Ship Finance International Limited ("Ship Finance" or the
"Company") (NYSE:SFL) today announced that it has increased the
size of the public offering of its Convertible Senior Notes due
2021 (the "Notes") announced September 29, 2016 by $25 million, to
a total of $225 million aggregate principal amount.
In addition, Ship Finance announced the pricing
of its offering of $225 million aggregate principal amount of the
Notes. The Notes will pay interest quarterly in arrears at a rate
of 5.75% per annum and will mature on October 15, 2021, unless
earlier repurchased, redeemed or converted. The Notes will be
convertible, at any time prior to the close of business on the
second scheduled trading day prior to the maturity date, into,
cash, our common shares, or a combination of cash and our common
shares, at the Company's election, as further described in the
offering prospectus. The conversion rate for the Notes will
initially be 56.2596 common of our common shares per $1,000
principal amount of Notes, which is equivalent to an initial
conversion price of approximately $17.77 per common share, and is
subject to adjustment under the terms of the Notes. The conversion
rate of the Notes will be adjusted for dividends in excess of
$0.225 per quarter, subject to adjustment.
The Company intends to use the net proceeds
received from the offering of the Notes for general corporate
purposes, including working capital and the repurchase of all or a
portion of its existing 3.25% convertible notes.
In connection with the Company's offering of the
Notes, a subsidiary of the Company will enter into a share lending
agreement with affiliates of Jefferies LLC, one of the underwriters
of the Notes offering, (the "Share Borrower"), under which it will
lend to the Share Borrower up to 8 million of the Company's common
shares. None of the borrowed shares are newly-issued common shares.
Instead, the shares are provided by way of a loan from one of Ship
Finance's largest shareholders, which is an affiliate of the
Company.
Purchasers of the Notes may separately sell up
to 8 million of the Company's common shares that they may borrow
through the Share Borrower. The Company expects that the selling
shareholders will use the short position created by such sale to
hedge their respective investments in the Notes. Neither the
Company, nor its subsidiaries, nor its shareholders will receive
any proceeds from the sale of the borrowed shares.
Jefferies LLC, ABG Sundal Collier, Inc. and
Morgan Stanley & Co. LLC are acting as book-running managers
for the offering of the Notes, and Clarksons Platou Securities,
Inc. and Seaport Global Securities LLC are acting as co-managers
for the offering of the Notes.
The offering of the Notes is being made, and the
offering of the Common Shares will be made, under separate
prospectus supplements under the Company's existing shelf
registration statement filed with the Securities and Exchange
Commission on September 26, 2016.
The offering of the Notes is being made, and the
offering of the Common Shares will be made, by means of separate
prospectus supplements to the prospectus forming a part of the
Company's shelf registration statement and other related documents.
You may obtain these documents for free by visiting EDGAR on the
Securities and Exchange Commission website at www.sec.gov.
Alternatively, copies of the preliminary prospectus supplement may
be obtained from Jefferies LLC, Attention: Equity Syndicate
Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY,
10022, by email at Prospectus_Department@Jefferies.com or by phone
at +1 877-821-7388, ABG Sundal Collier Inc., Douglas Miller, 850
Third Avenue, Suite 9-C, New York, New York 10022,
douglas.miller@abgsc.com, +1 212-605-3827, or Morgan Stanley &
Co. LLC, 180 Varick Street, 2nd Floor, New York, New York 10014,
Attention: Prospectus Department. Before you invest, you should
read the prospectus supplements and accompanying base prospectus
along with other documents that the Company has filed with the
Securities and Exchange Commission for more complete information
about the Company and these offerings.
September 30, 2016
The Board of Directors Ship Finance
International Limited Hamilton, Bermuda
Investor and Analyst Contact:
Harald Gurvin, Chief Financial Officer: +47
23114009
André Reppen, Senior Vice President: +47
23114055
Media Contact:
Ole B. Hjertaker, Chief Executive Officer: +47
23114011
About Ship Finance
Ship Finance International Limited (NYSE:SFL)
has an unprecedented track record in the maritime industry, being
consistently profitable and paying dividends every quarter since
2004. The Company's fleet of more than 70 vessels is split between
tankers, bulkers, container vessels and offshore assets, and Ship
Finance's long term distribution capacity is supported by a
portfolio of long term charters and significant growth in the asset
base over time.
Cautionary Statement Regarding Forward
Looking Statements
This press release may contain forward looking statements. These
statements are based upon various assumptions, many of which are
based, in turn, upon further assumptions, including Ship Finance
management's examination of historical operating trends. Although
Ship Finance believes that these assumptions were reasonable when
made, because assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible
to predict and are beyond its control, Ship Finance cannot give
assurance that it will achieve or accomplish these expectations,
beliefs or intentions. Important factors that, in the Company's
view, could cause actual results to differ materially from those
discussed in this presentation include the strength of world
economies and currencies, general market conditions including
fluctuations in charter hire 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 the Company's operating expenses including
bunker prices, dry-docking and insurance costs, 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,
and other important factors described from time to time in the
reports filed by the Company with the United States Securities and
Exchange Commission.
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