Exhibit 10.20

CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION HAS BEEN MARKED AS “[REDACTED]”.

CADELER A/S
as Borrower

DNB BANK ASA
as Agent

DNB BANK ASA
as Security Agent

DNB BANK ASA
as EIFO Agent

guaranteed by
WIND ORCA LIMITED
WIND OSPREY LIMITED
WIND SCYLLA LIMITED
CADELER INTERNATIONAL LIMITED
CADELER HOLDINGS LIMITED
CADELER UK LIMITED
SEAJACKS 3 JAPAN LLC
SEAJACKS JAPAN LLC

THIRD SUPPLEMENTAL AGREEMENT
relating to a Facilities Agreement
dated 7 December 2023

Contents

THIS AGREEMENT is dated 28 April 2026 and made BETWEEN:

WHEREAS:

NOW IT IS HEREBY AGREED as follows:

Words and expressions defined in the Original Facilities Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.

In this Agreement, unless the context otherwise requires:

Effective Date means the date, no later than 8 May 2026, on which the Agent has notified the Borrower that it has received the documents and evidence specified in clause ‎5 (Conditions) and in ‎Schedule 2 (Documents and evidence required as conditions precedent) in a form and substance satisfactory to it.

Facilities Agreement means the Original Facilities Agreement as amended and supplemented by this Agreement.

Guarantee means the guarantee and other obligations of the Guarantors under clause 19 (Guarantee and indemnity) of the Original Facilities Agreement.

Japanese Mortgage Amendment means the third amendment to the Mortgage over Ship D executed or (as the context may require) to be executed by the relevant Owner and the Security Agent.

Mortgage Amendments means the Japanese Mortgage Amendment and the Panama Mortgage Amendment and Mortgage Amendment means any of them.

Panama Mortgage Amendment means the second amendment to the Mortgage over Ship C executed or (as the context may require) to be executed by the relevant Owner and the Security Agent.

Party means a party to this Agreement.

Relevant Documents means this Agreement and the Mortgage Amendments and any other document created and delivered by any Relevant Party to the Agent or, as the case may be, the Security Agent in relation to this Agreement.

Relevant Party means the Borrower and each of the Guarantors (in each case, in any capacity under any of the Finance Documents) and any other person who may at any time be a party to any of the Relevant Documents (other than the Finance Parties) and Relevant Parties means any or all of them.

References in the Original Facilities Agreement to this Agreement, shall, with effect from the Effective Date and unless the context otherwise requires, be references to the Facilities Agreement, and words such as herein, hereof, hereunder, hereafter, hereby and hereto, where they appear in the Facilities Agreement, shall be construed accordingly.

Clause headings and the table of contents are inserted for convenience of reference only and shall be ignored in the interpretation of this Agreement.

Clauses 1.2 (Construction), 1.4 (Third party rights) and 1.5 (Finance Documents) of the Original Facilities Agreement shall be deemed to be incorporated into this Agreement in full, mutatis mutandis.

The Parties agree that this Agreement is and shall be designated as a Finance Document.

The Finance Parties, relying upon the representations and warranties on the part of the Relevant Parties contained in clause ‎4 (Representations and warranties), agree with the Relevant Parties, subject to the terms and conditions of this Agreement and in particular, but without prejudice to the generality of the foregoing, fulfilment on or before 8 May 2026 of the conditions contained in clause ‎5 (Conditions) and in ‎Schedule 2 (Documents and evidence required as conditions precedent) to:

With effect on and from the Effective Date, the Original Facilities Agreement shall be, and it is hereby, amended as follows:

“Third Supplemental Agreement means the agreement dated 28 April 2026 supplemental to this Agreement made between, among others, the Borrower, the Guarantors, the Agent, the Security Agent, the EIFO Agent, the Lenders and the Hedging Providers.”.

Save as amended and/or supplemented by this Agreement, the provisions of the Original Facilities Agreement shall continue in full force and the Original Facilities Agreement and this Agreement shall be read and construed as one instrument.

Each Relevant Party confirms to the Finance Parties that the Repeating Representations are true in all material aspects on the date of this Agreement and on the Effective Date, by reference to the facts and circumstances then existing, but as if references to “this Agreement” in the Repeating Representations were instead to this Agreement and the Original Facilities Agreement and references to a "Finance Document" in the Repeating Representations were construed to include this Agreement.

The agreement of the Finance Parties referred to in clause ‎2 (Agreement of the Finance Parties) shall be subject to the receipt by the Agent or its duly authorised representative, on or before 8 May 2026, of the documents and evidence specified in ‎Schedule 2 (Documents and evidence required as conditions precedent) in form and substance satisfactory to the Agent (acting on the instructions of all the Lenders). The Agent shall notify the Borrower promptly upon being so satisfied.

The agreement of the Finance Parties referred to in clause ‎2 (Agreement of the Finance Parties) shall be further subject to:

The conditions specified in this clause ‎5 are inserted solely for the benefit of the Finance Parties and may be waived on their behalf in whole or in part with or without conditions by the Agent (acting on the instructions of all the Lenders).

Each Relevant Party hereby confirms its consent to the agreements and amendments made in relation to the Original Facilities Agreement and the other arrangements contained in this Agreement, and agrees and acknowledges that:

on or prior to the date of this Agreement.

Clause 18 (Costs and expenses) of the Original Facilities Agreement shall apply mutatis mutandis to this Agreement.

All expenses payable pursuant to this clause ‎7 shall be paid together with value added tax or any similar tax (if any) properly chargeable thereon. Any value added tax chargeable in respect of any services supplied by any of the Finance Parties or EIFO under this Agreement shall, on delivery of the value added tax invoice, be paid in addition to any sum agreed to be paid hereunder.

The Borrower shall pay and, within three Business Days of demand by the Agent, indemnify each Finance Party and EIFO against any cost, loss or liability that Finance Party or, as the case may be, EIFO incurs in relation to all stamp duty, registration and other similar Taxes payable in respect of this Agreement and any other Relevant Documents.

This Agreement may be executed in any number of counterparts and by the different Parties on separate counterparts, each of which when so executed and delivered shall be an original but all counterparts shall together constitute one and the same instrument.

If, at any time, any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions nor the legality, validity or enforceability of such provision in any other respect or under the law of any other jurisdiction will be affected or impaired in any way.

The provisions of clause 47 (Notices) of the Original Facilities Agreement shall extend and apply to the giving or making of notices or demands hereunder as if the same were expressly stated herein and as if references therein to “Obligors” included all Relevant Parties.

This Agreement and any non-contractual obligations connected with it shall be governed by English law.

Without prejudice to any other mode of service allowed under any relevant law, each of the Relevant Parties (unless it is incorporated in England and Wales):

This Agreement has been entered into on the date stated at the beginning of this Agreement.

Schedule 1
The Parties

Part A
The Borrower

Part B
The Guarantors

Part C
The Lenders

Part D
The Hedging Providers

Schedule 2
Documents and evidence required as conditions precedent

A copy of the Constitutional Documents of each Relevant Party or a certificate of each Relevant Party certifying that each copy document relating to it specified in Part 1 or, as the case may be, Part 4 of Schedule 3 (Conditions precedent) to the Original Facilities Agreement and delivered to the Agent thereunder remains correct, complete and in full force and effect and has not been amended or superseded as at a date no earlier than the date hereof.

Evidence that each Mortgage Amendment in respect of a Ship has been registered against such Ship through the relevant Registry under the laws and flag of the relevant Flag State.

Confirmation from EIFO that EIFO accepts the terms of this Agreement (including the amendments documented herein) and the other Relevant Documents or that it does not wish or intend to review them, and that no amendment to the EIFO Guarantee Policy is required in connection with the amendments documented herein.

The following legal opinions, each addressed to the Agent, the Security Agent, EIFO, the Lenders and the Hedging Providers, substantially in the form distributed to the Lenders, the Hedging Providers and EIFO and approved by the Agent prior to signing this Agreement in relation to the Relevant Documents:

Evidence that the fees, commissions, costs and expenses then due from the Borrower pursuant to clause ‎7 (Fees, costs and expenses) have been paid.

Such documentation and information as any Finance Party may reasonably request through the Agent to comply with "know your customer" or similar identification procedures under all laws and regulations applicable to that Finance Party.

SIGNATURES

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages

EUR 550m Facilities Agreement – Third Supplemental Agreement – Signature pages