Cool Company Ltd. (CLCO) has set a record date of December 16 2025 for a special shareholders’ meeting that will allow investors to vote on a proposed merger with a newly formed, wholly‑owned subsidiary of EPS Ventures Ltd. The merger, which would take CLCO private, is expected to close in the fourth quarter of 2025 or the first quarter of 2026 and would result in CLCO’s delisting from the NYSE and Euronext Growth Oslo.
The deal is structured as a cash transaction in which EPS Ventures will acquire all outstanding shares not already held at a price of $9.65 per share. That price represents a 26 % premium to the closing price on September 22 2025 and a 38 % premium to the volume‑weighted average price over the 90 trading days through that date, underscoring the value placed on CLCO’s modern LNG carrier fleet and its strategic position in a fragmented market.
EPS Ventures already owns 59.3 % of CLCO’s shares, giving it a controlling stake that will be expanded through the merger. The transaction will create a wholly‑owned subsidiary that can focus on fleet expansion, newbuilds, and efficiency upgrades without the constraints of a public‑market structure.
Management emphasized the strategic fit and the benefits of consolidation. “Despite challenging market conditions, our commitment to CoolCo’s long‑term development and to serving our charterers with the highest level of reliability remains unchanged,” said Cyril Ducau, CEO of Eastern Pacific Shipping. “We believe this offer provides the best long‑term alternative for CoolCo shareholders.” Sami Iskander, chair of CLCO’s special committee, added that the committee had carefully evaluated the terms with independent advisors and concluded that the transaction delivers fair value and is in the best interests of shareholders.
CLCO operates a fleet of 13 LNG carriers that are among the most fuel‑efficient and low‑emission vessels in the market. The merger will allow the combined entity to leverage synergies in chartering, maintenance, and new‑build procurement, potentially reducing operating costs and enhancing market share. The consolidation also positions the company to better navigate the evolving regulatory landscape and the growing demand for cleaner shipping solutions.
The announcement marks a significant step in CLCO’s growth strategy, which has focused on fleet expansion, new‑build acquisitions, and operational efficiency. By taking the company private, CLCO can pursue long‑term investments without the short‑term earnings pressure that public markets often impose.
The record date of December 16 2025 will be followed by a special shareholders’ meeting, the date of which will be announced in due course. Shareholders will have the opportunity to approve the merger and the associated terms, including the cash consideration and the transition to a private ownership structure.
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