EPS Ventures in Negotiations to Purchase Cool Company at $9.65 per Share

Transaction Overview: Cool Company and EPS Ventures are in advanced discussions for EPS to acquire all outstanding shares of CoolCo not already held by EPS for $9.65 per share, through a cash merger under Bermuda law.

Premium and Committee Formation: The acquisition price represents a 26% premium over the closing price on September 22, and a special committee of independent directors has been established to review and negotiate the transaction terms.

Closing Timeline: The potential transaction is targeted for completion in Q4 2025 or Q1 2026, pending approvals from CoolCo shareholders and other customary conditions.

Ownership and Support Agreement: EPS, which owns 59.3% of CoolCo's shares, plans to enter a support agreement to vote in favor of the merger, though there are no guarantees that definitive agreements will be reached.