Golden Ocean, CMB.TECH Set August 20 Target for Closing $4.2B Merger

Golden Ocean Group Limited (NASDAQ: GOGL; Euronext Oslo Børs: GOGL) has issued an update on its planned stock-for-stock merger with CMB.TECH NV (NYSE: CMBT; Euronext Brussels: CMBT), confirming the transaction could close as early as August 20, 2025.

Under the agreement, Golden Ocean will merge with CMB.TECH Bermuda Ltd., a wholly owned subsidiary of CMB.TECH, with the latter as the surviving entity. Golden Ocean shareholders will receive 0.95 newly issued ordinary shares of CMB.TECH for each Golden Ocean common share, subject to customary adjustments. Based on the agreed exchange ratio, approximately 95.95 million new CMB.TECH shares are expected to be issued.

Golden Ocean shareholders will vote on the merger at a special general meeting (SGM) scheduled for August 19, 2025 at the Hamilton Princess and Beach Club in Bermuda. Shareholders of record as of July 16 are eligible to participate.

If approved, the newly issued CMB.TECH shares will begin trading on the NYSE and Euronext Brussels — and tentatively on Euronext Oslo Børs — on August 20. That date would also mark the last trading day for Golden Ocean shares on Nasdaq and Euronext Oslo Børs.

The merger remains subject to final shareholder approval, regulatory clearances, secondary listing approval in Oslo, and completion of Golden Ocean’s refinancing, which the company says is progressing.

Golden Ocean has acknowledged receiving shareholder demand letters seeking additional disclosures in connection with the U.S. SEC registration statement for the merger, as well as notices from some investors indicating plans to exercise dissenters’ rights under Bermuda law. Related legal proceedings have been filed, and the companies say they will address these claims appropriately.