-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GY59HEr7ERIAjR+hEqoK+QFYrAcPpPaZIXAs7EJEbXrKV3fzvGWmCpiKtLlOo+gc q2rC1aFWcj/oeP0OIAdF1Q== 0000919574-98-001227.txt : 19981201 0000919574-98-001227.hdr.sgml : 19981201 ACCESSION NUMBER: 0000919574-98-001227 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 19981130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOLDEN OCEAN GROUP LTD CENTRAL INDEX KEY: 0001058092 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: SEC FILE NUMBER: 333-08468 FILM NUMBER: 98760836 BUSINESS ADDRESS: STREET 1: PO BOX 265 STE 6 TOWER HILL HOUSE STREET 2: LA BORDAGE ST PETER PORT CITY: GY1 3QU CHANNEL ISLA STATE: X0 MAIL ADDRESS: STREET 1: PO BOX 265 STE 6 TOWER HILL HOUSE STREET 2: LE BORDAGE ST PETER PORT GY1 3QU CITY: CHANNEL ISLANDS 6-K 1 FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November, 1998 GOLDEN OCEAN GROUP LIMITED (Translation of registrant's name into English) P.O. Box 265, Suite 6 Tower Hill House, Le Bordage St. Peter Port, GY1 3QU Channel Islands (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F X Form 40-F 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 GOLDEN OCEAN GROUP LIMITED QUARTERLY REPORT 30th SEPTEMBER, 1998 CHAIRMAN'S STATEMENT This statement accompanies Golden Ocean Group Limited's report for the third quarter of 1998. This shows a loss for the first nine months of 1998 of $15.4 million. Although this amount seems large, it is in line with our budget expectations. These take into account the interest burden on the Senior Notes which, in the period covered by this report, totalled $23.1 million. Golden Ocean will only generate sufficient income to meet the Senior Note interest cost once the major part of our double hull VLCC fleet has been delivered. The results for the first nine months of 1998 are reviewed more fully in the attached Management's Discussion and Analysis. During the third quarter we took delivery of our second double hull VLCC, the NEW VISTA and of two handymax bulk carriers, the GOLDEN PROTEA and GOLDEN ALOE. We also placed an order with Hitachi Zosen for a 75,000 dwt. panamax bulk carrier with delivery in the third quarter of 1999. This will replace the GOLDEN DISA sold in the second quarter of this year. The most significant potential changes in the quarter to our fleet are the options we have taken to purchase seven VLCCs. These have been ordered by subsidiaries of our parent company, Golden Ocean Limited for delivery in 2000 and 2001. By taking the options we avoid a potential conflict of interest. I am constantly asked how this differs from making direct orders ourselves. The most significant difference is that we are not obligated to exercise the options and purchase vessels. The options convey the right to acquire the vessels but, by entering into them we incur no obligations to the shipyards. The options are transferable and could if necessary be sold to a third party. They are exercisable at any time between delivery of the vessel from the builder and the first anniversary thereof. Most importantly, the options give us the opportunity to complete a modern fleet which is big and flexible enough to meet the requirements of even the largest charterers. We will have the third largest VLCC fleet in the world and the biggest double- skinned. Since writing in the second quarter report produced in August, the changes in the economic factors that drive our business have been significant. On the positive side weakening charter rates have now begun the accelerated scrapping of older units that we have anticipated. So far this year 16 older VLCCs have been scrapped or otherwise deleted against 10 deliveries. Other changes have been : 2 (a) The yen has strengthened against the dollar from 146 at the time of my last statement to 115 in mid October and 121 at the time of writing. This increases the dollar cost of the ten VLCC newbuildings we have contracted for in yen, eight of which are still to be financed. In dollar terms the price of these vessels will have increased from below $70 million when the yen was at its weakest to an average at present of $82 million. This increases the amount of finance which we need to raise to take delivery of each vessel. I might add that keeping the contracts in yen has been the right strategy. Had we converted the VLCC contracts into dollars at the time of ordering the average cost would have exceeded $90 million. (b) Generally, the value of newbuilding VLCCs has fallen by 12% since the start of the year, of which 4% has been since the end of the second quarter. The prime reason for this has been the need of Korean shipyards to sacrifice profit for cash flow. (c) Turbulence in capital markets has reduced the willingness of banks to provide shipping loans and has increased lending margins by around 50 basis points over LIBOR. Accordingly we have had to provide $3 million additional cash collateral to complete the NEW VISTA financing. The GOLDEN VICTORY financing is now expected to be for $12 million less than that indicated to us at the end of July. (d) Single voyage charter rates for modern VLCCs have decreased from $42,700 in July to $26,600 in the last month. This removes the profit share contribution of the NEW VANGUARD and NEW VISTA and reduces our share of the earnings of the joint venture owned GOLDEN FOUNTAIN. Reflecting this market weakness three year period charter rates have reduced from an average of $39,000 to $31,000 per day. Weakening spot charter markets, whilst they might accelerate scrapping of obsolete tonnage, make it more difficult to arrange profitable long term charters, particularly for more distant delivery dates. However we take comfort from the fact that our earliest unchartered VLCC that requires financing is not due for delivery until June 1999. We delayed issue of this quarter's report for a few days so that we could include information on the financing of the GOLDEN VICTORY due for delivery in early January 1999. At the time of writing we are still a few days away from a financial commitment but this is expected within the near future. We recognise that we have been going through a period of adverse fundamentals in our business. Our business continues to be viable in current conditions and the long term outlook remains 3 positive. In spite of the financial crisis hitting Asian economies, energy demand continues to increase. Our vision and determination remain unchanged. We will build the world's largest and best fleet of modern double skinned VLCCs. Fred W Y Cheng November 25, 1998 4 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The Group is an international owner, operator and manager of VLCCs and dry bulk carriers. The Group focuses on long-term chartering of newbuilding vessels to third parties. FLEET REVIEW A fleet list is included at the back of this report. The Group has a delivered fleet of thirteen ships comprised of eight dry bulk vessels and five VLCCs. It has on order thirteen VLCCs and four dry cargo vessels. Of the delivered fleet, one existing VLCC and two dry cargo vessels are owned by joint ventures, as are two of the VLCC newbuildings. In addition the Group has options to purchase a further seven VLCCs for delivery in 2000 and 2001. In the third quarter of 1998 there were three additions to the fleet: the Handymax GOLDEN PROTEA was delivered in early September followed by its sister vessel the GOLDEN ALOE later in the same month. Both vessels have been placed on long-term time charter to Safmarine, the national carrier of South Africa. The second of the company's double-hulled VLCCs, the NEW VISTA, was also delivered in September. This vessel has been bareboat chartered to Hong Kong Ming Wah Shipping Co. for ten years. RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 1997 OPERATING REVENUES Net operating revenues (charter income less brokers' commissions) for the nine months ended September 30, 1998 were $33.9 million compared with $35.4 million for the nine months ended September 30, 1997. This decrease resulted from changes in the wholly owned fleet. The Company sold two vessels in December 1997, a third in January 1998 and the GOLDEN DISA in June 1998. In the same period the Company took delivery of five wholly owned vessels but three of these deliveries were in September 1998. The company will see the benefit of the earnings of these vessels from the fourth quarter of 1998 onwards. In large part due to these fleet changes, available operating days of 1,996 were 17% lower in the first nine months of 1998 than in the first nine months of 1997 (2,393 days). 5 Total operating revenues for the nine months ended September 30, 1998, including the Group's share of profits of joint ventures, increased by 4% to $38.0 million compared with $36.7 million for the nine months ended September 30, 1997, primarily due to an improvement in earnings of joint ventures. SHARE OF EARNINGS OF JOINT VENTURES The Group's currently operating joint ventures are the owning companies of the GOLDEN FOUNTAIN, the GOLDEN DAISY and the GOLDEN ROSE. The Company's share of earnings of joint ventures for the nine months ended September 30, 1998 was $2.6 million compared with a loss of $0.4 million for the same period in 1997. This improvement is due in part to the increased earnings of the GOLDEN FOUNTAIN, which achieved average hire income, including profit share, of $32,500 per day in the first nine months of 1998 compared with $27,300 over the same period in 1997. The result for the period also benefited from the earnings of the GOLDEN DAISY (delivered in February) and GOLDEN ROSE (delivered in April). OPERATING EXPENSES Vessel operating costs which include crew wages and expenses, insurance, lubricating oils, stores and spares, repairs and maintenance decreased by 6% to $7.7 million for the nine months ended September 30, 1998 compared with $8.2 million for the nine months ended September 30, 1997. Due to the changes in the fleet, depreciation expense decreased by 8% to $11.4 million for the nine months ended September 30, 1998 compared with $12.4 million for the nine months ended September 30, 1997. The increase in administrative expenses reflects the higher level of corporate activity and tonnage under construction. Administrative expenses were $6.5 million for the nine months ended September 30, 1998 compared with $2.3 million for the nine months ended September 30, 1997. Administrative expenses principally cover expenses of the subsidiary agents of the Group in London and Tokyo and affiliated agents of the Group in Hong Kong, Shanghai and Vancouver, together with audit, administrative and legal fees. Where affiliated agents have been used, these costs have been charged to the Group on an actual cost basis. Primarily as a result of the developments referred to above, total operating expenses for the nine months ended September 30, 1998 were $27.0 million compared with $24.0 million for the nine months ended September 30, 1997. 6 NET OPERATING INCOME As a result of the foregoing, net operating income decreased by 13% to $11.0 million for the nine months ended September 30, 1998, compared with $12.6 million for the nine months ended September 30, 1997. OTHER INCOME/EXPENSES Foreign exchange gains for the nine months ended September 30, 1998 were $8.1 million compared with $10.1 million for the nine months ended September 30, 1997. The foreign exchange gains were due principally to the appreciation of the Dollar against the Yen. At September 30, 1997, the exchange rate was Yen 120.73 per $1 while at December 31, 1997, the rate was Yen 130.0 per $1. By September 30, 1998, the Dollar had strengthened to an exchange rate of Yen 136.1 per $1, an appreciation of 5% in the nine months and 13% over the full twelve-month period. Interest income, mainly from escrow funds held as security for the Senior Notes and from the uninvested portion thereof, amounted to $3.2 million in the nine months ended September 30, 1998. Interest expense increased by $22.7 million to $36.7 million as compared with $14.0 million for the nine months ended September 30, 1997, primarily due to the issuance of the Senior Notes. The interest expense for the nine months ended September 30, 1998 represents an average interest cost of 5.25% on interest bearing secured loans and capital leases and an overall interest cost of 10.5% on all debt including the Senior Notes. NET INCOME As a result of the foregoing, the net loss was $15.4 million for the nine months ended September 30, 1998, against a profit of $10.3 million for the nine months ended September 30, 1997. OUTLOOK FOR CURRENT YEAR As all delivered vessels in the wholly owned fleet are either on time charter or bareboat charter, some of the constituent factors of net operating income are relatively predictable. With the heavy cost of servicing the Senior Notes, a loss for the full year is expected. However the results in the fourth quarter of 1998 will vary from those in the first nine months due among others, to the following factors : (a) The last quarter of 1998 will have the full benefit of the earnings of the NEW VISTA (delivered September 14, 1998), GOLDEN PROTEA (delivered September 1, 1998) and GOLDEN ALOE 7 (delivered September 24, 1998). No further changes to the composition of the fleet are planned for the last quarter of 1998. (b) The Yen has depreciated against the Dollar from Yen 130.0 per $1 at December 31, 1997 to Yen 136.1 per $1 at September 30, 1998. Changes in the exchange rate of Yen to Dollars between September 30, 1998, and the year-end will affect the Company's result of operations. (c) The time charter of the GOLDEN FOUNTAIN ended on the 7th September and the vessel is currently employed in the voyage charter market. These voyages are yielding an average of $25,000 time charter equivalent earnings per day. Management continues to monitor market conditions for favourable time charter opportunities. (d) The principal amount of Senior Notes outstanding after the exercise of the Note warrants has increased to $291.4 million from $200 million. After capitalisation of the cost of pre-delivery finance of VLCCs ordered with proceeds of the Senior Notes, Note interest expense for the full year will be $31.7 million compared with $7.0 million in 1997. LIQUIDITY AND CAPITAL RESOURCES Total shareholders' equity at September 30, 1998 was $109.8 million compared to $125.2 million at December 31, 1997. The decrease was due to the charge for the nine months ended September 30, 1998 of the net loss of $15.4 million. Long term debt as of September 30, 1998 consists of $231.8 million of 10% Senior Notes on an accreted value basis and $418.0 million of long term secured debt and obligations under capital leases. At September 30, 1998 the Company had cash and cash equivalents of $12.5 million compared with $6.4 million at December 31, 1997. This included restricted or escrow cash of $4.7 million at September 30, 1998 and $1.4 million at December 31, 1997. Cash and cash equivalents increased by $6.1 million as a result of operating activities and the balance of proceeds from the issuance of a further $91,382,000 of Senior Notes on March 2, 1998. These Notes were issued at a price of $756.60 per $1,000 principal amount and generated net proceeds of $52.7 million after issue expenses and funds placed in escrow. Management believes that the Company will be able to enter into long-term charters for each of the remaining unchartered VLCC newbuildings and that, on the strength of these charters, it will be able to arrange long term financing. Since the last quarterly 8 report, the Company has concluded arrangements for the charter of the GOLDEN VICTORY (due for delivery in January 1999). The GOLDEN VICTORY has been time chartered for seven years from delivery. On the strength of this charter, financing of the remaining payments due to the shipyard is being arranged. There can be no assurance that such financing will be concluded. Management is now focusing on arranging suitable long-term charters for the five remaining unfinanced VLCCs to be delivered in 1999. Committed payments on these five unfinanced VLCCs total Y35.3 billion and $79.7 million. At September 30 exchange rate these payments due amount to $339.0 million. In the past, the Company has been granted deferrals from its builders in instances where the negotiation of financing has been in progress. While the company is negotiating financing, failure to conclude financing in appropriate amounts or failure of the builders to revise their payment schedules in the absence of such financing could result in the Company's being unable to meet these commitments. The Company will not be able to meet these payments unless suitable financing is arranged. 9 GOLDEN OCEAN GROUP LIMITED (INCORPORATED IN LIBERIA) CONSOLIDATED BALANCE SHEETS (EXPRESSED IN US$'000) September 30 December 31 1998 1997 ASSETS CURRENT ASSETS Cash and cash equivalents 12,521 6,419 Inventories 431 392 Trade accounts receivable 309 303 Due from related parties 1,909 - Investment in direct financing sub-lease 1,553 1,554 Prepaid expenses and other accounts receivable 1,868 1,374 Short term investments 28,479 19,581 Vessel under capital lease, net - 40,149 Total current assets 47,070 69,772 Vessels owned, net 424,152 274,023 Vessel under capital lease, net 76,950 40,414 Vessels under construction 124,350 129,692 Options to purchase vessels 48,650 - Investment in joint ventures 6,607 4,018 Loans to joint ventures 22,186 21,192 Investment in direct financing sub-lease 28,622 31,183 Long term investments - 18,490 Goodwill, net 18,634 19,219 Deferred note issue costs, net 9,753 9,313 Total assets $806,974 $617,316 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current maturities of long term debt 19,765 13,955 Obligations under capital leases 5,340 30,016 Trade accounts payable and accrued expenses 3,359 3,344 Note interest payable 2,428 6,667 Accrued profit share - 6,243 Time charter income received in advance 2,535 2,572 Amounts due to related parties 297 289 Drydocking and special survey provisions 1,425 713 Total current liabilities 35,149 63,799 Other loans 13,010 12,265 Long term debt 304,486 188,646 10 Obligations under capital leases 88,436 61,119 Notes payable 231,762 150,281 Amounts due to shareholder 23,922 15,649 Drydocking and special survey provisions 410 318 Total liabilities 697,175 492,077 11 September 30 December 31 1998 1997 SHAREHOLDERS' EQUITY Share capital - - Additional paid in capital 63,661 63,661 Retained earnings 46,138 61,578 Total shareholder's equity 109,799 125,239 Total liabilities and shareholders' equity $806,974 $617,316 12 GOLDEN OCEAN GROUP LIMITED (INCORPORATED IN LIBERIA) CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (EXPRESSED IN US$'000) 9 months 9 months ended ended 9/30/98 9/30/97 OPERATING REVENUES Charter income 34,261 35,969 Brokers' commission (337) (531) Share of earnings/(losses) of joint ventures 2,589 (358) Interest on direct financing sub-lease 1,446 1,661 Total operating revenue 37,959 36,741 OPERATING EXPENSES Vessel operating costs 7,669 8,211 Administrative expenses 6,516 2,250 Depreciation and amortisation expense 11,423 12,401 Amortisation of goodwill 584 98 Drydocking and special survey costs 805 1,135 Total operating expenses 26,997 24,095 Net operating income 10,962 12,646 OTHER INCOME (EXPENSES) Foreign exchange gain 8,109 10,077 Interest income 3,192 346 Interest expense (36,702) (14,020) Other income (expenses) 89 340 Gain on disposal of vessel - 1,553 Loss on disposal of vessel (1,090) - Loss on disposal of interest in joint venture - (599) Net other income (26,402) (2,303) Net income (15,440) 10,343 Retained earnings at beginning of the period 61,578 52,468 Retained earnings at end of the period $46,138 $62,811 ADDITIONAL FINANCIAL INFORMATION EBITDA 23,659 25,504 Ratio of earnings to fixed charges 0.47 1.43 EBITDA to interest expense, net 0.64 1.82 13 GOLDEN OCEAN GROUP LIMITED (INCORPORATED IN LIBERIA) CONSOLIDATED STATEMENTS OF CASH FLOWS (EXPRESSED IN US$'000) 9 months 9 months ended ended 9/30/98 9/30/97 CASH FLOWS FROM OPERATING ACTIVITIES Net income (15,440) 10,343 Adjustments to reconcile net income to net cash provided by operating activities: Foreign exchange gain (8,109) (10,077) Depreciation and amortisation expense 11,423 12,401 Share of earnings of joint ventures (2,589) 358 Gain on disposal of vessel - (1,553) Loss on disposal of vessel 1,090 - Loss on disposal of interest in joint venture - 599 Amortisation of note discount 12,341 970 Amortisation of goodwill 584 98 Amortisation of deferred note issue costs 2,374 184 Net change in: Inventories (39) 4 Trade accounts receivable (7) 834 Prepaid expenses and other accounts receivable (1,825) (106) Trade accounts payable and accrued expenses 14 (2,293) Note interest payable (4,238) 1,667 Accrued profit share (6,243) - Other accounts payable - (2,424) Time charter income received in advance (37) 482 Drydocking and special survey provisions 805 603 Net cash provided by operating activities (9,897) 12,089 CASH FLOWS FROM INVESTING ACTIVITIES Loans to joint ventures (994) (46) Received from disposal of interest in joint venture - 3,250 Payments received on direct financing sub-lease 1,114 1,208 Additions to vessels under construction (215,356) (144,775) Payments to acquire options on vessels (48,650) - 14 Proceeds from sale of vessels 62,415 27,000 Payments to acquire pledged investments (13,645) (37,334) Proceeds from redemption of investments 24,569 - Acquisitions, net of cash - (20,073) Net cash used in investing activities (190,547) (170,769) 15 9 months 9 months ended ended 9/30/98 9/30/97 CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long term debt 197,101 82,687 Repayment of long term debt (34,429) (31,994) Payment of capital lease obligations (28,824) (4,192) Proceeds from other loans - 10,513 Repayment of other loans - (21,856) Amounts due to related party (1,902) (5,002) Advances by shareholder 8,274 - Proceeds of note issue 69,140 144,716 Payments for deferred note issue costs (2,814) (10,025) Net cash provided by financing activities 206,547 164,848 Net increase in cash and cash equivalents 6,102 6,168 Cash and cash equivalents at beginning of period 6,419 2,975 Cash and cash equivalents at end of period $12,521 $9,143 16 FLEET LIST AT SEPTEMBER 30, 1998 Yard Vessel Dwt Type Month/Year Delivery Tanker Fleet Hitachi Golden Fountain 280,000 VLCC Jan 1995 Hitachi Golden Stream 260,000 VLCC Mar 1995 Hitachi Navix Astral 260,000 VLCC Mar 1996 Hitachi New Vanguard 298,500 VLCC Mar 1998 Hitachi New Vista 298,500 VLCC Sep 1998 Hitachi Golden Victory 298,500 VLCC Jan 1999 MHI Hull 2138 305,000 VLCC Mar 1999 MHI Hull 2139 305,000 VLCC Jun 1999 Hitachi Hull 5888 298,500 VLCC Jun 1999 Hitachi Hull 5788 298,500 VLCC Aug 1999 KHI Hull 1618 300,000 VLCC Aug 1999 Hitachi Hull 5988 298,500 VLCC Oct 1999 KHI Hull 1628 300,000 VLCC Dec 1999 Hitachi Hull 6378 298,500 VLCC Feb 2000 KHI Hull 1638 300,000 VLCC Mar 2000 Hitachi Hull 6388 298,500 VLCC Mar 2000 Hitachi Hull 6398 298,500 VLCC Jun 2000 KHI Hull 1668 300,000 VLCC Aug 2000 5,296,500 Option Vessels (1) Hitachi Hull 6618 298,500 VLCC Oct 2000 KHI Hull 1688 300,000 VLCC Dec 2000 Hitachi Hull 6678 298,500 VLCC Jan 2001 Hitachi Hull 6688 298,500 VLCC Mar 2001 Hitachi Hull 6698 298,500 VLCC May 2001 Hitachi Hull 6668 298,500 VLCC May 2001 KHI Hull 1698 300,000 VLCC Nov 2001 2,092,500 (1) The vessels are not part of the GOGL fleet. They may be purchased by subsidiaries of GOGL from affiliated companies upon exercise of options. Each option is exercisable only following delivery of the relevant vessel from its builder. Dry Bulk Fleet NKK Golden Poterne 150,000 Capesize Bulk Carrier Jan 1996 NKK Channel Alliance 170,000 Capesize Bulk Carrier Oct 1996 NKK Channel Navigator 170,000 Capesize Bulk Carrier Jan 1997 NKK Channel Poterne 170,000 Capesize Bulk Carrier Feb 1997 Oshima Golden Daisy 46,902 Handymax Bulk Carrier Feb 1998 Oshima Golden Rose 46,902 Handymax Bulk Carrier Apr 1998 Tsuneishi Golden Protea 45,000 Handymax Bulk Carrier Sep 1998 Tsuneishi Golden Aloe 45,000 Handymax Bulk Carrier Sep 1998 17 Tsuneishi Cos Hero 45,000 Hanydymax Bulk Carrier Jan 1999 Hitachi Golden Disa 75,000 Panamax Bulk Carrier Mar 1999 Hitachi Golden Nerina 75,000 Panamax Bulk Carrier Jul 1999 Hitachi Hull 6288 75,000 Panamax Bulk Carrier Oct 1999 1,113,804 18 _________________________________ GOLDEN OCEAN GROUP LIMITED Golden Ocean Group Limited Suite 6, Tower Hill House, The Bordage, St Peter Port, Guernsey, Channel Islands GY1 3QU http://www.gocean.com Golden Ocean Services Inc Clarendon House, Church Street, Hamilton, Bermuda Golden Ocean Services (UK) Limited Golden Ocean House, 8 Elder Street, London E1 6BT Telephone: +44 171 375 0868 Facsimile: +44 171 375 1586 e-mail: london@gocean.com Golden Ocean Services (Japan) Co. Ltd Golden Ocean House, 1-36 Minami-Azabu 5-Chome, Minato-Ku, Tokyo 106, Japan Golden Ocean Group (Hong Kong) Ltd 3106 Alexandra House, 16/20 Chater Road, Hong Kong Telephone: +852 2801 7878 Facsimile: +852 2801 7818 e-mail: goghk@netvigator.com 19 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. GOLDEN OCEAN GROUP LIMITED (registrant) Dated: November 27, 1998 By: /s/Fred W.Y. Cheng Fred W.Y. Cheng Chairman 20 02052005.AA1 -----END PRIVACY-ENHANCED MESSAGE-----