Hamilton, Bermuda, December 12, 2017
Nordic American Tankers Limited (the “Company”) today announced an underwritten public offering of $100 million of its common shares pursuant to the Company’s effective shelf registration statement. At the Company’s request, the underwriters have reserved for sale an aggregate of approximately $1.2 million of its common shares for certain members of the Company’s board of directors, management and advisors, which includes approximately $1.0 million to be purchased by the Company’s Chairman and Chief Executive Officer and his immediate family. The Company also intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the offering.
On December 1, 2017 NAT established a sale/leaseback arrangement for the three newbuilds to be delivered in 2018. The well known Aker Group of Norway (via 66.2% owned Ocean Yield) is behind this arrangement. The major Scandinavian banks, DnB of Norway and SEB of Sweden have established important guarantee provisions related to the recapitalization of NAT.
The Company intends to use the net proceeds of this offering, together with proceeds from recapitalization transactions, primarily to repay outstanding amounts under its current credit facility, finance the expansion of its fleet and for general corporate purposes.
The common shares purchased by the underwriters are expected to be offered for resale from time to time in negotiated transactions or otherwise, at market prices on the New York Stock Exchange prevailing at the time of sale, at prices related to such prevailing market prices or otherwise. On December 11, 2017, the closing price of the Company’s common shares on the New York Stock Exchange was $3.66 per share.
Morgan Stanley, Clarksons Platou Securities, Inc., DNB Markets, Inc., Skandinaviska Enskilda Banken AB (publ) and Seaport Global Securities LLC are acting as joint book-running managers for the offering.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. The offering is being made by means of a prospectus and related prospectus supplement. Copies of the prospectus and prospectus supplement relating to the offering may be obtained from the offices of Morgan Stanley & Co. LLC at 180 Varick Street, Second Floor, New York, New York 10014, Attention: Prospectus Department.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
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 in order to encourage companies to provide prospective information about their business. Forward-looking statements 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.
The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “plan,” “potential,” “will,” “may,” “should,” “expect,” “pending” and similar expressions identify forward-looking statements.
The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management’s examination of historical operating trends, data contained in our records and other data available from third parties. 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. We undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand in the tanker market, as a result of changes in OPEC’s petroleum production levels and worldwide oil consumption and storage, changes in our operating expenses, including bunker prices, drydocking and insurance costs, the market for our vessels, availability of financing and refinancing, 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, vessels breakdowns and instances of off-hires and other important factors described from time to time in the reports filed by the Company with the Securities and Exchange Commission, including the prospectus and related prospectus supplement, our Annual Report on Form 20-F, and our reports on Form 6-K.
Herbjørn Hansson, Chairman & CEO
Nordic American Tankers Limited
Tel: +1 866 805 9504 or +47 90 14 62 91
Bjørn Giæver, CFO
Nordic American Tankers Limited
Tel: +1 888 755 8391 or +47 91 35 00 91
Gary J. Wolfe
Seward & Kissel LLP, New York, USA
Tel: +1 212 574 1223