Cadeler Raises Stake to 92.06% and Begins Compulsory Acquisition of Remaining Shares
Key Facts
Cadeler plc announced on November 9, 2026, that it had begun a compulsory acquisition of the remaining minority shares in Cadeler A/S as part of the parent company’s relocation from Denmark to the United Kingdom. The move follows the parent’s stake reaching about 92.06% of the outstanding shares and voting rights, excluding treasury shares, exceeding the threshold that triggered the compulsory acquisition. The company said in its announcement that it had “decided to exercise its rights” to purchase the remaining shares. Under the process, shareholders receive a specified cash consideration for each share they transfer. After the deadline, Cadeler plc will be registered as the owner of all outstanding shares in Cadeler A/S.
Cadeler plc’s stake came from the share exchange offer it announced on September 21, 2026, which ended on October 28 after being extended, ahead of the final results announced on November 2. The company acquired 355,404,839 shares in Cadeler A/S through the offer. The shares represented about 92.06% of the total outstanding shares and voting rights, according to the final offer results. This percentage defines the stake tendered in the offer and the basis from which the company moved to purchase the remaining shares. The compulsory acquisition now completes the transfer of ownership after the exchange phase ended.
Cadeler plc set the cash redemption price at 58.42 Norwegian kroner per share, with a nominal value of one Danish krone. The company said the price was calculated in accordance with Danish company law, based on the volume-weighted average price of Cadeler A/S shares on the Oslo Stock Exchange over the 30 trading sessions immediately before the share exchange offer began. The price allows the remaining shareholders to know the cash consideration offered for each share subject to the process. Anyone who does not agree with the price may request that it be determined by an expert appointed by the competent court in Denmark. The expert’s valuation may be brought before the courts within three months of its receipt.
The company asked shareholders to transfer their shares within four weeks, with the deadline falling on December 7, 2026, at 23:59 Central European Time. After the compulsory acquisition period expires, Cadeler plc will compulsorily acquire shares that have not been transferred voluntarily at the specified redemption price. Settlement, meaning payment of the cash consideration in exchange for the transfer of share ownership, is expected on or around December 10, 2026. Settlement will therefore follow the end of the period granted to shareholders to complete the transfer. Once the process is complete, the parent company will be registered as the owner of all outstanding shares in the Danish company.
The process coincided with the parent company’s relocation from Denmark to the United Kingdom, the context Cadeler cited for beginning the compulsory acquisition. When launching the relocation, the company said the direct listing and trading of Cadeler plc shares were intended to improve the group’s share liquidity and encourage a broader and more diverse international investor base. The Oslo Stock Exchange and the New York Stock Exchange had suspended trading in Cadeler A/S shares, including shares represented by American depositary receipts where applicable, effective November 5, 2026. Euronext said Cadeler A/S shares are expected to be delisted after completion of the compulsory acquisition. On the first trading day for Cadeler plc shares in Oslo, the stock opened at 59 Norwegian kroner, with an opening market capitalization of about 20.96 billion Norwegian kroner.
To fund the cash payments related to the compulsory acquisition, Cadeler said it had entered into a financing arrangement with DNB Bank ASA. It added that distributions from group companies to the parent company may occur within 12 months of completion of the share exchange offer. The arrangement relates to financing the cash amounts due in the purchase of the remaining shares. The next operational step is for shareholders to transfer their shares before the deadline of December 7, 2026. This will be followed by settlement expected on or around December 10, 2026, and then completion of the registration of full ownership.