Frontline 2012 Ltd. ("Frontline 2012") refers to the announcement October 7, 2104 from Knightsbridge Shipping Limited ("Knightsbridge") and Golden Ocean Group Limited ("Golden Ocean") that the two companies have entered into an agreement and plan of merger (the "Merger Agreement"), pursuant to which the two companies have agreed to merge, with Knightsbridge as the surviving legal entity (the "Combined Company").
The Combined Company will be renamed Golden Ocean Group Limited upon completion of the merger. As a result of the expected merger, the Combined Company would become one of the world's leading dry bulk companies with a modern fleet of 72 vessels, of which 36 are newbuildings under construction. The merger is subject to approval by the shareholders of Golden Ocean and Knightsbridge in separate special general meetings expected to be held in December 2014 or January 2015 and the merger is expected to close shortly thereafter. Completion of the merger is also subject to the execution of certain definitive documents, customary closing conditions and regulatory approvals.
Frontline 2012 has as the main shareholder of Knightsbridge, currently owning 58% of Knightsbridge, entered into a voting agreement to vote all of its shares in favor of the merger.
The Board of Frontline 2012 believes the Combined Company is uniquely positioned to benefit from an expected recovery of the dry bulk market. The Combined Company will have a unique fleet and strong balance sheet and be one of the world's leading dry bulk shipping companies. With the current weakness in the dry bulk market, the Board believes there will be attractive consolidation opportunities going forward.
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 Ltd's management's examination of historical operating trends. Although Frontline 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 intentions.
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 with the United States Securities and Exchange Commission.
The Board of Directors
Frontline 2012 Ltd.
Hamilton, Bermuda
October 7, 2014
Questions should be directed to:
Jens Martin Jensen: Chief Executive Officer,
Frontline Management AS
+47 23 11 40 00
Inger M. Klemp: Chief Financial Officer,
Frontline Management AS
+47 23 11 40 76
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Frontline 2012 Ltd. via Globenewswire
