Shearwater Geoservices AS Agreement on capital structure amendments strengthening free liquidity and financial position

12 Jun 2026 18:59 CEST

Bergen, 12 June 2026: Shearwater Geoservices AS ("Shearwater", the "Company"
and together with its subsidiaries, the "Group") is pleased to announce an
agreement with lenders and key stakeholders on amendments to the capital
structure, improving the Group's free liquidity and strengthening the
financial position.

The agreed equity capital injection and debt amendments, in addition to the
previously announced divestment of SW Baret, materially improves the Group's
liquidity outlook, reduces near- to medium-term debt service requirements, and
provides increased financial flexibility to support ongoing operations and
value creation.

Transaction highlights

* Equity capital injection
The Group will receive a capital contribution of USD 40 million in new
equity or subordinated shareholder loan. Shareholders in Shearwater
Geoservices Holding AS ("Parent") have committed to the full amount.
* Extension of amortisation profile
USD 25 million in instalments, previously deferred from H2 2025 until
January 2027, have been extended to the final maturity of the facilities in
April 2029.
* Reduced minimum liquidity covenant
The minimum cash covenant will immediately be reduced to USD 40 million and
further to USD 30 million in Q3 2026.
* Leverage covenant reset
The existing leverage ratio covenant will be suspended for a period of two
years. From Q2 2028, the leverage covenant will be replaced by a free cash
flow to debt service covenant, aligning the covenant testing with the
Group's cash flow profile.
* Equity ratio adjustment
The minimum equity ratio covenant will be reduced to 30%.


All covenant amendments relate solely to the bank facilities. The bond
facilities remain unchanged and continue to be governed by their existing
terms. The transaction is subject to customary closing conditions including
General Meetings in both Company and Parent.

For further information, please contact:
Kristian Rådal, Head of Investor Relations, phone +47 99 23 61 58

About Shearwater:
Shearwater is a global marine geoscience and technology business that
specialises in collecting data offshore. The organisation uses state-of-the
art seismic vessels and equipment to explore beneath the seabed and processes
the data using market-leading proprietary software. These insights help
clients understand the Earth and make informed decisions about accelerating
responsible use of its resources. Shearwater's headquarters is in Bergen,
Norway, with more facilities all around the globe. The company employs around
1,000 people.

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