UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
THE SECURITIES EXCHANGE ACT OF 1934
For the
month of: May 2008
Commission
File Number: 001-13944
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NORDIC
AMERICAN TANKER SHIPPING LIMITED
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(Translation
of registrant’s name into English)
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LOM
Building, 27 Reid Street, Hamilton, HM 11, Bermuda
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(Address
of principal executive office)
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Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F
[X] Form 40-F
[ ]
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): ___
Note:
Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K
if submitted solely to provide an attached annual report to security
holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)7: ___
Note:
Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K
if submitted to furnish a report or other document that the registrant foreign
private issuer must furnish and make public under the laws of the jurisdiction
in which the registrant is incorporated, domiciled or legally organized (the
registrant's "home country"), or under the rules of the home country exchange on
which the registrant's securities are traded, as long as the report or other
document is not a press release, is not required to be and has not been
distributed to the registrant's security holders, and, if discussing a material
event, has already been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes
[_] No [X]
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
82-______________.
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Attached
to this report on Form 6-K as Exhibit 1 is a press release of Nordic American
Tanker Shipping Limited dated May 13, 2008, relating to the pricing of its
previously announced offering of 4,000,000 common shares being offered pursuant
to its effective shelf registration statement.
This
Report on Form 6-K is hereby incorporated by reference into the Company's
Post-Effective Amendment No. 1 to its Registration Statement on Form F-3
(Registration No. 333-137598) filed on May 12, 2008, and its preliminary
prospectus supplement dated May 12, 2008 to its prospectus dated May 12, 2008
relating to such offering of common shares.
Exhibit
1
Nordic
American Tanker Shipping Limited (NYSE:NAT) Prices Public Offering.
Hamilton,
Bermuda, May 13, 2008
Nordic
American Tanker Shipping Limited (the “Company”) today announced that it has
priced an offering of 4,000,000 common shares. The common shares are being
offered pursuant to the Company’s effective shelf registration statement. Morgan
Stanley is acting as the bookrunning manager for the offering, and Dahlman Rose
& Company is acting as a co-manager for the offering. The Company expects to
close the sale of the common shares on May 16, 2008, subject to customary
closing conditions. The Company has granted the underwriters a 30-day option to
purchase up to 600,000 additional shares to cover over-allotments.
On
May 12, 2008, the closing price of the Company’s common shares on the New York
Stock Exchange was $40.08 per share. The common shares purchased by the
underwriters are being offered for resale by the underwriters in an
at-the-market offering in negotiated transactions or otherwise, at market prices
prevailing on the New York Stock Exchange at the time of sale, at prices related
to the prevailing market price or otherwise.
The
net proceeds of the offering are expected to be used to prepare the Company for
further expansion and, in the meantime, the Company intends to use net proceeds
to repay borrowings under its credit facility and for working
capital.
The
offering is being made only by means of a prospectus and related prospectus
supplement. A prospectus supplement related to the offering will be filed with
the Securities and Exchange Commission. When available, copies of the prospectus
and prospectus supplement relating to the offering may be obtained from the
offices of Morgan Stanley at 180 Varick Street, Second Floor, New York, New York
10014, Attention: Prospectus Department or by email at prospectus@morganstanley.com.
The
Company is an international tanker company that owns fourteen modern double-hull
Suezmax tankers including two newbuilding Suezmax tankers that the Company has
agreed to acquire.
CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Matters
discussed in this press release may constitute forward-looking
statements. The Private Securities Litigation Reform Act of 1995
provides safe harbor protections for forward-looking statements in order to
encourage companies to provide prospective information about their
business. Forward-looking statements 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.
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. The words “believe,”
“anticipate,” “intend,” “estimate,” “forecast,” “project,” “plan,” “potential,”
“may,” “should,” “expect,” “pending” and similar expressions identify
forward-looking statements.
The
forward-looking statements in this press release are based upon various
assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, our management’s examination of historical
operating trends, data contained in our records and other 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 statement, whether as a result of
new information, future events or otherwise.
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 and currencies, general market conditions, including fluctuations in
charter rates and vessel values, changes in demand in the tanker market, as a
result of changes in OPEC’s petroleum production levels and world wide oil
consumption and storage, changes in our operating expenses, including bunker
prices, drydocking and insurance costs, the market for our 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 or political events,
vessels breakdowns and instances of off-hire, failure on the part of a seller to
complete a sale to us and other important factors described from time to time in
the reports filed by the Company with the Securities and Exchange Commission,
including the prospectus and related prospectus supplement, our Annual Report on
Form 20-F, and our Reports on Form 6-K.
Contacts:
Scandic
American Shipping Ltd
Manager
for:
Nordic
American Tanker Shipping Limited
P.O
Box 56, 3201 Sandefjord, Norway
Tel:
+ 47 33 42 73 00 E-mail: nat@scandicamerican.com
Rolf
Amundsen, Investor Relations
Nordic
American Tanker Shipping Limited
Tel:
+1 800 601 9079 or + 47 908 26 906
Gary
J. Wolfe
Seward
& Kissel LLP, New York, USA
Tel:
+1 212 574 1223
Herbjørn
Hansson, Chairman and Chief Executive Officer
Nordic
American Tanker Shipping Limited
Tel:
+1 866 805 9504 or + 47 901 46 291
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
NORDIC
AMERICAN TANKER SHIPPING LIMITED
(registrant)
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Dated: May
13, 2008
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By: | /s/ Herbjørn Hansson |
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Chairman,
Chief Executive Officer and
President
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SK 01318 0002 883041