Golden State Petroleum Transport Corporation Launches Consent Solicitation

Oct 15, 2010, 12:00 ET from Golden State Petroleum Transport Corporation

HAMILTON, Bermuda, Oct. 15 /PRNewswire/ -- Golden State Petroleum Transport Corporation ("Golden State"), a Delaware corporation, announced today the launch of a 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"), to amend or terminate certain related collateral and management agreements, and to approve the proposed current or future sale, as the case may be, of each of the two very large crude carrier vessels ("VLCCs") that serves as part of the collateral for the Notes.

The purpose of the consent solicitation is, 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 seeks 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.

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, if required, after the termination of the VLCC's current charter and prior to the sale of such VLCC.

The proposed amendments to the Indenture and related collateral and management agreements are fully described in the Golden State consent solicitation statement, dated Oct. 15, 2010. Holders of the Notes are urged to read and carefully consider the information contained in the consent solicitation statement.

Golden State is soliciting consents because, due to current conditions in the charter market for VLCCs, the Manager's efforts to enter into a replacement charter for the Antares Voyager on the terms required by the Indenture (an "Acceptable Replacement Charter") have failed.  Furthermore, the Manager has determined that no Acceptable Replacement Charter is expected to be available after the expiration of the Antares Voyager's current charter on December 7, 2010.  Although the current charter for the Phoenix Voyager will not terminate until at least March 2013, Golden State is seeking to amend the Indenture and related collateral and management agreements in respect of the Phoenix Voyager to avoid incurring the additional expense of seeking further bondholder consent should the Manager determine in the future that an Acceptable Replacement Charter is not available for the Phoenix Voyager when its current charter terminates.

Golden State is offering a consent fee of US $1.00 per US $1,000.00 principal amount of its Notes to holders of record at the close of business on Oct. 14, 2010 that validly provide their consent to the proposed amendments by 5 p.m. EDT on Oct. 28, 2010. Golden State's obligation to accept consents and pay a consent fee to consenting holders is subject to conditions as set forth in the consent solicitation statement.

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

Questions concerning the terms of this solicitation should be directed to Jefferies & Company, Inc. at (877) 877-0696 (toll free) or (212) 284-2435 (collect). Requests for assistance in completing the letter of consent or requests for additional copies of the consent solicitation statement, the letter of consent or other related documents may be directed to D.F. King & Co., Inc. at (800) 967-4612 (toll free) or (212) 269-5550 (Banks and Brokers).

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 is being made solely pursuant to a consent solicitation statement dated Oct. 15, 2010 and the related letter of consent.

SOURCE Golden State Petroleum Transport Corporation