Exhibit 10.23
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]”.
Form of Increase Confirmation
| To: | **The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch **as Facility Agent |
| From: | **CADELER A/S **as Borrower |
| Dated: | 21 May 2026 |
Dear Sirs
**Cadeler ****- Facility Agreement dated 24 November 2025 (the Facility Agreement)**
| 1 | We refer to the Facility Agreement. This agreement (the Agreement) shall take effect as an Increase Confirmation for the purpose of the Facility Agreement. Terms defined in the Facility Agreement have the same meaning in this Agreement unless given a different meaning in this Agreement. |
| 2 | We refer to Clause 2.2 (Increase) of the Facility Agreement. |
| 3 | The Increase Lender agrees to assume and will assume all of the obligations corresponding to € 40,000,000.00 (the Increase Commitment) as if it was an Original Lender under the Facility Agreement. |
| 4 | The proposed date on which the increase in relation to the Increase Lender is to take effect (the Increase Effective Date) is 22 May 2026 or the date of confirmation of this Agreement by the Facility Agent, whichever is later. |
| 5 | On the Increase Effective Date, the Increase Lender becomes party to the relevant Finance Documents as a Lender. |
| 6 | The Increase Lender hereby appoints the Facility Agent to act as its agent under and in connection with the Finance Documents in accordance with Clause 28 (Roles of Facility Agent, Mandated Lead Arrangers and Green Loan Co-ordinator) of the Agreement. |
| 7 | The administrative details of the Increase Lender for the purposes of this Agreement are set out below: |
| Legal name of Lender: | KfW IPEX-Bank GmbH |
| Registered Address: | Palmengartenstraße 5-9 60325 Frankfurt am Main German |
| Contact details for Operational matters: | Name: [REDACTED] Address: see above Tel. Number: [REDACTED] Email address: [REDACTED] |
| Contact details for Credit matters: | Name: [REDACTED] Address: see above Tel. Number: [REDACTED] Email address: [REDACTED] |
| Standard Settlement Instructions Currency: Correspondent Bank Name / SWIFT/ Sort Code: Intermediary Bank Name / SWIFT / Sort Code: Beneficiary name / SWIFT / Sort Code: Beneficiary account name: Beneficiary IBAN / Account Number: | Please refer to the Admin Details form provided |
| 8 | The Increase Lender expressly acknowledges the limitations on the Lenders' obligations referred to in Clause 2.2 (Increase). |
| 9 | This Agreement may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. |
| 10 | This Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law. |
| /s/ Peter Brogaard Hansen | |
| Cadeler A/S as Borrower |
| /s/ Clare Shanahan | /s/ Delphine Deroche | |
| Clare Shanahan | Delphine Deroche | |
| Vice President | Director |
KfW IPEX-Bank GmbH as the Increase Lender
This Increase Confirmation is executed by the Facility Agent and the Increase Effective Date is confirmed on
| /s/ Abdul Hakeem Bin Haji Osman | |
| Abdul Hakeem Bin Haji Osman | |
| Vice President | |
| Issuer Services |
For and on behalf of
The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch