Hamilton, Bermuda, January 29, 2016
Frontline Ltd. (the “Company”), advises that the Special General Meeting of the shareholders of the Company was held on January 29, 2016 and the shareholders approved a Capital Reorganisation including a 1-for-5 reverse stock split of the Company’s ordinary shares.
The Capital Reorganisation will take effect, and the Company’s ordinary shares will begin trading on a split-adjusted basis on the New York Stock Exchange (“NYSE”) as of the opening of trading on Wednesday, February 3, 2016 and the Oslo Stock Exchange (“OSE”) on February 4, 2016, under the existing trading symbol “FRO.” Conversion of the Company’s shares between the NYSE and OSE will be restricted from February 1, 2016 to February 4, 2016. The new CUSIP number and ISIN number for the ordinary shares following the reverse stock split are G3682E192 and BMG3682E1921, respectively.
When the reverse stock split becomes effective, every five shares of the Company’s issued and outstanding ordinary shares will be automatically combined into one issued and outstanding ordinary share. This will reduce the number of outstanding ordinary shares from approximately 781.9 million shares to approximately 156.3 million shares.
No fractional shares will be issued in connection with the reverse split of the issued and outstanding ordinary shares. Shareholders who would otherwise hold a fractional share of the Company’s ordinary shares will receive a cash payment in lieu thereof at a price equal to that fraction to which the shareholder would otherwise be entitled multiplied by the closing price of the Company’s ordinary shares on the NYSE on December 29, 2015.
Shareholders with shares held in book-entry form or through a bank, broker, or other nominee are not required to take any action and will see the impact of the reverse stock split reflected in their accounts on or after February 3, 2016. Such beneficial holders may contact their bank, broker, or nominee for more information.
Shareholders with shares held in certificate form will receive instructions from the Company’s exchange agent, Computershare, for exchanging their stock certificates for a new certificate representing the ordinary shares resulting from the reverse split.
Additional information about the reverse stock split can be found in the Company’s proxy statement furnished to the Securities and Exchange Commission on January 11, 2016, a copy of which is available on the Commission’s website at www.sec.gov.
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements, which include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. Words such as “believe,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “expect,” “pending” and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections. The information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.