September 17, 2003

Stolt Offshore losses mount

Stolt-Nielsen S.A. (Nasdaq:SNSA) (Oslo Stock Exchange:SNI) today announced that its 63.5%-owned publicly traded subsidiary, Stolt Offshore S.A. (Nasdaq:SOSA) (Oslo Stock Exchange:STO), had amended its previous earnings guidance for the full 2003 fiscal year.

In earnings guidance originally issued on June 2, 2003, Stolt Offshore forecasted a loss for the fiscal year ending November 30, 2003, in the range of $100 million to $125 million, subject to further review at the time of completion of its plan for financial recovery known as the Blueprint. Stolt Offshore now expects to report substantially higher losses for the year. Some of the additional losses are due to earnings deterioration on the Burullus, Bonga and OGGS projects, but the most significant portion of the expected additional losses are attributable to actions to be taken to implement the Blueprint and will involve substantial non-cash charges.

SNSA indicated, in earnings guidance originally issued on June 2, 2003, that it expected to report a loss for 2003. The anticipated higher losses at Stolt Offshore will have a further negative impact on SNSA's results. Primarily as a result of the losses and level of borrowings at Stolt Offshore, SNSA believes that at the end of the third quarter, SNSA may have been out of compliance with financial covenants in its credit and lease agreements. SNSA has obtained waivers, through October 15, 2003, of the requirements of those covenants from the relevant lenders.

Stolt Offshore has also obtained waivers, through October 15, 2003, of the requirements of a financial covenant in its two primary credit facilities. Consistent with earlier announcements, Stolt Offshore also expects that it will not be in compliance with other financial covenants under its primary credit facilities on November 30, 2003, unless negotiations with the lenders result in restructured credit facilities or further waivers are granted prior to such date.

The waivers provide time for SNSA and Stolt Offshore to engage in further discussions with their lenders. Stolt Offshore is negotiating with its lenders to restructure Stolt Offshore's credit facilities and SNSA is negotiating with its lenders to refinance SNSA's $180 million revolving credit facility, which matures in accordance with its terms on November 26, 2003. SNSA may also require amendments to financial covenants contained in its financing documents to ensure ongoing compliance with those covenants. SNSA has indicated to Stolt Offshore and the lenders of both companies that, because of its own financial situation and the conflicting interest of the lenders to SNSA and the lenders of Stolt Offshore, it could no longer be relied upon to extend additional support for Stolt Offshore similar to what Stolt-Nielsen S.A. has provided in the past. SNSA and Stolt Offshore have each retained Miller Buckfire Lewis Ying & Co., LLC, as financial advisor to assist them in their negotiations.

SNSA's Stolt-Nielsen Transportation Group continues to deliver solid results and is expected to report full year 2003 results similar to last year's. Stolt Sea Farm continues to be affected by weak salmon prices.

SNSA said it expects to announce its third-quarter earnings on October 16, 2003.

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