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Family ties are Odfjell’s best defense against Stolt-Nielsen acquisition

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Family ties are Odfjell's best defense against Stolt-Nielsen acquisition

There are many Odfjells linked to Odfjell’s stakes in the Bergen-based family company.

As such, it cannot be avoided that someone has to give up shares in the family legacy if main competitor Stolt-Nielsen is to have any chance of acquiring a significantly increased equity position in its old rival.

It is the company Norchem AS that represents the most A and B shares in the Bergen carrier. On Norchem’s board of directors sit siblings Bernt Daniel Odfjell, Laurence Ward Odfjell, Carl Fredrik Odfjell and Camilla Odfjell Gruer.

All are board members and furthermore listed as direct owners of Norchem; Rederiet Odfjell AS appears as direct owner as well.

Of the siblings, only Anita Louise Whitaker remains outside the Norchem board. How many shares and what branch she has control of, WPO has not been able to determine clearly. The brothers and sisters, who are fourth-generation Odfjells, are children of Dan Odfjell and his former wife Winilou Odfjell.

And then there is Odfjell SE, which has a major stake in itself of both A and B shares. Laurence Ward Odfjell is chairman of the board.

Family ties are Odfjell's best defense against Stolt-Nielsen acquisition
Laurence Ward Odfjell and his siblings sits on the board of Norchem, the company with the most A and B shares in Odfjell SE. | Photo: WPO / Idha Toft Valeur

Personally, Laurence Ward Odfjell owns 463,012 B shares, according to Odfjell’s website. He has been chair at Odfjell SE since May 4, 2010.

Rederiet Odfjell AS sits on 3,497,472 A shares, and here, Laurence Ward Odfjell is part of the board as well, in this case together with his brothers Bernt Daniel and Carl Fredrik.

The smaller stakes

Among the smaller stakes, the Odfjell family is also present. According to WPO’s research as well as a Norwegian company index, Rederiet Jacob Christensen AS, which has 3.98 percent of shares, is also controlled by the Odfjells. This time in the shape of Carl Henrik Odfjell.

He is the brother of Dan Odfjell and thereby uncle to Laurence Ward Odfjell and his siblings. Carl Henrik Odfjell is the chair of Rederiet Jacob Christensen – a family company as well – which he took over in 1985. A certain Erik Odfjell is also part of the board, but WPO has not been able to determine exactly what his relation is to the other Odfjell figures.

Right below Rederiet Jacob Christensen on the list of shareholders, one finds Farvatn Capital with 3.74 percent of shares. Farvatn Capital is owned by Johan Odvar Odfjell, while a Kristin Odfjell is member of the board as well.

Johan Odvar Odfjell stems from the other part of the founders behind the carrier.

In 1915, Fredrik and Abraham Odfjell established the shipping firm. In 1979, Abraham Odfjell’s son or grandson (it’s unclear which) – bearing the same name – divided the company in two. Dan Odfjell – the father of Laurence Ward Odfjell and his siblings – managed what became Odfjell SE, while Abraham Odfjell started what turned into the JO Odfjell Group and subsidiary JO Tankers.

Abraham Odfjell and his wife, Elin Odfjell, had three children: Johan Odvar Odfjell, Marianne Odfjell and Helene Odfjell.

Johan Odvar Odfjell took over the JO Odfjell Group and JO Tankers and was furthermore CEO of JO Tankers for some time until the tanker operator was sold off to none other than Stolt-Nielsen in 2016.

The smallest family stake of 0.86 percent belongs to AS SS Mathilda. Here, Carl Henrik Odfjell sits as chair and is joined at the board by Erik Odfjell and Bernt Daniel Odfjell.

AS SS Mathilda is again directly owned by Rederiet Jacob Christensen AS, Rederiet Odfjell AS and Odfjell Shipping (Bermuda).

Odfjell Shipping (Bermuda) has Rederiet Jacob Christensen AS and AS SS Mathilda among its owners.

Intricate web

The further one goes into the web that is the Odfjell family and their companies, the denser the web becomes, and the clearer it is that Stolt-Nielsen cannot avoid having to try and loosen it together with some of the family members if the company is to have a chance.

Family ties are Odfjell's best defense against Stolt-Nielsen acquisition
Niels G. Stolt-Nielsen faces a difficult task if he means to acquire a larger equity position in Odfjell. | Photo: PR / Stolt-Nielsen

Carrier Rederiet Odfjell AS, for example, which is listed as an owner of Norchem AS, is owned by a long list of the Odfjell family’s companies. Among them are Ten Commandments AS, wholly owned by Dan Odfjell, Casavi AS, where Bernt Daniel Odfjell (brother of Laurence Odfjell) holds all the ordinary shares, while Rederiet Odfjell holds some B shares, as does family-owned firm Rederiparter AS, which also holds some A-shares.

Gruco AS, Camilla Odfjell Gruer’s company, is also on Rederiet Odfjell’s ownership list. Both Rederiet Odfjell AS and Rederiparter AS hold B shares in Gruco AS.

Ørvig Invest AS is Carl Fredrik Odfjell’s company and co-owner of Rederiet Odfjell AS, while Rederiparter AS, Rederiet Odfjell AS and Ørvigs Dampskibsselskap AS have shares in the company. Ørvig Dampskibsselskap is also family-owned.

The remaining stakes in Rederiet Odfjell are held by LWO Holding AS and Odfjell Family Holdings AS. LWO Holding AS is Laurence Ward Odfjell’s company, where Rederiparter AS and Rederiet Odfjell AS are once again found on the ownership side.

In the indirect and direct ownership of LWO Holding AS are stakeholders such as Skibsaksjeselskapet Storli – which is also a family-owned firm, where many of the same companies previously mentioned hold the equity positions. Among them are Gruco AS, Ten Commandments AS, Casavi AS, Ørvig Invest AS and LWO Holding AS.

The more you look, the more web threads you find, and the clearer it becomes that the Odfjell family’s stake in its own family carrier is both heavy and wide. There is probably no way around them for Stolt-Nielsen if the latter seeks a larger equity position and a seat at the table.

English edit: Kristoffer Grønbæk & Jonas Sahl Hollænder

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