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ANTWERP - CMB.TECH NV (NYSE:CMBT & Euronext Brussels: CMBT) announced Thursday that Golden Ocean Group Limited (NASDAQ:GOGL & Euronext Oslo Børs: GOGL) has scheduled a special general meeting on August 19, 2025, for shareholders to vote on their proposed stock-for-stock merger.
Under the agreement announced on May 28, Golden Ocean shareholders would receive 0.95 CMB.TECH ordinary shares for each Golden Ocean common share, subject to customary adjustments. Upon completion, CMB.TECH would issue approximately 95.95 million new ordinary shares. InvestingPro analysis indicates CMB.TECH operates with a significant debt burden, with a debt-to-equity ratio of 4.21, which investors should consider when evaluating the merger’s implications.
The transaction has already received antitrust clearance from the German Federal Cartel Office on June 26, and the U.S. Securities and Exchange Commission declared effective CMB.TECH’s registration statement on July 16.
Following the merger, CMB.TECH shareholders would own approximately 70% of the combined company, with Golden Ocean shareholders owning the remaining 30%. The companies aim to complete the merger around August 20, 2025, pending shareholder approval and fulfillment of closing conditions. Based on InvestingPro’s Fair Value analysis, CMB.TECH currently appears fairly valued. Subscribers can access 8 additional ProTips and comprehensive valuation metrics through InvestingPro’s detailed research reports.
Golden Ocean would delist from Nasdaq and Euronext Oslo Børs upon completion, while CMB.TECH would maintain its listings on the New York Stock Exchange and Euronext Brussels, and pursue a secondary listing on Euronext Oslo Børs.
The merger would create one of the largest listed diversified maritime groups globally, with a combined fleet of approximately 250 vessels spanning crude oil tankers, dry bulk vessels, container ships, chemical tankers, offshore wind vessels and port vessels.
Both companies’ boards have unanimously approved the transaction, which does not require CMB.TECH shareholder approval.
The information in this article is based on a press release statement from CMB.TECH.
In other recent news, CMB.TECH and Golden Ocean Group Limited have announced a merger agreement to create one of the world’s largest diversified maritime groups. This stock-for-stock merger will see Golden Ocean merge into CMB.TECH Bermuda Ltd., a fully-owned subsidiary of CMB.TECH, with Golden Ocean shareholders receiving 0.95 CMB.TECH ordinary shares for each share they hold. The merger is expected to result in CMB.TECH shareholders owning approximately 70% of the combined entity, while Golden Ocean shareholders will own about 30%. The merger, which has received unanimous approval from both companies’ boards, is subject to regulatory approvals, shareholder approval, and other customary conditions. The combined fleet is anticipated to consist of over 250 vessels, with a valuation exceeding 11 billion USD. Upon completion, Golden Ocean will delist from NASDAQ and Euronext Oslo Børs, while CMB.TECH will maintain its listings on the New York Stock Exchange and Euronext Brussels and pursue a secondary listing on Euronext Oslo Børs. DNB Carnegie has provided a fairness opinion, confirming that the exchange ratio is financially fair to Golden Ocean’s shareholders. The companies aim to finalize the merger in the third quarter of 2025, pending the satisfaction of all closing conditions.
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