FRO - Approval and Publication of Prospectus

HAMILTON, BERMUDA - November 16, 2015

 

Reference is made to the announcement dated July 2, 2015, that Frontline Ltd. (NYSE/OSE: FRO) ("Frontline") and Frontline 2012 Ltd. (NOTC: FRNT) ("Frontline 2012") have entered into an agreement and plan of merger, pursuant to which the two companies have agreed to enter into a merger transaction, with Frontline as the surviving legal entity and Frontline 2012 becoming a wholly-owned subsidiary of Frontline.

Reference is also made to the announcement dated May 29, 2015, that Frontline had entered into a heads of agreement to amend the terms of the long-term charter agreements with Ship Finance International Limited ("Ship Finance") for the remainder of the charter period, under which 55 million new shares in Frontline were issued to Ship Finance on June 5, 2015.

As previously announced, Frontline and Frontline 2012 will hold special general meetings of shareholders to approve the merger on November 30, 2015.

The Norwegian Financial Supervisory Authority has today approved a prospectus dated November 16, 2015 for the listing of (i) 55,000,000 new shares in Frontline, each with a par value of USD 1.00, already issued in a share issue directed towards Ship Finance pursuant to the agreement on amended charter structure for the long-term charter agreements between Frontline and Ship Finance, and (ii) up to 583,562,102 new shares in Frontline, each with a par value of USD 1.00 (the "Merger Shares"), which form part of the consideration for the merger (the "Prospectus").

The Prospectus will be available on www.frontline.bm. Copies of the Prospectus may also be obtained by contacting Frontline, c/o Frontline Management AS, tel: [phone]. Shareholders are urged to read the Prospectus carefully because it contains important information on, among other things, the merger, the exchange of Frontline 2012 shares for Frontline shares upon consummation of the merger, Frontline and Frontline 2012 and admission to trading of the new shares in Frontline on the Oslo Stock Exchange.

Pending the consummation of the merger, which remains subject to shareholder approval, the following indicative timetable contains important dates relating to the merger and the commencement of trading of the Merger Shares in Frontline on the Oslo Stock Exchange (subject to change):

November 30, 2015

• Special General Meetings of Frontline and Frontline 2012 to approve the merger.
• Last day of trading in Frontline 2012 shares inclusive of right to receive Merger Shares. Last day of listing of Frontline 2012 on the Norwegian over-the-counter list (NOTC).
• Registration of the completion of the merger with the Registrar of Companies in Bermuda (after close of trading on the Oslo Stock Exchange and the NOTC).

December 1, 2015