UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May , 2001
------------------------------------------
Frontline Ltd.
-----------------------------------------------------------------
(Translation of registrant's name into English)
Mercury House, 101 Front Street, Hamilton, HM 12, Bermuda
-----------------------------------------------------------------
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes _______ No X
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-_______
Item 1. INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached as Exhibit 1 is a copy of the press release of Frontline
Ltd. (the "Company"), dated April 23, 2001.
Attached as Exhibit 2 is a copy of the press release of the
Company dated April 27, 2001.
2
Exhibit I
FRO - PRESS RELEASE
Oslo, Monday April 23, 2001
Frontline announces public offer for all shares in Mosvold
Shipping
Today, Frontline Ltd. announced that it intends to present a
public offer for all outstanding shares in Mosvold Shipping Ltd.
at 5.50 Norwegian Kroner per share. The offer represents a 34%
premium over Mosvold Shipping's average closing price for the
last 30 days on the Oslo Stock Exchange. This values Mosvold
Shipping at approximately 420 million Norwegian Kroner
(approximately USD 46 million).
The offering document will be sent to all shareholders of Mosvold
Shipping this week with an acceptance period of two weeks.
Frontline controls 12% of the share capital of Mosvold Shipping
Ltd. through shares and forward contracts.
The main pre-conditions for the offer are
-- that shareholders representing minimum 95% of Mosvold
Shipping's issued and outstanding shares accept the offer.
-- that Frontline Ltd. is given the opportunity to review the
loan agreement in respect of Mosvold Shipping Ltd.'s
convertible loan and finds this not to include terms which
will influence Frontline Ltd.'s valuation of Mosvold Shipping
negatively.
-- that the board of Mosvold Shipping declares that Frontline
Ltd. will have complied with its duty to make an offer to all
shareholders in Mosvold Shipping according to Art. 42 in
Mosvold Shipping's Bye-laws by making the offer.
-- That the board of Mosvold Shipping declares that it will not
make use of the provisions of Art. 35 in Mosvold Shipping's
Bye-laws as a basis for denying approval of any transfer of
shares to Frontline as a consequence of the offer.
Any of these pre-conditions may be waived by Frontline.
Frontline Ltd. is the Bermuda registered holding company of the
world's largest crude oil tanker group. The company has a market
capitalisation of approximately NOK 14 billion, and is listed on
the Oslo and London Stock Exchanges and on the NASDAQ. Mosvold
Shipping Ltd. is a Bermuda registered holding company of a crude
oil tanker company listed on the Oslo Stock Exchange. The public
offer for Mosvold is strategically based on Frontline's wishes to
continue the consolidation process within the highly fragmented
tanker industry. A combination Mosvold and Frontline will reduce
the combined cost structure. The inclusion of Mosvold's
3
newbuilding program will also further strengthen Frontline's
position as the premium operator of modern tanker tonnage.
The financial advisor to Frontline and arranger of the public
offer is Orkla Enskilda Securities ASA. Fearnley Fonds ASA is
co-manager of the transaction.
Questions may be directed to: Tor Olav Troim, +47 23 11 40 00
Kate Blankenship, +1 441 295 6935
4
Exhibit 2
FRO - ACQUISITION
Offer for shares in Mosvold Shipping Ltd.
Frontline Ltd. has today submitted the formal offer document
relevant to its previously announced offer for shares in Mosvold
Shipping Ltd. to the Oslo Stock Exchange. The offer document was,
simultaneously, distributed to relevant brokers and the non-US
shareholders of Mosvold Shipping Ltd.
Frontline Ltd. has reduced the number of preconditions for the
offer as compared to its previous announcement. The preconditions
are now as follows:
-- that acceptances from shareholders receiving the offer
representing in aggregate no less than 95% of their
shares are received by the end of the acceptance period;
-- that all material terms relevant to Mosvold Shipping
Ltd.'s convertible loan agreement have been disclosed to
the market in accordance with the regulations of the
Oslo Stock Exchange.
Frontline has retained its right to waive either or both of these
preconditions.
Frontline intends to approach the board of Mosvold Shipping Ltd.
during the course of next week for the purpose of clarifying the
board's position on the issues of:
-- whether or not the board accepts that the offer made
represents compliance by Frontline with the obligations
set forth in Art. 42 in Mosvold Shipping Ltd.'s Bye-
laws;
-- whether or not the board intends to refuse to approve a
transfer of more than 50% of the outstanding shares in
Mosvold Shipping Ltd. to Frontline as per Art. 35 in the
Bye-laws should Frontline receive acceptances which in
aggregate exceed this level.
Frontline will also seek to obtain confirmation from the board of
Mosvold Shipping Ltd. that the company has complied with its
disclosure obligations in relation to the convertible loan
agreement.
Following recent purchases Frontline now controls 11,298,708
shares in Mosvold Shipping Ltd. corresponding to 14.7% of the
company's outstanding shares.
5
Hamilton, Bermuda
27 April, 2001
Contact persons: Tor Olav Troim, +47 23 11 40 00
Kate Blankenship, +1 441 295 6935
6
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorised.
Frontline Ltd.
-------------------------
(Registrant)
Date May 2, 2001 By /s/ Kate Blankenship
------------------ -------------------------
Kate Blankenship
Secretary
7
02089009.AD9