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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 August , 2000
Frontline Ltd.
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(Translation of registrant's name into English)
Mercury House, 101 Frontline Street, Hamilton HM 12, Bermuda
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(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
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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
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If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-_____.
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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 July 28, 2000.
Attached as Exhibit 2 is a copy of the press release of the
Company, dated July 31, 2000.
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Exhibit 1
FRO: AGREEMENT REACHED BETWEEN FRONTLINE LTD. AND BENTLEY
INVESTMENTS, S.A. IN GOLDEN OCEAN BANKRUPTCY CASE.
Frontline Ltd. and Bentley Investments S.A. have through
constructive and good faith negotiation executed a letter
agreement which allows Frontline and Bentley to cooperate with
each other in the future and resolves their litigation. The
agreement also sets the stage for Frontline to maximise
recoveries for creditors of Golden Ocean through Frontline's plan
of reorganization. Pursuant to that agreement, Bentley will
withdraw its competing plan of reorganization for Golden Ocean
and fully support the Frontline plan of reorganization. Frontline
shall also have the right to designate a member of Golden Ocean's
board of directors.
Frontline has agreed to seek bankruptcy court approval to enable
it to replace and refinance Bentley as the current postpetition
lender to Golden Ocean. The agreement also provides that, as of
the effective date of the Frontline plan of reorganization,
Golden Ocean will grant Bentley a restricted right of first
refusal with respect to Golden Ocean's dry cargo assets.
The agreement between Frontline and Bentley is conditioned, among
other things, on Frontline's commitment not to reduce the
percentage recoveries to Golden Ocean's unsecured creditors from
that described in Frontline's plan of reorganisation dated as of
July 7, 2000 and the dismissal of certain litigation against
Bentley by the Official Creditors Committee of Golden Ocean.
Bentley Investor Victor Retsis says in a comment to the deal:
"This deal made a lot of sense for both parties. The agreement
puts the disputes and acrimony previously encountered behind us,
and we look forward to dealing with Frontline in the future. It
is obvious that the problems previously encountered were caused
by mutual misunderstandings and the failure to maintain direct
lines of communication."
Chairman of Frontline John Fredriksen says: "I am pleased that we
together with Bentley have been able to resolve the locked up
situation. The negotiations with Bentley were concluded in a
professional way with mutual concessions from both sides. I share
the opinion of Mr. Retsis as to the reasons that led to
unnecessary disputes and acrimony. The agreements put Frontline
in a strong position to progress with its plan for restructuring
of Golden Ocean."
New York, July 28, 2000
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Contact persons:
Frontline: Ola Lorentzon +47-23114000
Tor Olav Troim +47-90688267
Bentley: Philip Tsitseklis +30-945975973
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Exhibit 2
FRO:FRONTLINE SIGNS AGREEMENT WITH GOLDEN OCEAN CREDITORS.
Frontline has reached an agreement with creditors holding USD
101,075,000 of Golden Ocean's 10% Senior Notes due 2001 (the
"Golden Ocean Bonds"). The entire issue of Golden Ocean Bonds
totalled USD 291 million; accordingly, with this agreement,
Frontline has the support of more than USD $210 million of the
Golden Ocean Bonds. Frontline estimates that this amount exceeds
two-thirds of all outstanding unsecured claims against Golden
Ocean. In addition, the Official Committee of Unsecured
Creditors in the Golden Ocean bankruptcy case has also
unanimously decided to support Frontline's restructuring plan for
the company.
Pursuant to the agreement described above, among other things,
the holders of the Golden Ocean Bonds have committed to vote in
favor of the Frontline plan of reorganization in the Golden Ocean
bankruptcy case (the "Frontline Plan"). In return, Frontline
agreed to pay Golden Ocean's unsecured creditors, at their
respective options, Frontline common shares with a value of up to
20% of each allowed claim or cash in the amount of 17% of each
allowed claim. If creditors holding more than USD 97.5 million
in claims elect to receive stock, the distribution of common
shares may be reduced by Frontline on a pro rata basis; in the
event of any shortfall in value (e.g., below 20% returns) as a
result of the foregoing oversubscription, Frontline shall, at its
option, make up such shortfall in cash or by increasing the
amount of common shares to be distributed. Payment to creditors
will occur on the Effective Date of the Frontline Plan, currently
estimated to occur in late September 2000.
The issue price of Frontline common shares under the Frontline
Plan is set to the average Frontline shareprice at Oslo Stock
Exchange for the ten day trading period prior to Effective Date.
The number of shares to be issued will thereby not be determined
before the Effective Date.
These agreements follow the execution by Frontline of an
agreement with Bentley Investments, S.A., whereby Bentley, among
other things, (1) withdrew its competing plan of reorganization
in the Golden Ocean bankruptcy case and (2) agreed to designate a
Frontline representative to the Golden Ocean board of directors.
Frontline expects that it, Golden Ocean and the Creditors'
Committee will work together in order to try reduce the costs of
the Golden Ocean bankruptcy case and Golden Ocean's general
operations.
Frontline's Chairman John Fredriksen says in a comment to the
latest development:
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"The lock up agreement, the support from the Creditor Committee,
and the agreement with Bentley put Frontline in an excellent
position to conclude the financial restructuring of Golden Ocean.
The demand and support for a Frontline paper alternative from the
American bondholders are encouraging and strengthens Frontline's
presence and position in the US capital market.
A full take-over of Golden Ocean will increase Frontline's
controlled fleet to 29 VLCCs and 28 Suezmaxes. Total size of the
fleet will be approximately 13 mill dwt, with an average age of 4
years. All the ships are built after 1990, and the overwhelming
part of the fleet will be double hull tonnage. In addition to the
tanker fleet comes 10 modern bulkcarriers.
With current spot rates, in excess of USD 50.000 for VLCCs, and
USD 40.000 for Suezmaxes, we have already created a company that
based on today's charter fixtures generates more than USD 1.0
million in free cash every day. With the planned take over of
Golden Ocean we should further improve the services to our
clients as well as increase the earnings and value potential for
our shareholders.
The Board remains optimistic about the Company's ability to
generate a superior return to its shareholders in the coming
three to five year period."
New York - July 31, 2000
Contact person : Tor Olav Troim - Tel 47-906 88267
Ola Lorentzon - Tel 47 - 23 11 40 00
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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 August 1, 2000 By /s/ Kate Blankenship
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Kate Blankenship
Company Secretary
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