Golden State Petroleum Transport Corporation Announces Results of Consent Solicitation

HAMILTON, Bermuda, Dec. 15, 2010 /PRNewswire/ -- Golden State Petroleum Transport Corporation ("Golden State"), a Delaware corporation, announced today the results of its consent solicitation to amend the indenture (the "Indenture") relating to its 8.04% First Preferred Mortgage Notes due 2019 (CUSIP 38121E AJ2/ISIN US38121EAJ29) (the "Notes") and certain related agreements. The consent solicitation expired at 5 p.m. EST on December 14, 2010 (the "Expiration Time").

As of the Expiration Time, Golden State had received the consent of holders of $99 million aggregate principal amount of the Notes, representing approximately 92 percent of the Notes outstanding as of the record date. Golden State has therefore received valid consents from holders of a majority in principal amount outstanding of the Notes to amend the Indenture and to amend or terminate those certain related collateral and management agreements. Golden State will enter into a supplemental indenture giving effect to certain amendments to the Indenture.  In addition, and as provided in the consent solicitation documents, Golden State expects to pay the consent fee on February 2, 2011, or as soon as practicable thereafter, upon receipt of instructions from the Information and Tabulation Agent.

The purpose of the consent solicitation was, among other things, (a) to seek approval for the proposed sale of the m.t. Antares Voyager (the "Antares Voyager"), one of the VLCCs that serves as part of the collateral for the Notes, (b) to provide for the Antares Voyager's release as collateral under the related collateral agreements and (c) to amend and clarify certain other provisions in the Indenture and related collateral and management agreements. The consent solicitation also sought approval for the sale in 2013, if necessary, of the m.t. Phoenix Voyager (the "Phoenix Voyager"), the other VLCC that serves as part of the collateral for the Notes, and the Phoenix Voyager's release as collateral under the related collateral agreements in the event of such a sale.  Also, solely to the extent necessary to comply with the purposes set forth above, certain related collateral agreements entered into in connection with the Indenture will be amended or terminated.

In addition, the management agreement for each VLCC will be amended to provide the trustee under the Indenture and Frontline Ltd., the manager of the VLCCs (the "Manager"), additional flexibility in the furnishing and acceptance of an Adequate Bid (as defined in the consent solicitation statement) for the sale of the VLCCs, and to permit the Manager to charter a VLCC in the spot charter market or on time charters, if required, after the termination of the VLCC's current charter and prior to the sale of such VLCC.  

Jefferies & Company, Inc. acted as the Solicitation Agent for the consent solicitation. D.F. King & Co., Inc. acted as the Information and Tabulation Agent.

Advisory: This press release is for informational purposes only and is not being made in any jurisdiction in which the making of this announcement would violate the laws of such jurisdiction, nor is it an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to any securities. The solicitation was made solely pursuant to a consent solicitation statement dated December 8, 2010 and the related letter of consent.

SOURCE Golden State Petroleum Transport Corporation