CMB Files 13D/A Amendment for CMB.TECH NV

TL;DR

CMB filed a 13D/A amendment for CMB.TECH NV (formerly Euronav) on 11/22/24. Watch for changes.

AI Summary

Compagnie Maritime Belge NV (CMB) has filed an amendment (No. 30) to its Schedule 13D for CMB.TECH NV, formerly Euronav NV, on November 22, 2024. This filing relates to the ordinary shares of CMB.TECH NV. The filing indicates a change in the reporting person's holdings or intentions regarding the subject company.

Why It Matters

This amendment signals a potential shift in the ownership structure or strategic intentions of a significant shareholder in CMB.TECH NV, which could impact the company's future direction and stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings, especially amendments, often indicate significant changes in a major shareholder's stake or strategy, which can introduce volatility.

Key Numbers

• 30 — Amendment Number (Indicates this is a significant update to previous filings.)
• 20241122 — Filing Date (Date of the latest amendment filing.)

Key Players & Entities

• Compagnie Maritime Belge NV (company) — Reporting Person
• CMB.TECH NV (company) — Subject Company
• Euronav NV (company) — Former Name of Subject Company
• ALEXANDER SAVERYS (person) — Group Member
• LUDOVIC SAVERYS (person) — Group Member
• MICHAEL SAVERYS (person) — Group Member
• SAVERCO NV (company) — Group Member

FAQ

Key Financial Figures

• $20.0 million — tendering shareholders of approximately $20.0 million with borrowings under the Reopening Acq
• $520 million — acilities Agreement to be approximately $520 million. The Reporting Persons review their r

Filing Documents

• d853660dsc13da.htm (SC 13D/A) — 113KB
• d853660dex99a.htm (EX-99.A) — 5KB
• d853660dex99u.htm (EX-99.U) — 9KB
• g853660g1122224058390.jpg (GRAPHIC) — 3KB
• 0001193125-24-264406.txt ( ) — 133KB

Purpose of the Transaction

Item 4. Purpose of the Transaction

of the Original Schedule 13D is hereby amended and supplemented by adding the following information

Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following information: Expiration of the New Offers On November 22, 2024, CMB issued a press release (which is filed as Exhibit U hereto and is incorporated by reference herein) announcing that the Acceptance Period of the New Offers expired on November 21, 2024, and a total of 1,579,159 Ordinary Shares were validly tendered and not withdrawn in the New Offers. CMB has accepted all such tendered Ordinary Shares for payment. Payment of the Offer Price for tendered shares will take place on November 27, 2024. Based upon the number of Ordinary Shares that CMB has accepted for payment, CMB may be deemed to beneficially own an aggregate of 1,579,159, or 92.02% of the outstanding Ordinary Shares, as of the date of this Schedule 13D. CMB intends to fund payments to tendering shareholders of approximately $20.0 million with borrowings under the Reopening Acquisition Bridge Facility. After giving effect to the settlement of the New Offers, CMB expects the aggregate outstanding principal amount under the Amended Facilities Agreement to be approximately $520 million. The Reporting Persons review their respective investments in the Issuer on a continuing basis and may, at any time, determine to increase or decrease their ownership of Ordinary Shares through purchases or sales in the open market, in privately negotiated transactions or by other means. At the time of filing this Amendment No. 30, except as disclosed in this Schedule 13D, the Reporting Persons have no present plans or proposals which relate to or would result in (i) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries, (ii) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries, (iii) any change in the board of directors or management of the Issuer or any of its subsidiaries, (iv) any material change in the

of the Original Schedule 13D is hereby amended and supplemented by adding the following information

Item 5 of the Original Schedule 13D is hereby amended and supplemented by adding the following information: (a) and (b) The percentage of outstanding Ordinary Shares that may be deemed to be beneficially owned by each Reporting Person is set forth on line 13 of such Reporting Persons cover sheet and is incorporated herein. Such percentage was calculated for each Reporting Person based on 194,216,835 Ordinary Shares outstanding as of September 30, 2024 (not including treasury shares), as reported in the Issuers Current Report on Form 6-K furnished to the Securities and Exchange Commission on November 7, 2024. (c) On November 22, 2024, CMB accepted for payment 1,579,159 Ordinary Shares that were validly tendered and not withdrawn in the New Offers. None of the Reporting Persons nor (to the Reporting Persons knowledge) any person set forth in Item 2 of the Original 13D, has engaged in any other transactions in the Ordinary Shares during the past 60 days. (d) Except as disclosed in this Schedule 13D, to the best knowledge of the Reporting Persons, no other person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities beneficially owned by the Reporting Persons identified in this Item 5. Item6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of this Schedule 13D is hereby amended and supplemented by adding the following information

Item 6 of this Schedule 13D is hereby amended and supplemented by adding the following information: The information set forth under Item 3 and Item 4 is incorporated herein by reference. Except as otherwise described in this Schedule 13D, including the Exhibits attached hereto, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the Reporting Persons, or between any Reporting Person(s) and any third party, with respect to any securities of the Issuer, including, but not limited to, those involving the transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies, including any securities pledged or otherwise subject to a contingency the occurrence of which would give another person voting power or investment power over such securities other than standard default and similar provisions contained in loan agreements. Item7. Material to Be Filed as Exhibits Exhibit A Joint Filing Agreement Exhibit B N/A Exhibit C Press Release dated April 8, 2022 1 Exhibit D Letter to Euronav NV dated April 26, 2022 2 Exhibit E Press release dated July 12, 2022 3 Exhibit F Letter to Supervisory Board of Euronav NV dated December 14, 2022 4 Exhibit G Letter to Euronav NV dated January 16, 2023 5 Exhibit H Press Release dated February 9, 2023 6 Exhibit I Transcript of CMB Conference Call held on February 15, 2023 7 Exhibit J Press Release dated October 9, 2023 8 Exhibit K Press Release of CMB under Article 8 of the Takeover RD dated October 9, 2023 9 Exhibit L Share Purchase Agreement among CMB, Frontline plc and Famatown Finance Limited dated October 9, 2023 10 Exhibit M Bridge facilities agreement among CMB and Crédit Agricole Corporate and Investment Bank, KBC Bank NV, and Société Générale and the other

Signatures

Signatures After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. November 22, 2024 Dated COMPAGNIE MARITIME BELGE NV By: /s/ Ludovic Saverys Name: Ludovic Saverys Title: Chief Financial Officer SAVERCO NV By: /s/ Ludovic Saverys Name: Ludovic Saverys Title: Director ALEXANDER SAVERYS /s/ Alexander Saverys LUDOVIC SAVERYS /s/ Ludovic Saverys MICHAEL SAVERYS /s/ Michael Saverys

View Full Filing

View this SC 13D/A filing on SEC EDGAR