Published 2022-04-07 00:00:00
Combination between Frontline Ltd. and Euronav NV

Frontline Ltd. and Euronav NV are pleased to announce that the companies have signed a term sheet that has been unanimously approved by the independent members of Frontline's Board of Directors and by Euronav's Supervisory Board, on a potential stock-for-stock combination between the two companies, based on an exchange ratio of 1.45 FRO shares for every EURN share resulting in Euronav and Frontline shareholders owning approximately 59% and 41%, respectively, of the combined group. It is anticipated that Euronav will pay total dividends of up to 12 cents before the closing of the business combination with no impact on the exchange ratio.
If the combination materializes, the combined group would continue under the name Frontline and would continue to operate from Belgium, Norway, UK, Singapore, Greece and the US.
The combined group will be headed by Mr. Hugo De Stoop as the Chief Executive Officer and the Board of Directors of the combined group is expected to consist of seven members, including three current independent Euronav Supervisory Board members, two nominated by Hemen Holding Limited (“Hemen”) and two additional new independent directors. Frontline's
largest shareholder Hemen, and related companies owning shares in Euronav, have committed to support the potential transaction.
Commenting on the possible combination, Mr. John Fredriksen said: “A combination of Frontline and Euronav would establish a market leader in the tanker market and position the combined group for continued shareholder value creation in addition to significant synergies.
The new Frontline would be able to offer value enhancing services for our customers and increase fleet utilisation and revenues which would benefit all stakeholders. I am very excited and give my full support and commitment to this combined platform”.

A combination would create a leading global independent oil tanker operator, with:
- A market capitalization of more than USD 4.2 billion based on market values of the respective companies as of 6 April 2022
- Leading global tanker market participation with 69 VLCC and 57 Suezmax vessels, and 20 LR2/Aframax vessels
- A strong balance sheet and access to attractive financing, supporting industry leading operational break-even levels for the combined fleet
- Leading combined expertise in the shipping industry with the ability to attract and retain world-class talent
- Significant benefits arising from a larger combined fleet leading to, among other benefits, improved overall utilization and cost synergies which will lead to uplifted shareholder value
- Significant synergies related to SG&A and other savings expected to be extracted from the combined entity; and
- Leadership in sustainable shipping, aiming for the highest ESG standards in the industry

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