d1065668_6-k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES
EXCHANGE ACT OF 1934
For the
month of January 2010
Commission
File Number: 001-162171
NORDIC
AMERICAN TANKER SHIPPING LIMITED
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(Translation
of registrant’s name into English)
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LOM
Building, 27 Reid Street, Hamilton, HM 11, Bermuda
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(Address
of principal executive office)
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Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F
[x] Form 40-F
[ ]
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): [ ].
Note: Regulation S-T Rule
101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely
to provide an attached annual report to security holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): [ ].
Note: Regulation S-T Rule
101(b)(7) only permits the submission in paper of a Form 6-K if submitted to
furnish a report or other document that the registrant foreign private issuer
must furnish and make public under the laws of the jurisdiction in which the
registrant is incorporated, domiciled or legally organized (the registrant's
"home country"), or under the rules of the home country exchange on which the
registrant's securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been distributed to the
registrant's security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission filing on
EDGAR.
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Attached
as Exhibit 1 is a press release of Nordic American Tanker Shipping
Limited, dated January 21, 2010, announcing a public offering to provide for
further acquisitions and giving guidance on its fourth quarter
dividend.
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 authorized.
NORDIC
AMERICAN TANKER SHIPPING LIMITED
(registrant)
Dated: January
22, 2010
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By:
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/s/ Herbjørn Hansson
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Herbjørn
Hansson
Chairman,
Chief Executive Officer and
President
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Exhibit
1
Nordic
American Tanker Shipping Ltd. (NAT)-(NYSE:NAT) Announces Public Offering to
Provide for Further Acquisitions and Gives Guidance on Fourth Quarter
Dividend
Hamilton,
Bermuda, January 21, 2010
Nordic
American Tanker Shipping Limited (the “Company”) today announced an underwritten
public offering of 4,000,000 common shares. The common shares
are being offered pursuant to the Company’s effective shelf registration
statement. The proceeds of the offering are expected to be used to
fund future acquisitions and for general corporate purposes.
As of
January 20, 2010, the Company owned or agreed to acquire 18 modern double-hull
Suezmax tankers, including one secondhand vessel that we have agreed to acquire
and expect to take delivery of no later than March 1, 2010 and two newbuildings
that we expect to take delivery of in 2010. The proceeds of the offering
announced today, together with other financing sources available to the Company,
are expected to enable the Company to make accretive acquisitions, based on
present asset prices, of at least four additional vessels.
Morgan
Stanley is acting as the bookrunning manager for the offering and DnB NOR
Markets, Inc. is acting as co-manager of the offering. The Company
has granted the underwriters a 30-day option to purchase up to 600,000
additional shares to cover over-allotments.
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 January 20,
2010, the closing price of the Company’s common shares on the New York Stock
Exchange was $33.74per share.
The
Company also announced that it expects its dividend per share in respect of the
fourth quarter of 2009 to be in the region of $0.23 per share compared to a
dividend of $0.10 per share for the the third quarter of 2009. This estimate is
based on fourth quarter 2009 charter rates for the Company’s vessels and
estimated levels of operating costs. The estimated dividend per share in respect
of the fourth quarter of 2009 is calculated based on a weighted average of
42,204,904 common shares outstanding during the fourth quarter of
2009. The Company expects to pay the same dividend per share in
respect of the fourth quarter of 2009 for the shares sold in this
offering.
Please
see “Cautionary Statement Regarding Forward Looking Statements” for additional
assumptions on which these estimates are based.
The
average spot market rate for modern Suezmax tankers as reported by IMAREX was
$13,012 per day in the third quarter of 2009 and was $23,682 per day during the
fourth quarter of 2009. Generally, there is a certain time lag between the
actual rates earned by the Company’s vessels and those rates quoted by
IMAREX. The average spot market rates so far in 2010 are
well above the rates for the fourth quarter of 2009.
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. A prospectus supplement related to the offering will be filed with
the Securities and Exchange Commission. When available, copies of the prospectus
and prospectus supplement relating to the offering may be obtained from the
offices of Morgan Stanley at 180 Varick Street, Second Floor, New York, New York
10014, Attention: Prospectus Department or by email at
prospectus@morganstanley.com.
About
the Company
The
Company is an international tanker company that owns 15 modern double-hull
Suezmax tankers and has agreed to acquire an additional three double-hull
Suezmax tankers, of which two are newbuilding Suezmax tankers and one is an
existing Suezmax tanker.
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 world wide 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.
The
Company has filed a registration statement (including a prospectus) with the
Securities and Exchange Commission (SEC) for the offering to which this
communication relates. Before you invest, you should read the prospectus in that
registration statement, the preliminary prospectus supplement relating to this
offering and other documents the Company has filed with the SEC for more
complete information about the Company and this offering. You may get these
documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the Company, any underwriter or any dealer participating in the
offering will arrange to send you the prospectus if you request it by calling
toll-free 1-866- 803-9204. You may also request a copy of these
documents by sending an e-mail to ir@nat.bm or by accessing the Company’s
website at www.nat.bm and clicking on “Investor Relations.”
Contacts:
Scandic
American Shipping Ltd
Manager
for:
Nordic
American Tanker Shipping Limited
P.O
Box 56, 3201 Sandefjord, Norway
Tel:
+ 47 33 42 73 00 E-mail: nat@scandicamerican.com
Web
site: www.nat.bm
Rolf
Amundsen, Investor Relations
Nordic
American Tanker Shipping Limited
Tel:
+1 800 601 9079 or + 47 908 26 906
Gary
J. Wolfe
Seward
& Kissel LLP, New York, USA
Tel:
+1 212 574 1223
Turid
M. Sørensen, CFO
Nordic
American Tanker Shipping Limited
Tel:
+ 47 33 42 73 00 or + 47 905 72 927
Herbjørn
Hansson, Chairman and Chief Executive Officer
Nordic
American Tanker Shipping Limited
Tel:
+1 866 805 9504 or + 47 901 46 291
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