- Filing of certain prospectuses and communications in connection with business combination transactions (425)
11 December 2008 - 12:30AM
Edgar (US Regulatory)
Filed by Arlington Tankers Ltd.
pursuant to Rule 425
under the Securities Act of 1933
and deemed filed pursuant to
Rule 14a-6 under the Securities Exchange Act of 1934
Subject Company: Arlington Tankers Ltd.
(Commission File Number: 333-153247)
FOR IMMEDIATE RELEASE
ARLINGTONS LARGEST SHAREHOLDER SUPPORTS
MERGER WITH GENERAL MARITIME
STENA AB AND CONCORDIA MARITIME TO VOTE FOR THE
MERGER
HAMILTON, BERMUDA December 10, 2008 Arlington Tankers Ltd. (NYSE: ATB) today announced that it
was informed that its largest shareholder, Stena AB and Concordia Maritime, intends to vote FOR
the merger of Arlington Tankers and General Maritime at Arlingtons upcoming December 16, 2008
Special General Meeting of Shareholders. Based on their filings with the SEC, as of May 7, 2008,
Stena and Concordia Maritime directly and indirectly owned an aggregate of 2,787,772 common shares,
or approximately 18.0% of Arlingtons outstanding shares.
Mr. Peter Claesson, Chief Financial Officer of Stena commented, As a shareholder of Arlington
Tankers since its inception in 2004, we support the combined companies efforts to increase
shareholder value over the long term.
Mr. Hans Noren, President of Concordia Maritime commented, We believe that the merger will be
beneficial to shareholders. We expect that the merger will create a tanker company with a strong
balance sheet; balanced chartering strategy, attractive dividend target, and the financial strength
to grow.
Arlington encourages all shareholders to vote their shares promptly by phone, Internet, or by
mailing their proxy card. Shareholders can contact MacKenzie Partners at (800) 322-2885 if they
have any questions or need any assistance in voting their shares.
Important Additional Information has been Filed with the SEC
In connection with the proposed transaction, Galileo Holding Corporation has filed a Registration
Statement on Form S-4 (as well as amendments thereto) with the SEC. Such registration statement,
which has been declared effective by the SEC, includes a definitive Joint Proxy
Statement/Prospectus of General Maritime and Arlington. Investors and security holders are urged to
read the Joint Proxy Statement/Prospectus regarding the proposed transaction carefully because it
contains important information about General Maritime, Arlington, the proposed
transaction and
related matters. You may obtain a free copy of the Joint Proxy Statement/Prospectus and other
related documents filed by General Maritime, Arlington and Galileo Holding with the SEC at the
SECs website at
www.sec.gov
. These documents may also be obtained for free by accessing General
Maritimes website at
www.generalmaritimecorp.com
or by accessing Arlingtons website at
www.arlingtontankers.com
.
About Arlington Tankers Ltd.
Arlington Tankers Ltd. is an international, seaborne transporter of crude oil and petroleum
products. Arlingtons fleet consists exclusively of eight, modern double-hulled vessels and is one
of the youngest tanker fleets in the world, with an average vessel age of approximately 5.0 years.
The fleet consists of two V-MAX tankers, which are specially designed very large crude carriers,
two Panamax tankers and four Product tankers. All of Arlingtons vessels are employed on long-term
time charters. Arlington was incorporated in Bermuda in September 2004. Arlington completed its
initial public offering on the New York Stock Exchange on November 10, 2004.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
This press release contains forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based
on managements current expectations and observations. Included among the important factors that,
in General Maritimes and Arlingtons view, could cause actual results to differ materially from
the forward looking statements contained in this press release are the following: the ability to
obtain the approval of the transaction by General Maritimes and Arlingtons shareholders; the
ability to realize the expected benefits to the degree, in the amounts or in the timeframe
anticipated; the ability to integrate Arlingtons businesses with those of General Maritime in a
timely and cost-efficient manner; changes in demand; a material decline in rates in the tanker
market; changes in production of or demand for oil and petroleum products, generally or in
particular regions; greater than anticipated levels of tanker newbuilding orders or lower than
anticipated rates of tanker scrapping; changes in rules and regulations applicable to the tanker
industry, including, without limitation, legislation adopted by international organizations such as
the International Maritime Organization and the European Union or by individual countries; actions
taken by regulatory authorities; changes in trading patterns significantly impacting overall tanker
tonnage requirements; changes in the typical seasonal variations in tanker charter rates; changes
in the cost of other modes of oil transportation; changes in oil transportation technology;
increases in costs including without limitation: crew wages, insurance, provisions, repairs and
maintenance; changes in general domestic and international political conditions; changes in the
condition of General Maritimes or Arlingtons vessels or applicable maintenance or regulatory
standards (which may affect, among other things, the companys anticipated drydocking or
maintenance and repair costs); changes in the itineraries of General Maritimes or Arlingtons
vessels; the fulfillment of the closing conditions under, or the execution of customary additional
documentation for, General Maritimes agreements to acquire vessels and other factors listed from
time to time in General Maritimes or Arlingtons filings with the SEC, including, without
limitation, their respective Annual Reports on Form 10-K for the year ended December 31, 2007 and
their respective subsequent reports on Form 10-Q and Form 8-K. The ability of General Maritime,
Arlington, or the combined company to pay dividends in any period will depend upon factors
including applicable provisions of law and the final determination by the Board of Directors each
quarter after its review of the combined companys financial performance. The timing and amount of
dividends, if any, could also be affected by factors affecting cash flows, results of operations,
required capital expenditures, or reserves. As a result, the amount of dividends actually paid may
vary from the amounts currently estimated. General Maritime and Arlington disclaim any intention or
obligation to update any forward-looking statements as a result of developments occurring after the
date of this document.
Contact
:
Arlington Tankers Ltd.
Edward Terino, President, Chief Executive Officer and Chief Financial Officer
203-221-2765
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