Reference is made to the press release from DHT of 31 May 2011 regarding the voluntary exchange offer (the “Offer”) for all of the issued and outstanding shares of Saga Tankers ASA (“Saga”).
The combined offer document and document containing equivalent information to a prospectus (the “Offer Document”) has been reviewed and approved by the Oslo Stock Exchange in accordance with Section 6-14 of the Norwegian Securities Trading Act and reviewed by the Financial Supervisory Authority of Norway in accordance with Section 7-13, cf. Sections 7-4 no 6 and 7-5 no 7 of the Norwegian Securities Trading Act. The approval by Oslo Stock Exchange is limited to the exchange offer described in chapter 5 of the Offer Document.
The consideration in the Offer is 0.25 shares of DHT common stock for each share in Saga, to be issued on or about 2 August 2011, on the terms set out in the Offer Document. DHT will issue up to 21,694,352 shares of common stock as consideration to the shareholders in Saga. The offer period is from and including 6 July 2011 to and including 20 July 2011 at 09:00 (CET). Completion of the Offer is subject to conditions set out in the Offer Document being satisfied or waived by DHT. Shareholders representing 75.2% of the total share capital of Saga have given their pre-acceptances to the Offer, subject to customary conditions.
The Offer Document will, subject to restrictions under applicable securities laws, be available during the offer period at the website of DHT, www.dhtankers.com, and the website of Carnegie, www.carnegie.no. Further, the Offer Document will, subject to restrictions under applicable securities laws, be sent to the shareholders of Saga.About DHT Holdings, Inc. DHT Holdings, Inc., being listed on the New York Stock Exchange (NYSE: DHT), was established in 2005. DHT currently operates a fleet of 12 double-hull crude oil tankers, of which 11 are wholly owned by the company. The fleet consists of six VLCCs, two Suezmax tankers and four Aframax tankers. Eight of the vessels are on medium-term time charters, two are on long-term bareboat charters and two are operating in the Tankers International Pool. For further information: www.dhtankers.com. This information is subject to the disclosure requirements according to section 5-12 of the Norwegian Securities Trading Act. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act. It is expected that the Offer will be subject to a Tier I exemption pursuant to Rule 14d-1(c) of the U.S. Securities Exchange Act of 1934, as amended, and that the issuance of DHT shares in connection therewith will be exempt from registration under the U.S. Securities Act of 1933, as amended, pursuant to Rule 802 thereof. The Offer and the distribution of this announcement and other information in connection with the Offer may be restricted by law in certain jurisdictions. DHT assumes no responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.
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