncertainties and assumptions that are difficult to predict and are based uponassumptions as to future events that may not prove accurate. These factorsinclude volatile market conditions, investment opportunities in new andexistingmarkets, demand for licensing of data within the energy industry, operationalchallenges, and reliance on a cyclical industry and principal customers.Actualresults may differ materially from those expected or projected in the forward-looking statements. Shelf Drilling and ADES undertakes no responsibility orobligation to update or alter forward-looking statements for any reason.
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