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2014-04-24

Knightsbridge Tankers Limited : VLCCF - Knightsbridge Tankers Limited and Frontline 2012 Ltd. agree to create the leading US listed Capesize company with a fle

Knightsbridge Tankers Limited (Nasdaq: VLCCF) ("Knightsbridge") and Frontline
2012 Ltd. ("Frontline 2012") today announced that they have agreed to combine
Frontline 2012's remaining fleet of 25 fuel efficient vessels with
Knightsbridge. The newbuildings have expected deliveries between September
2014 and September 2016, with five vessels delivering in 2014, 14 vessels in
2015 and six vessels in 2016. Knightsbridge recently acquired five Capesize
newbuildings from Frontline 2012 and one vessel from Hemen Holding Ltd.
("Hemen"). The combination of Knightsbridge and Frontline 2012 Capesize fleet
will create the leading US listed Capesize company with a unique fleet of 39
modern vessels.

Under the agreement in principle, the exchange ratio for the acquisition and
share issuance will be based on NAV using March 31, 2014 broker values. The
Knightsbridge/Frontline 2012 exchange ratio will be 44%/56%. Accordingly,
Knightsbridge has agreed to issue 62.0 million shares to Frontline 2012. The
closing will be executed in two stages, with 31.0 million shares expected to
be issued around September 15, 2014 and 31.0 million shares around March 15,
2015. Following the issuance of the shares, Knightsbridge will have 111
million shares outstanding. Including the Knightsbridge shares already owned
by Frontline 2012 and Hemen, Frontline 2012 will own 70%, other existing
Knightsbridge shareholders 27% and Hemen 3% of Knightsbridge.

It is expected that Frontline 2012 will distribute its shares in Knightsbridge
to its shareholders over time.

The transaction is subject to execution of definitive documentation, normal
closing conditions and regulatory approvals. The transaction will also be
subject to consent from Knightsbridge's shareholders to increase the
Company's authorized share capital to enable and approve the issuance of the
new shares to Frontline 2012.

The net remaining estimated Capex of the 25 Capesize newbuildings is $894
million. Assuming average debt of around $33 million per vessel the
newbuilding program in Knightsbridge is expected to be fully financed. The
Knightsbridge's Board of Directors will seek to optimize Knightsbridge's
capital structure following the transaction to achieve cash breakeven rates
below $15,000 per day.

The Knightsbridge Board of Directors will seek to grow the Company's dividend
per share as the dry bulk market recovers and newbuildings commence
operation.

Commenting on the transaction, Ola Lorentzon, Chief Executive Officer of
Knightsbridge, stated: "The Frontline 2012 transaction will be a
transformative step for the Company and will make us the leading US listed
Capesize owner. With a fleet of 39 modern vessels, of which 34 are "Eco
design" fuel efficient vessels, which could achieve higher time charter
equivalent earnings than existing vessels in any market situation and a
targeted breakeven rate below $15,000 per day, we are setting the groundwork
to be in a unique position to benefit from an expected dry bulk market
recovery. As the market recovers we expect this transaction to be highly
accretive to our cash flow per share and give us the ability to pay high
dividend to our shareholders."

The Chairman of Frontline 2012, John Fredriksen, said: "We are very pleased
to be able to enter into this transaction with Knightsbridge for the
remaining Capesize fleet of 25 newbuidings, which is in line with our
strategic plan of creating pure plays in different shipping segments through
consolidation, divestments and spin offs."

FORWARD LOOKING STATEMENTS
Matters discussed in this report may constitute forward-looking statements.
The Private Securities Litigation Reform Act of 1995 provides safe harbor
protections for forward-looking statements, which 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.

Knightsbridge Tankers Limited and its subsidiaries, or 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. This report and any other
written or oral statements made by us or on our behalf may include
forward-looking statements, which reflect our current views with respect to
future events and financial performance. The words "believe," "anticipate,"
"intend," "estimate," "forecast," "project," "plan," "potential," "will,"
"may," "should," "expect" and similar expressions identify forward-looking
statements.

The forward-looking statements in this report are based upon various
assumptions, including, without limitation, management's examination of
historical operating trends, data contained in our records and 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 statements, whether as
a result of new information, future events or otherwise.

In addition to these important factors and matters discussed elsewhere herein
and in the documents incorporated by reference herein, 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, fluctuations in currencies and interest rates, general market
conditions, including fluctuations in charter hire rates and vessel values,
changes in demand in the dry bulk market, changes in the Company's operating
expenses, including bunker prices, drydocking and insurance costs, the market
for the Company's 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, political events or acts by terrorists, and
other important factors described from time to time in the reports filed by
the Company with the Securities and Exchange Commission, or the Commission.

The Board of Directors
Knightsbridge Tankers Limited
Hamilton, Bermuda
April 24, 2014

Questions should be directed to:

Contacts:

Ola Lorentzon: Chairman, Knightsbridge Tankers Limited, + 46 703 998886
Inger M. Klemp: Chief Financial Officer, Knightsbridge Tankers Limited, +47 23
11 40 76

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Knightsbridge Tankers Limited via Globenewswire

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