Cadeler plc

EFFECT effective

425 supplemental

425 supplemental

425 supplemental

424B3 priced

Cadeler plc is undergoing a redomiciliation process, transitioning from ADSs to NewCo Shares. The company plans to complete a squeeze-out to acquire remaining shares, terminating the ADS program. Holders of ADSs will receive NewCo Shares, with cash consideration for non-tendered shares. The process involves regulatory approvals, a bridge loan from DNB Bank, and conditions tied to shareholder participation and legal compliance.

425 supplemental

F-4/A amended

F-4/A amended

425 supplemental

F-4 filed

DRS/A amended

Cadeler plc's current DRS/A filing outlines NewCo's rights to extend the offer, modify terms, and the conditions for the offer. Key elements include the 10-week maximum extension period, regulatory approvals, and the Minimum Condition requiring over 90% shareholder tender. The filing also details a financing arrangement with DNB for the Squeeze-out and potential dividend distributions. NewCo reserves the right to waive conditions except for critical regulatory approvals and listing requirements. The independent expert statement and withdrawal rights are highlighted, emphasizing shareholder protections and procedural complexities.

DRS filed

Cadeler Ltd is undergoing a tender offer process, with NewCo as the acquiring entity. The offer includes conditions such as achieving over 90% shareholder acceptance (Minimum Condition), regulatory approvals, and listing requirements on the NYSE and OSE. NewCo retains flexibility to extend, amend, or terminate the offer, with potential financing from DNB to support the Squeeze-out. Dividend distributions from Cadeler to NewCo may occur within 12 months post-offer. The process involves detailed procedures for tendering shares and withdrawal rights for shareholders.