Cadeler plc Form 424B3 — Sep 22, 2026
Cadeler plc (NewCo) has filed a 424B3 prospectus for a tender offer to exchange each Cadeler A/S share (and each ADS representing four shares) 1:1 for NewCo shares as part of a redomiciliation of Cadeler from Denmark to the UK. The offer expires October 21, 2026 and is conditioned on NewCo acquiring more than 90% of shares, after which a Danish-law cash squeeze-out of remaining holders is planned. Both boards unanimously approved the redomiciliation, and NewCo Shares are expected to list on the NYSE and Oslo Stock Exchange under the same symbols (CDLR and CADLR) while Cadeler shares are delisted and the ADR program is terminated.
Key figures
- Debt Amount
- EUR 220 million Debt Facility with DNB to finance squeeze-out
- Exchange Ratio
- 1:1 (one NewCo share per Cadeler share; ADS holders receive four NewCo shares per ADS)
- Expiration Date
- October 21, 2026, 5:00 p.m. ET
- Minimum Condition
- >90% of Cadeler shares/voting power
- Shares Outstanding
- 386053341
- Newbuilds ordered
- 3
- Operating vessels
- 11
- Wind apex facility
- EUR 247 million, 12-year tenor
- Expected completion
- Q4 2026
- Adr cancellation fee
- $0.05 per ADS
- Tclass newbuilds capex
- EUR 805 million
- Holdco facility capacity
- EUR 180 million
- Menck acquisition facility
- EUR 500 million (EUR 380 million drawn)
- Redomiciliation legal costs
- EUR 4 million as of June 30, 2026
- Menck acquisition enterprise value
- EUR 501 million
AI analysis
The rest of the AI analysis, red flags and sentiment are part of Signal8 Pro.
AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.