2013-10-03 08:42:03 -
Frontline 2012 Ltd. (the "Company" or "Frontline 2012") is pleased to
that the Company has entered into an agreement with Stolt-Nielsen Limited
("Stolt-Nielsen") and Sungas Holdings Ltd. ("Sungas") whereby Frontline
become a shareholder in Avance Gas Holding Ltd. ("AGHL") owning 37.5 percent of
the company along with Stolt-Nielsen (31 percent) and Sungas (31 percent).
On October 2, 2013, the Board of Frontline 2012 declared the distribution of a
special dividend consisting of 12.5 percent of the capital stock of AGHL to
Frontline 2012's shareholders, in total 2 million shares to be distributed.
Following the dividend Frontline 2012 will own 25 percent of AGHL.
All non-U.S. shareholders
of Frontline 2012, holding 12,500 shares or more, will
receive 1 share in AGHL for every 124.55 shares they hold in Frontline 2012,
rounded down to the nearest whole share. The remaining fractional shares will be
payable in cash based on the subscription price of $11.78 per AGHL share.
US shareholders can due to regulative issues not receive unlisted shares as
dividend payment and will instead receive cash compensation equal to US$ 11.78
for every 124.55 shares they own in Frontline 2012.
Shareholders holding less than 12,500 shares will also receive the dividend as
cash. In order to finance this cash part of the dividend, Hemen has underwritten
to purchase AGHL shares, equal to this amount, for $11.78 per share.
The shares in AGHL will be distributed to Frontline's shareholders according to
the following schedule.
Declaration date: October 2
Ex Dividend Date: October 4
Record date: October 8
Distribution date: On or about October 16
AGHL will be registered at the over-the-counter market in Oslo (the "Oslo OTC
Market"), and will maintain its share register through the Norwegian VPS (the
Norwegian paperless securities depository system) ("VPS") with all shareholders
required to hold VPS accounts.
The aim is to conduct an initial public offering of AGHL's shares in the US
and/or Norway. Frontline 2012's intention is to make further distributions of
AGHL shares as permitted by applicable law.
AGHL was founded in 2010 and has six full time employees. Stolt-Nielsen will
provide corporate support for AGHL until a separate organization is established.
AGHL's business is concentrated around the ownership and operation of six VLGC
tankers. Two vessels are operated on short term TC and four vessels are operated
in the spot market.
Frontline 2012 and AGHL expect to enter into discussions regarding the purchase
of eight 83,000 cbm VLGC newbuildings from Frontline 2012. The ships have been
ordered by Frontline 2012 from the Jiangnan Changxing Shipyard in China, with
deliveries expected to take place between mid 2014 and end 2015. Frontline 2012
believes that AGHL is well capitalized for further vessel acquisitions.
October 2, 2013
Frontline 2012 Ltd.
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 00
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Source: Frontline 2012 Ltd. via Thomson Reuters ONE