The primary focus of BW Offshore’s financial strategy is to ensure a healthy capital structure to support its business, fulfil all financial obligations and maximise shareholder values.
BW Offshore (“Group”/”Company”) also monitors and manages its capital structure in light of changes in the economic conditions. To maintain or adjust the capital structure, the Group may adjust dividend payments to its shareholders, return capital to shareholders or issue new shares.
Construction and conversion projects will normally be funded through current loan facilities and/or specific project loan facilities equalling 70-80% of the cost of the project. Project loan facilities can be established either before a contract for the conversion project is signed, during the conversion phase of a project or when the FPSO commence operation.
The Group has also issued bonds in NOK and will consider to continue to do so when the market is attractive and if it provides competitive funding as an alternative to traditional bank financing. The Group placed a convertible bond in 2019 and has now more diversified sources of funding.
The Company has no specific targeted equity ratio. However, the loan facilities of the Group have certain covenants related to equity and equity ratio, both closely monitored by the Company.
BW Offshore’s risk exposure is analysed and evaluated to ensure sound internal control and appropriate risk management based on BW Offshore’s values, policies and code of ethics. The Group is exposed to a variety of financial risks: market risk (including currency risk and price risk), credit risk, liquidity risk and interest rate risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. The most important operational risk factors are related to the operation of FPSOs and the execution of projects, accidents on the units and oil spills to the environment.
On a fleet wide basis, the Company takes out insurance cover for its crew and support staff, pollution and clean up, damage to vessels, on some units loss of income and third-party liabilities. The insurance also covers losses resulting from acts of war and terrorism. Cover for oil pollution and oil pollution caused by war and war-like actions are limited per incident. BW Offshore’s operational activities are subject to tax in a number of jurisdictions. As contracts with clients are long term in nature, the Group’s results are exposed to risk of changes to tax legislation. Risk management is described more comprehensively in the notes to the consolidated financial statements.
BW Offshore’s central finance division has the responsibility of financing, treasury management and financial risk management. The overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance.
A finance management team, lead by the Chief Financial Officer, identifies and evaluates financial risks in close co-operation with the Group’s operating units. The finance management teams activities are governed by policies approved by the Board of Directors for overall risk management, as well as policies covering specific areas such as foreign exchange risk, interest rate risk, credit risk, and investing excess liquidity. The finance management team will report to the Group’s Senior Management, the Audit Committee and the Board of Directors on the status on activities on a regular basis.
BW Offshore does not use financial instruments, including financial derivatives, for trading purposes.
USD 220 million Revolving Credit Facility
During the third quarter of 2025, BW Offshore refinanced the previous USD 295 million facility (limit: USD 86 million), into a new USD 220 million facility, maturing on 10 November 2028. The facility is priced at a margin of 250 basis points above USD SOFR. The facility is reduced semi-annually with USD 17 million.
The new USD 220 million Revolving Credit Facility is subject to certain covenants, including:
Minimum book equity of at least 25% of total assets, net of client prepayments or funding subordinated to lenders
Debt to EBITDA of maximum 5.5
Interest coverage of minimum 3.0, excluding net interest expenses from external parties
Dividend distribution is limited to the higher of (i) 100% of annual net profit (on an accumulated basis less aggregate amount of dividends already distributed), and (ii) USD 0.25 for each outstanding share
BW Catcher Facility
During the fourth quarter of 2023, BW Offshore refinanced the previous USD 800 million facility for BW Catcher into a three-and-a-half-year senior secured USD 200 million facility. The facility is priced at a margin of 225 basis points above USD SOFR and is subject to financial covenants similar to the covenants under the USD 220 million Corporate Facility. The facility is reduced quarterly with USD 14.3 million.
BWO06 – NOK 1,000 million Bond
During the fourth quarter of 2023, BW Offshore Limited successfully completed the placement of a NOK 1,000 million with a 5-year tenor, carrying a coupon of 3 months NIBOR + 5.00% p.a. with quarterly interest payments. The net proceeds from the bond issue were used towards refinancing of the Company's existing senior unsecured bond and general corporate purposes.
Green bond (did not materialise)
BW Offshore’s shares are listed in Norway on the Oslo Stock Exchange, and trade under the ticker code BWO.
Questions regarding your shareholding or assistance (change of address, transfer of shares etc) should be directed to your local account operator or our registrar as shown below.
DNB Bank ASA
Registrars Department
PO Box 1600 Sentrum
N-0021 Oslo
Norway
Phone: +47 23 26 80 16
Contact: Pål Thomas Lysaker
E-mail: pal.thomas.lysaker@dnb.no
For documentation on the bond loan issues, please see the section about our 'Financial strategy' on this page.
It is in the interest of BW Offshore, as a public listed company, to effectively communicate with the financial community and other stakeholders in order to provide consistent and transparent information to ensure fair treatment of all stakeholders. The integrity of the capital markets is based on full and fair disclosure of information.
BW Offshore will maintain a reliable and open relationship with investors, and the company’s objective is to provide a higher return than alternative investments with a comparable risk profile. Return is measured on a total shareholder return basis, including both share price performance and dividend payments. Based on these value parameters, the BW Offshore share shall be an attractive investment opportunity.
All shareholders in BW Offshore have equal rights and the company treats all shareholders equally. The company has one share class and each share carries one vote at the company’s general meetings. BW Offshore is a Bermuda limited liability company listed on the Oslo Stock Exchange. The company is therefore obliged to comply with the Bermuda Companies Act, its Memorandum of Association and its Bye-laws, as well as the disclosure requirements of the Oslo Stock Exchange.
Certain aspects of the company’s activities are governed by Norwegian law pursuant to the Listing Agreement between the Oslo Stock Exchange and the company. In particular, the Norwegian Securities Trading Act and the Norwegian Stock Exchange Regulations will generally apply.
BW Offshore commits to good corporate governance and generally comply also with the Norwegian Code of Practice for Corporate Governance. Divergence from this code is clearly described in BW Offshore’s Corporate Governance Report, which is included in the Annual Report and available on the company’s website. BW Offshore is committed to providing timely, orderly, consistent and credible information. Information and communication are regulated by the company’s media policy and investor relation policy, and covers disclosures to the investment community, the press, industry consultants and other audiences. All investors have equal access to material information, and all information provided externally by the company shall be consistent with disclosures to the investment community.
During a period of two weeks before the planned release of an interim financial report, BW Offshore will not comment on matters related to the company’s financial performance or expectations, save for ordinary communication with analysts and investors on general aspects of the business.
BW Offshore maintains a list of primary insiders in the company, and will also maintain internal lists for insiders in cases sensitive to the stock prices.
The investor relations activities aims to ensure that:
