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BW OFFSHORE: APPROVED SUPPLEMENTAL PROSPECTUS

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.
This announcement is not an offer of securities for sale in the United States. The new shares to which this announcement relates have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There will not be a public offering of shares in the United States.
 

BW OFFSHORE: APPROVED SUPPLEMENTAL PROSPECTUS

8 July 2016: Reference is made to the stock exchange announcements dated 1 July 2016 regarding  the  commencement  of  the  subscription  period  in  the  fully underwritten  rights  issue  (the  "Rights  Issue")  by BW Offshore Limited (the "Company")  of  8,559,810,000 new  common  shares  of  USD 0.01 each (the "Offer Shares")  at a subscription price of NOK 0.10 per Offer Share and earlier today, 8 July 2016, concerning the extension of the lease contract for the FPSO Espoir Ivoirien from 2017 to 2022.

The Financial Supervisory Authority of Norway (Nw.: Finanstilsynet) has approved the supplemental prospectus dated 8 July 2016 (the "Supplemental Prospectus") to the Company's prospectus dated 30 June 2016 (the "Prospectus") that has been prepared in connection with extension of the lease contract for the FPSO Espoir Ivoirien from 2017 to 2022.

The Prospectus and the Supplemental Prospectus are, subject to regulatory restrictions in certain jurisdictions, available at www.danskebank.no/bwo, www.dnb.no/emisjoner, www.nordea.no/bwo, www.paretosec.com, www.seb.no and www.swedbank.no. Hard copies of the Prospectus and the Supplemental Prospectus may be obtained free of charge by contacting the Company or one of subscription offices as set out in the Prospectus.

 

For further information, please contact:

Knut R. Sæthre, Chief Financial Officer, +47 911 17 876

About BW Offshore:

BW Offshore is a leading global provider of floating production services to the oil and gas industry. BW Offshore has a fleet of 14 owned FPSOs and one FSO represented in all major oil & gas regions world-wide. The company also operates two additional FPSOs. BW Offshore has a long track record on project execution and operations. In more than 30 years of production, BW Offshore has executed 38 FPSO and FSO projects. The company is listed on the Oslo Stock Exchange.

Further information is available on www.bwoffshore.com.

This information is subject of the 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 Offshore 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 Offshore Limited referred to in this announcement should be based exclusively on the prospectus published by BW Offshore Limited for such purpose.

This announcement and the information contained herein is not for publication or distribution into the United States of America and should not be distributed or otherwise transmitted into the United States or publications with a general circulation in the United States. This announcement does not constitute an offer or invitation to subscribe for or to purchase any securities in the United States of America. The new shares referred to herein have not been and will not be registered under the Securities Act or the laws of any state and may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). There will be no public offering of the new shares in the United States of America.

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 Offshore 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 Offshore Limited assumes no responsibility to up-date forward-looking statements or to adapt them to future events or developments.

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