STOLT-NIELSEN S.A. Bigger-Stronger-Better (?)

The “Global Offering”
In January 1996, Stolt-Nielsen S.A. (“the Company” or “Stolt”) (Nasdaq-STLTF), in its effort to broaden the company’s equity base, completed the “Global Offering” of 7,500,000 American Depositary Shares (ADSs) at $18.75 per share. Each ADS represents one of Stolt-Nielsen’s Class B Shares which are listed on the Oslo Stock Exchange (SNIP). The ADSs are listed on NASDAQ (STLBY). On March 15, the Class B Shares were trading at NOK 117 and the ADSs were trading at $17.20.

Net proceeds from the offering exceeded $130 million. The proceeds will be used to repay part of the company’s debt and possibly to finance part of the company’s parcel tankers currently under construction. The Class B Shares are not entitled to vote on matters requiring shareholder action and they therefore didn’t dilute Mr. Jacob Stolt-Nielsen’s and his immediate family’s voting rights which reach 67.4% of the company’s total voting rights. Mr. Jacob Stolt-Nielsen Jr. is the founder (1959), CEO and Chairman of the Board of Stolt-Nielsen S.A.

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