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SC TO-T/A ·Filed Nov 2, 2026

CDLR

Cadeler A/S
MIXED
Impact 7/10
Horizonimmediate Processed2d 10h ago SEC0001104659-26-120923
Notable filing: SC TO-T/A
Actionable Insight ◆ Mixed

The redomiciliation is effectively complete with 92.06% tendered. The remaining ~8% will be cashed out at NOK 58.42 per share. Monitor the start of trading of NewCo shares on NYSE and OSE on or around November 5, 2026, and the delisting of Cadeler A/S shares and ADSs.

DirectionMixed
Confidencehigh
Horizonimmediate

How the stock moved after the report

⚠ Clustered NEUTRAL VIEWSTOCK BELOW ENTRY AT T+1
Entry
$27.50
T+0 close · Nov 2, 2026 · via day close
Latest settled
−6.91%
T+1 · $25.60
vs SPY
−7.21%
α at T+1
Next horizon
T+5
in 5d
  1. T+0 · Nov 2 $27.50entry
  2. T+1 · yesterday −6.91%α −7.21% · $25.60
  3. T+2 · todayOpen
  4. T+5 · in 5d Pending
  5. T+20 · in 27d Pending
  6. T+60 · in 3mo Pending
Loading chart...

Executive Summary

Cadeler plc (NewCo) filed Amendment No. 3 to its Schedule TO, reporting the final results of its exchange offer to redomicile Cadeler A/S from Denmark to the UK. A total of 355,404,839 Cadeler Shares (92.06% of outstanding) were validly tendered, exceeding the 90% minimum condition. The offer is now closed, and settlement is expected on or around November 4, 2026, with NewCo shares trading on NYSE and OSE on or around November 5, 2026. A cash squeeze-out at NOK 58.42 per share will be initiated for remaining holders, funded by a EUR 220 million bridge facility from DNB Bank ASA.

Key Financial Metrics

Deal Type
merger

Key Facts

  • 355,404,839 Cadeler Shares (92.06% of outstanding) validly tendered and not withdrawn
  • Includes 11,156,931 Cadeler Shares represented by Cadeler ADSs
  • Offeror will accept and exchange all validly tendered shares
  • Settlement expected on or around November 4, 2026
  • NewCo shares to begin trading on NYSE and OSE on or around November 5, 2026
  • Cash squeeze-out at NOK 58.42 per share for remaining holders, funded by EUR 220 million bridge facility from DNB Bank ASA
  • This is a final amendment reporting results of the tender offer

Financial Impact

Exchange of all Cadeler shares for NewCo shares on a 1:1 basis; cash squeeze-out at NOK 58.42 per share for non-tendering holders, funded by EUR 220 million bridge facility

dilutionshare count

Risk Factors

  • Remaining non-tendering shareholders may challenge the squeeze-out process or valuation
  • Potential delays in settlement or commencement of trading of NewCo shares
  • Currency risk for the cash squeeze-out (NOK) relative to the EUR-denominated bridge facility

Market Snapshot

Exchange
NYSE
Sector
Deep Sea Foreign Transportation of Freight
Analyst Consensus
80% bullish (15 analysts)

Investment Themes

Industrials & Manufacturing

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
SC TO-T/A Filing (Primary)0001104659-26-120923
Document: 0001104659-26-120923-index-headers.html0001104659-26-120923
Document: 0001104659-26-120923-index.html0001104659-26-120923
Document: 0001104659-26-120923.txt0001104659-26-120923
44 reports for CDLR
Performance horizon
70% Hit rate @ T+1 7 of 10 bullish or bearish reports Went positive at some point 8 of 10 best @ T+20▲ +19.25%Mar 31, 2026
Filters
Rows
Reports for CDLR, sortable and filterable
TypeNow
Nov 4, 2026
today
SC 13D/A
NEUTRAL ★ 4/10
$26.05awaiting T+1awaiting T+1$25.84 (−0.81%)
Nov 4, 2026
today
6-K
NEUTRAL ★ 1/10
$25.94awaiting T+1awaiting T+1$25.84 (−0.38%)
Nov 4, 2026
today
6-K
NEUTRAL ★ 4/10
$26.99awaiting T+1awaiting T+1$25.84 (−4.26%)
Nov 3, 2026
1d ago
6-K
NEUTRAL ★ 4/10
$25.60 $25.84▲ +0.94%▼ −0.71%$25.84 (+0.94%)
Nov 3, 2026
1d ago
6-K
NEUTRAL ★ 2/10
$25.60 $25.84▲ +0.94%▼ −0.71%$25.84 (+0.94%)
Nov 2, 2026
2d ago
SC TO-T/A
MIXED ★ 7/10
$27.50 $25.60▼ −6.91%▼ −7.21%$25.84 (−6.04%)
Nov 2, 2026
2d ago
425
NEUTRAL ★ 5/10
$27.50 $25.60▼ −6.91%▼ −7.21%$25.84 (−6.04%)
Nov 2, 2026
2d ago
6-K
NEUTRAL ★ 6/10
$27.50 $25.60▼ −6.91%▼ −7.21%$25.84 (−6.04%)
Oct 29, 2026
6d ago
SC 14D-9/A
NEUTRAL ★ 5/10
$26.69 $28.76▲ +7.76%▲ +9.53%$25.84 (−3.18%)
Oct 29, 2026
6d ago
SC TO-T/A
MIXED ★ 7/10
$26.69 $28.76▲ +7.76%▲ +9.53%$25.84 (−3.18%)
Showing 10 of 44

US Market Status

Market Closed · Opens Thu (< 1m)

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Report published Nov 2, 2026