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
For the month of November 2016
Commission File Number: 000-50113
GOLAR LNG LIMITED
(Translation of registrants name into English)
2nd Floor, S.E. Pearman Building
9 Par-La-Ville Road
Hamilton
HM11
Bermuda
(Address of principal executive office)
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 ☒ 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 registrants home country), or under the rules of the home country exchange on which the registrants 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 registrants 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.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Golar LNG Limited (the Company) recently received a commitment from Citibank, N.A. to finance all or a portion of the remainder of the amounts outstanding under its convertible bonds through a new term loan credit facility of up to $150 million, contingent upon, among other things, the consummation of an offering of the Companys common shares for at least $100 million of net proceeds, and which facility would have a term of three years, an interest rate of LIBOR plus a spread, be secured by a specified number of the Companys common units in Golar LNG Partners LP, and in certain cases, cash or cash equivalents, and be available for a single drawdown during a period that extends through to the maturity of its existing convertible bonds. The term loan credit facility remains subject to negotiation and execution of operative documents, including the credit agreement and security documents, each of which will include conditions, representations and warranties, covenants (including financial covenants and loan to value requirements), mandatory prepayment events, facility adjustment events, events of default and other provisions customary for a facility of this nature.
On November 14, 2016 the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(a) | Exhibit 99.1. Press release dated November 14, 2016 |
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.
GOLAR LNG LIMITED |
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Dated: November 14, 2016 |
By: |
/s/ Brian Tienzo |
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Name: |
Brian Tienzo |
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Title: |
Chief Financial Officer |
Exhibit 99.1
Golar LNG Limited Launches Public Follow-On Offering of its Common Stock
Hamilton, Bermuda (November 14, 2016) Golar LNG Limited (the Company) (NASDAQ: GLNG) announced today the commencement of a registered offering of 5,700,000 shares of its common stock. As part of this offering, the underwriters are selling 215,000 common shares to a member of the Companys board of directors. The Company expects to grant the underwriters a 30 day option to purchase up to an additional 855,000 common shares. The proceeds of the offering are expected to be used to partly fund the settlement of the Companys outstanding convertible bonds and will augment a recently received commitment from Citibank N.A. to finance the remainder of the amounts outstanding under the Companys convertible bonds through a new term loan credit facility of up to $150 million.
Citigroup is acting as sole book-running manager. Clarksons Platou Securities, Danske Markets and Evercore ISI are acting as joint lead managers in the offering.
The Company has filed an effective shelf registration statement (including a base prospectus) with the Securities and Exchange Commission (the SEC) related to the offering. Before you invest, you should read the base prospectus in that registration statement, the prospectus supplement related to the offering and the other documents incorporated by reference therein, which the Company has filed with the SEC, for more complete information about the Company and the offering. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies may be obtained from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by calling (800) 831-9146.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. This offering may only be made by means of a prospectus supplement and related base prospectus.
Forward-Looking Statements
This press release contains certain forward-looking statements. Forward-looking statements include any statement that may predict, forecast, indicate or imply future results, performance or achievements. The words believe, anticipate, intend, estimate, forecast, project, plan, potential, may, should, expect, pending and similar expressions identify forward-looking statements. These statements involve known and unknown factors and are based upon a number of assumptions and estimates that are inherently subject to significant risks and uncertainties, many of which are beyond the Companys control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to, those risks and uncertainties described in the prospectus supplement relating to the offering and from time to time in the reports and other documents the Company files with the United States Securities and Exchange Commission, including the Companys most recent Annual Report on Form 20-F. New factors emerge from time to time, and it is not possible for the Company to predict all of these factors. As a result, you are cautioned not to rely on any forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise unless required by law.
Hamilton, Bermuda
November 14, 2016
Enquiries:
Golar Management Limited: + 44 207 063 7900
Brian Tienzo
Stuart Buchanan
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