NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR TO U.S. NEWS WIRE
SERVICES OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER
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Frontline 2012 Ltd. ("Frontline 2012" or the "Company") is pleased to announce
that it has completed a private placement of 59 million new ordinary shares of
$2.00 par value at a subscription price of $5.25, raising $310 million in gross
proceeds to the Company (the "Private Placement").
The proceeds from the Private Placement will be used to part finance new
building investments. These investments includes four Capesize newbuilding
contracts and four VLGC newbuilding contracts already committed and leaves
capacity for significant further contracts which are currently at an advanced
negotiating stage or can be exercised through existing option agreements.
The Private Placement was significantly oversubscribed and the shares have been
successfully placed with high quality investors who support the long term
strategy of building Frontline 2012 into the leading global commodity shipping
company focused on modern fuel efficient tonnage.
RS Platou Markets AS, DNB Markets, Fearnley Fonds, Arctic Securities and
SpareBank 1 Markets have acted as joint lead managers and book-runners for the
The Board of Directors
Frontline 2012 Ltd.
January 10, 2013
For further information, please contact:
Jens Martin Jensen: Chief Executive Officer, Frontline Management AS
+47 23 11 40 99
Inger M. Klemp: Chief Financial Officer, Frontline Management AS
+47 23 11 40 76
The Private Placement and this announcement and other information in connection
with the Private Placement may be restricted by law in certain jurisdictions.
Frontline 2012 assumes no responsibility in the event there is a violation by
any person of such restrictions. Persons in whose possession this announcement
or such other information should come are required to inform themselves about
and to observe any such restrictions. This announcement is not for distribution,
directly or indirectly, in or into any jurisdiction in which it is unlawful to
make any such offer or solicitation to such person or where prior registration
or approval is required for that purpose.
This document is not an offer to sell, or the solicitation of an offer to buy or
subscribe for securities in the United States, Australia, Canada, Japan or in
any jurisdiction in which such offer, solicitation or sale is unlawful.
Securities may not be offered or sold in the United States absent registration
under the US Securities Act of 1933 (the "Securities Act") or an exemption from,
or in a transaction not subject to, registration. Subject to certain exceptions,
the securities referred to herein may not be offered or sold in Australia,
Canada or Japan or to, or for the account or benefit of, any national, resident
or citizen of Australia, Canada or Japan. The offer and sale of the securities
referred to herein has not been and will not be registered under the Securities
Act or under the applicable securities laws of Australia, Canada or Japan. The
new shares to be offered may not be offered or sold within the United States,
except to qualified institutional buyers ("QIB"), as defined in Rule 144A under
the U.S. Securities Act ("Rule 144A"), through affiliates of the Managers, in
reliance upon the exemption from the registration requirements provided by
section 4(2) of the U.S. Securities Act Rule 144A, and to certain non-U.S.
persons in offshore transactions in reliance on Regulation S under the U.S.
Securities Act. The shares to be offered will be subject to certain restrictions
This document is only addressed to and is only directed at persons in member
states of the European Economic Area (the "EEA") who are "qualified investors"
within the meaning of Article 2.1(e) of the Prospectus Directive (Directive
2003/71/EC). In addition, in the United Kingdom, these materials are directed
solely at persons who (i) have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) are persons
falling within Article 49(2)(a) to (d) of the Order and other persons to whom it
may lawfully be communicated (all such persons together being referred to as
"relevant persons"). These materials are addressed only to, and directed only
at, relevant persons and qualified investors and must not be acted on or relied
on (i) in the United Kingdom, by persons who are not relevant persons or (ii) in
any member state of the EEA other than the United Kingdom, by qualified
investors. Any investment or investment activity to which these materials relate
is available only to, and will be engaged in only with, in the United Kingdom,
relevant persons, and in any member state of the EEA other than the United
Forward Looking Statements
This press release contains forward looking statements. These statements are
based upon various assumptions, many of which are based, in turn, upon further
assumptions, including Frontline 2012 Ltd's management's examination of
historical operating trends. Although Frontline 2012 Ltd believes that these
assumptions were reasonable when made, because assumptions are inherently
subject to significant uncertainties and contingencies which are difficult or
impossible to predict and are beyond its control, Frontline 2012 cannot give
assurance that it will achieve or accomplish these expectations, beliefs or
Important factors that, in the Company's view, could cause actual results to
differ materially from those discussed in this press release include the
strength of world economies and currencies, general market conditions including
fluctuations in charter hire rates and vessel values, changes in demand in the
tanker market as a result of changes in OPEC's petroleum production levels and
world wide oil consumption and storage, changes in the Company's operating
expenses including bunker prices, dry-docking and insurance costs, changes in
governmental rules and regulations or actions taken by regulatory authorities,
potential liability from pending or future litigation, general domestic and
international political conditions, potential disruption of shipping routes due
to accidents or political events, and other important factors described from
time to time in the reports filed by the Company.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Frontline 2012 Ltd. via Thomson Reuters ONE