REM OFFSHORE ASA SECURED BOND ISSUE 2016/2024 WITH ISIN NO : INFORMATION REGARDING POOL ARRANGEMENTS

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1 Nordic Trustee ASA PO Box 1470 Vika N-0116 Oslo, Norway Skudeneshavn, 14 July 2017 Dear Sirs, REM OFFSHORE ASA SECURED BOND ISSUE 2016/2024 WITH ISIN NO : INFORMATION REGARDING POOL ARRANGEMENTS Reference is made to the bond agreement between the company previously known as Rem Offshore ASA (as Issuer) and Nordic Trustee ASA (as Bond Trustee) on behalf of the Bondholders in the bond issue Rem Offshore ASA Secured Bond Issue 2016/2024 with ISIN NO (the "Bond Agreement"). Following completion of the Merger, the rights and obligations of the Issuer pursuant to the Bond Agreement have been taken over and assumed by Solship Invest 1 AS. Capitalized terms used herein shall, unless otherwise stated, have the same meaning as ascribed to them in the Bond Agreement. With reference to Clause 13.4 (j) of the Bond Agreement, the Issuer hereby confirms that a pool arrangement has now been established for the original Solstad fleet and the REM vessels according to the principles set out therein. The agreements relevant for the establishment of the Vessel Pool(s) were entered into on 26 May For further information about the structure, parameters and terms of the Vessel Pool(s), please be referred to our presentation as attached hereto as Appendix 1. Yours faithfully for Solship Invest 1 AS SIGNED Name: Eivind Kvilhaug Date: Appendix 1: Presentation regarding Vessel Pool(s)

2 Original Solstad fleet & REM vessels Pool setup July

3 Pool structure and mechanisms Main principles - Legal setup, pool managers and TC contracts Legal entity / pool manager: As this is an internal pool arrangement between the original Solstad fleet and the Solship Invest 1 AS vessels, no separate legal entities will be established as Pool managers for the various pools The two operating companies Solstad Shipping AS and Rem Maritime AS (TBN Solstad Maritme AS) will be acting as a manager for the vessels in the combined Solstad/Rem fleet, regardless of whether the vessels are in a pool or not TC contracts: The respective managers will act as commercial managers towards third parties (clients), and enter into contracts with clients as managers on behalf of each vessel owning subsidiary - I.e. the vessel owners are parties to the contracts with clients - Vessel owners are creditors for the charter income of the relevant vessel, thus clients pay TC rate directly to the vessel owner - Existing earnings pledges are thus not affected Pool agreement: Pool agreement to govern main principles and separate participation agreements/attachments to be made for each vessel governing different elements, such as entry/exit «rules» from pool, poolpoints, calculation of pool results, suspentions during periodic planned maintenance, etc. Each vessel owner will enter into a Pool agreement with the pool managers (pool managers will enter agreements on behalf of the pool managers and the other vessel owning entities) The sole purpose of the pool arrangement is to ensure fair allocation of earnings among similar vessels, so that vessel owning subsidiary and its respective lenders are not discriminated 2 SECURITIES

4 Pool structure and mechanisms Calculation of Pool EBITDA and flow of funds Vessel EBITDA: Vessel revenues is defined as all TC revenues generated by a vessel Vessel opex is defined as all ordinary, actual operating cost per vessel - Opex is NOT including dry docking or other upgrade capex, this will be paid for by each vessel owning subsidiary - Low overhead cost due to limited changes in formalities, daily operation and management - Vessel revenues minus vessel opex is defined as vessel EBITDA Allocation scheme - The share of pool EBITDA allocated to each vessel in a pool is derived from a pool point system: A reference vessel is identified and assigned 100 points in each pool The other vessels in that pool are assigned 100+/- points based on key technical features and age compared to the reference vessels Pool EBITDA is then allocated to each vessel based on that vessels relative share of pool points in that pool at the end of each month Flow of funds: Each vessel owner gets paid the TC rate directly and handles all opex internally, and calculates vessel EBITDA at the end of each month The pool manager then aggregates all vessel EBITDA to total pool EBITDA, and calculates allocation according to the pool points Vessel owners are then instructed to pay/receive surplus/deficit EBITDA compared of their share of the Pool EBITDA as defined by the pool point system Intercompany balances kept at a minimum through monthly settlements Simplified illustration of flow of funds with pool setup 2. TC revenues 2 paid directly to the vessel owners Client (OilCo) t Vessel 1 Solstad vessel > J L Pool manager (e.g. Solstad Shipping AS) Vessel 2 Solstad vessel 1. TC contracts between OilCo and Pool manager on behalf of vessel owner Vessel 3 REM vessel I 4 4. & 5. Pool manager calculates total pool EBITDA and instructs vessel owners with surplus to pay vessel owners with deficit 3. Each vessel owner handle all opex internally and derives vessel EBITDA The pool arrangement is an accounting exercise to allocate Pool EBITDA to vessel owners according to the pool points in each pool, to ensure fair allocation 3 SECURITIES

5 Pool structure and mechanisms Pool points and special events Calculations of pool points The pool arrangement evaluation principles are based on objective, independently verifiable criteria and parameters such as age, size, equipment and marketability Pool points are calculated based on the following parameters: PSV pools Age: -2 per year before 2010, +1 per year after 2010 DP1 (AUT): -5 Flag ex NOR: -5 Mud capacity >800m3: +5 Stby: +2 CSV pools Age: +/-1 peryear, basis 2010 DP3(AUTRO): +2 ROV*: +5 AHTS pools Age: +/-1 peryear, basis 2010 ROV*: +5 Flfl: +2* LNG:+2 Accom <35: +2* De-Ice: +5* NOFO: +5* SPS: +5 CSV M Crane > CSV L crane > A-frame*: +10 Flag ex NOR: -5 Definitions: DP: Dynamic position system as per class notification Flag: PSV/AHTS are indirectly not able to fully trade Norwegian continental shelf with NIS or foreign flag, this reflected in point deduction due to not full marked coverage Mud capacity (PSVs): Drilling fluid, some tender/drilling operations require >800m3 Stby: Vessel with stand-by certificate from Norwegian Maritime Directorate Fifi: Fire firghting class notification LNG: Vessels with LNG and Marine Gas oil fuel possibilities ROV: Remote Operated Vehicle - applicable for CSV with ROV(s) installed SPS: Special Purpose Ship class notation A-Frame: Deployment equipment for AFITS * When in use/cp requirement 4

6 Special events and exit mechanisms Long term contract for pool vessels: When a vessel in a pool secures a new long term contracts, it does not exit the pool, but remains in the pool and generate pool earnings Vessels not included in pools: Original Solstad vessels and Rem vessels with no comparable vessels in the other company, hence no issues between the two lenders groups When a vessel is offhire due to technical issues: A vessel will be temporary suspended during time of performing planned periodic maintenance/dd or alike The vessel will participate as normal in the pool during offhire as long as the Loss Of Hire (LOH) insurance is valid, typically ~90 days Should the vessel still not be able to return to service after the LOH period, the vessel will temporary exit the pool until it again can return to service Exit from the pool arrangement In general the Bank/Vessel owner has the right to withdraw/exit a vessel from the pool arrangement by giving 6 months written notice to the pool manager An excemption is if the vessel is under contract at the time of exit; if the contract cannot be transferred to another vessel in the Pool within the notice period, the Pool is to be compensated in full for the loss of future earnings by the Bank/Vessel owner that withdraws its vessel Note also that a Bank/Vessel owner that has withdrawn a vessel from the Pool cannot compete with the other vessels in the pool in any way If a vessel owner is in default on its debt, the bank can demand to withdraw this vessel from the pool with one month written notice The Pool Management can at any time take a vessel out of the pool arrangement, by providing one months written notice :v $ v,*' SECURITIES

7 Example - Platform Supply Vessel (PSV) pools Medium PSV pool Large PSV pool Overview of the PSV pools 1 1 Sh are o f V e sse l O w n er O w n e r ship T yp e Built LOA (m) BHP DW T D eck (m A2) Flag DP Pool points pool points Platform Supply Vessels (PSV) PSV M (<900m2, 3,000-4,500 dwt) Normand 1 SOFF 100% PSV Norway DP ,7% Normand 2 SOFF 100% PSV Norway DP ,2% Rem 1 REM 100% PSV Norway DP ,8% Rem 2 REM 100% PSV Norway DP ,8% Rem 3 REM 100% PSV Norway DP ,1% Rem 4 REM 35% PSV Norway DP ,4% PSV L (>900m2, >4,500 dwt) r Normand 1 SOFF 100% PSV Norway DP ,9% Normand 2 SOFF 100% PSV Norway DP2 90 7,5% Normand 3 SOFF 100% PSV Norway DP2 92 7,7% Rem 1 REM 100% PSV Norway DP ,5% Rem 2 REM 100% PSV Norway DP ,6% Rem 3 REM 100% PSV Norway DP ,8% Rem 4 REM 61% PSV Norway DP ,5% Rem 5 REM 73% PSV Norway DP ,9% Rem 6 REM 73% PSV Norway DP ,0% Rem 7 REM 100% PSV Norway DP ,0% Normand 4 SOFF 100% PSV Singapore DP2 81 6,8% Normand 5 SOFF 100% PSV Norway DP2 95 7,9% (0 (0 E E E <u a: E <u a: E <u a: Note: Normand XX and Normand YY are not included in any of the PSV pools, as they are laid up and considered as sales candidates. 5

8 Disclaimer This presentation (hereinafter referred to as the Presentation ) has been prepared exclusively for information purposes, and does not constitute an offer to sell or the solicitation of an offer to buy any financial instruments. This Presentation includes and is based on, among other things, forward-looking information and statements. Such forward-looking information and statements are based on current expectations, estimates and projections. Such forward-looking information and statements reflect current views with respect to future events and are subject to risks, uncertainties and assumptions. We cannot give any assurance as to the correctness of such information and statements. Several factors could cause the actual results, performance or achievements of the companies mentioned herein to be materially different from any future results, performance or achievements that may be expressed or implied by statements and information in this Presentation, including, among others, risks or uncertainties associated with the company s business, segment, development, growth management, financing, market acceptance and relations with customers, and, more generally, general economic and business conditions, changes in domestic and foreign laws and regulations, taxes, changes in competition and pricing environments, fluctuations in currency exchange rates and interest rates and other factors. Should one or more of these risks or uncertainties materialise, or should underlying assumption prove incorrect, actual results may vary materially from those described in this document. We do not intend, and do not assume any obligation, to update or correct the information included in this Presentation. There may have been changes in matters which affect the companies herein subsequent to the date of this Presentation. Neither the issue nor delivery of this Presentation shall under any circumstance create any implication that the information contained herein is correct as of any time subsequent to the date hereof or that the affairs of the company/companies have not since changed, and we do not intend, and do not assume any obligation, to update or correct any information included in this Presentation. The contents of this Presentation are not to be construed as legal, business, investment or tax advice. Each recipient should consult with its own legal, business, investment and tax adviser as to legal, business, investment and tax advice. We make no undertaking, representation or warranty, express or implied, regarding the accuracy or completeness of the information (whether written or oral and whether included in this Presentation or elsewhere), whether such information was received through us or otherwise. We expressly disclaim any liability whatsoever in connection with the matters described herein. Please see our website for further disclaimers and disclosures. This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo City Court AS exclusive venue. 6 SECURITIES

9 Norway Arctic Securities AS P.O. Box 1833 Vika NO-0123 Oslo Haakon Vlls gt 5, NO-0161 Oslo Sweden Arctic Securities AS Sweden Branch Biblioteksgatan 8 SE Stockholm USA Arctic Securities LLC 1 Rockefeller Plaza Suite 1706, New York NY Tel Tel Tel (212) Brazil Arctic Brasil Escritério de representagao Ltda Rua Lauro Muller, Sala 4404 Torre do Rio Sul/ Botafogo Rio de Janeiro Tel