SCHEDULE 13D/A: Major Shareholder Hemen Holding Divests Entire Stake in Golden Ocean Group for $1.18 Billion

Hemen Holding Limited, along with its related entities, has agreed to sell its entire beneficial ownership of 81.36 million common shares in Golden Ocean Group Limited to CMB.TECH Bermuda Ltd for approximately $1.18 billion, marking an exit filing.

Summary

• Hemen Holding Limited, Greenwich Holdings Limited, and C.K. Limited (collectively, the "Reporting Persons") have filed an Amendment No. 12 to their Schedule 13D, indicating a complete divestment of their stake in Golden Ocean Group Limited.
• On March 4, 2025, Hemen Holding Limited entered into a Share Sale and Purchase Agreement with CMB.TECH Bermuda Ltd (the "Purchaser") to sell 81,363,730 Common Shares.
• The sale price is $14.49 per Common Share, totaling an aggregate purchase price of $1,178,960,447.70.
• This transaction represents the sale of all Common Shares beneficially owned by the Reporting Persons, excluding Frontline.
• The Share Sale is expected to close on March 12, 2025.
• Upon closing, the Reporting Persons will no longer beneficially own any Common Shares of Golden Ocean Group Limited, and this filing constitutes their exit filing.
• As of December 31, 2024, Golden Ocean Group Limited had 199,403,293 Common Shares issued and outstanding.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive for the selling entities as they successfully executed a large divestment at a specific price. For the issuer, Golden Ocean Group, the sentiment is neutral as the document only reports a change in major ownership, without providing context on the new owner's strategic intentions or the impact on the company's operations.

Positives

• The Reporting Persons successfully divested their entire significant stake in Golden Ocean Group Limited at a substantial aggregate price of $1,178,960,447.70.
• The transaction provides a clear exit strategy for the long-term major shareholders.

Negatives

• The exit of a major, long-standing shareholder could introduce uncertainty regarding the future shareholder structure and strategic direction for Golden Ocean Group Limited.

Risks

• The primary risk mentioned is that the Share Sale, while agreed upon, is still 'expected to close' on March 12, 2025, implying a minor risk of non-completion before that date.

Future Outlook

The document primarily details a past event (agreement date) and an expected near-future event (closing date) related to the divestment of shares by the Reporting Persons. It indicates that the Reporting Persons will no longer have any beneficial ownership in Golden Ocean Group Limited after March 12, 2025. No forward-looking statements regarding Golden Ocean Group Limited's operational or financial performance are provided.

Industry Context

This filing represents a significant change in the ownership structure of Golden Ocean Group Limited, a prominent company in the dry bulk shipping sector. While the document does not discuss broader industry trends, the divestment by a major long-term shareholder could be a point of interest for market participants analyzing ownership concentration and stability within the shipping industry.

Stakeholder Impact

• Shareholders of Golden Ocean Group Limited will see a significant change in the company's ownership structure, with a major long-term shareholder exiting and CMB.TECH Bermuda Ltd becoming a new significant holder.
• The transaction could influence market perception and potentially the share price of Golden Ocean Group Limited due to the change in shareholder base.

Next Steps

• The Share Sale is expected to close on March 12, 2025, at which point the Reporting Persons will cease to be beneficial owners of Golden Ocean Group Limited shares.

Key Dates

Keywords

Golden Ocean Group Limited, Hemen Holding Limited, CMB.TECH Bermuda Ltd, Share Sale, Divestment, Beneficial Ownership, SEC Filing, Schedule 13D, Shipping, Dry Bulk, Exit Filing