BW Altor Pte. Ltd. filed Amendment No. 5 to its beneficial ownership statement on November 4, 2026, reporting that it no longer holds any ordinary shares of Cadeler A/S following the completion of a registered exchange offer that redomiciled the issuer from Denmark to the United Kingdom.

Key Highlights

  • Exit filing: As of November 2, 2026, BW Altor Pte. Ltd. beneficially owns 0.00 ordinary shares of Cadeler A/S, representing 0.00% of the class.
  • Shares tendered: BW Altor tendered all 109,352,091 Cadeler A/S shares in exchange for 109,352,091 newly issued ordinary shares of Cadeler plc at a 1:1 ratio.
  • Open market purchases: On October 1, 2026, BW Altor purchased 300,000 Cadeler plc shares at a weighted average price of $51.7589; on October 2, 2026, it purchased 44,182 shares at a weighted average price of $51.8494.
  • Exchange Offer timeline: Cadeler plc launched the Exchange Offer on September 21, 2026; it expired October 28, 2026; final results were announced November 2, 2026.
  • Redomiciliation: Cadeler A/S, formerly headquartered in Copenhagen, Denmark, redomiciled to England and Wales as Cadeler plc, with new ordinary shares carrying a nominal value of $1.00 per share.
  • Reporting person: BW Altor Pte. Ltd., a Singapore-incorporated company, is the reporting person; Nicholas John Oxleigh Fell signed as Authorized Signatory.

BW Altor Completes Full Exit from Cadeler A/S via Redomiciliation Exchange

According to the filing, BW Altor Pte. Ltd., a Singapore-incorporated entity, submitted Amendment No. 5 to its Schedule 13D originally filed with the SEC on February 19, 2025. The amendment was triggered by an event dated November 2, 2026, and discloses the completion of Cadeler A/S's redomiciliation from Denmark to the United Kingdom. Cadeler A/S, whose principal executive offices were located at Kalvebod Brygge 43, DK-1560 Copenhagen V, Denmark, operated as a provider of offshore wind installation services, with its ordinary shares listed and its American Depositary Shares each representing four ordinary shares under CUSIP 12738K109.

The filing states that BW Altor tendered all 109,352,091 of its Cadeler A/S ordinary shares in connection with the Exchange Offer, receiving 109,352,091 Cadeler plc ordinary shares on a 1:1 basis. Separately, the reporting person also purchased Cadeler plc shares in open market transactions on October 1 and October 2, 2026, acquiring 300,000 shares at a weighted average price of $51.7589 (range: $51.125 to $52.00) and 44,182 shares at a weighted average price of $51.8494 (range: $51.20 to $52.00), respectively, all through a broker. The working capital used to purchase the original Cadeler A/S shares, the filing notes, originated from an equity injection by BW Altor's sole equityholder.

The filing further states that BW Altor's commitment to tender and acquire the Cadeler plc shares became irrevocable upon the final results announcement made by Cadeler plc on November 2, 2026. As a result of that irrevocable commitment, the reporting person ceased to beneficially own any Cadeler A/S shares as of that date, and Amendment No. 5 serves as an exit filing with respect to those shares. The filing reports that no other person is known to have the right to receive dividends or proceeds from the sale of securities previously beneficially owned by BW Altor.

What Was Disclosed

BW Altor Pte. Ltd. disclosed the completion of Cadeler A/S's redomiciliation to the UK via a 1:1 exchange offer, the tender of all 109,352,091 previously held shares, and its resulting zero beneficial ownership position in Cadeler A/S ordinary shares as of November 2, 2026.