SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13A-16 OR 15D-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2007
Commission File Number: 000-49650
A/S STEAMSHIP COMPANY TORM
(Translation of registrant's name into English)
Tuborg Havnevej 18
DK-2900 Hellerup
Denmark
(Address of principal executive offices)
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): ________.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Set forth herein as Exhibit 1 is a copy of Announcement No. 8 - 2007 -
Agreement on the acquisition of the shipping company OMI Corporation - issued by
A/S STEAMSHIP COMPANY TORM (the "Company") to The Copenhagen Stock Exchange on
April 17, 2007.
Exhibit 1
ANNOUNCEMENT NO. 8 - 2007
17 April 2007
Agreement on the acquisition of the shipping company OMI Corporation
A/S Dampskibsselskabet TORM (TORM) has in cooperation with the shipping company
Teekay Shipping Corporation(Teekay) today signed an agreement with the shipping
company OMI Corporation (OMI), located in Stamford, Connecticut, and listed on
the New York Stock Exchange (web site: www.omicorp.com) to acquire the entire
share capital of OMI. The agreement was unanimously approved and recommended by
OMI's Board of Directors.
The agreement with OMI was made with a company established for this purpose and
with a 50-50% ownership between Teekay and TORM.
The price per share is agreed to USD 29.25 corresponding to a total purchase
price of USD 1.8 billion excluding net interest-bearing debt estimated at
USD 400 million end 2006.
The company's fleet consists of 47 modern vessels - of which 13 are Suezmax
crude oil tankers, 15 MR product tankers, 17 Handysize product tankers incl. 2
newbuildings and 2 LR1 vessels.
When the company is taken over by Teekay/TORM during the coming months, it has
been agreed that the Suezmax vessels as well as 8 product tankers will be taken
over by Teekay, whereas the remaining 26 product tanker will be taken over by
TORM. The agreement is subject to the acceptance from OMI shareholders
representing over 50 percent of OMI's outstanding shares, usual reservations and
approval by the authorities.
In addition to giving TORM a very modern and uniformed product tanker fleet, the
acquisition will ensure TORM's presence in the American market. Furthermore, OMI
has a technical organization in India, which still will be at TORM's disposal
and thereby ensure the neces-sary continuity for the acquired fleet most of
which is chartered out to oil companies on time charter for an average duration
of 2 years.
Teekay and TORM will in close cooperation ensure that the acquisition of the
company takes place in the best possible way in the interest of the employees
and the continued operation of the OMI fleet.
The offer to OMI's shareholders is expected to be circulated on or before 27
April 2007.
TORM's expected pre-tax result for 2007 of USD 780-800 million is not expected
to be affected by the acquisition of OMI. However, transaction and restructuring
costs are not included.
Contact
Klaus Kjaerulff, CEO, tel.: +45 39 17 92 00, mobile: +45 40 10 81 11.
N. E. Nielsen, Chairman, tel.: +45 72 27 00 00, mobile: +45 25 26 33 43.
This document is for informational purposes only and is neither an offer to
purchase nor a solicitation of an offer to sell shares of OMI Corporation.
Aktieselskabet Dampskibsselskabet TORM, Teekay Shipping Corporation and Omaha,
Inc. intend to file an offer to purchase and related materials with the
Securities and Exchange Commission (the "SEC") in connection with the offer to
purchase shares of common stock of OMI Corporation. Once filed, all stockholders
of OMI Corporation are strongly advised to read these materials, and the related
solicitation/recommendation statement that will be filed by OMI Corporation with
the SEC, before any decision is made with respect to the offer, because these
documents will contain important information relating to the offer. These
documents will be available at no charge on the SEC's website at www.sec.gov and
may be obtained for free from the information agent named in the offer
materials.
ABOUT TORM
TORM is one of the World's leading carriers of refined oil products and has
significant activities in the bulk market. The Company operates more than 100
modern and secure vessels, most of them in pool co-operation with other
respected shipping companies, sharing TORM's commitment to safety, environmental
responsibility and customer service.
TORM was founded in 1889. The Company conducts business all over the World and
is headquartered in Copenhagen, Denmark. TORM's shares are listed in Copenhagen
(ticker TORM) as well as on NASDAQ (ticker TRMD). For more information, visit
www.torm.com.
SAFE HARBOUR STATEMENT - FORWARD LOOKING STATEMENTS
Matters discussed in this release may constitute forward-looking statements.
Forward-looking statements reflect our current views with respect to future
events and financial performance and may 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 forward-looking statements in this release are based upon various
assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, management's examination of historical operating
trends, data contained in our records and other data available from third
parties. Although TORM believes 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, TORM cannot assure you that it will achieve or
accomplish these expectations, beliefs or projections.
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, changes in charter hire rates
and vessel values, changes in demand for "tonne miles" of crude oil carried by
oil tankers, the effect of changes in OPEC's petroleum production levels and
worldwide oil consumption and storage, changes in demand that may affect
attitudes of time charterers to scheduled and unscheduled dry-docking, changes
in TORM's operating expenses, including bunker prices, dry-docking and
insurance costs, changes in governmental rules and regulations including
requirements for double hull tankers or actions taken by regulatory authorities,
potential liability from pending or future litigation, domestic and
international political conditions, potential disruption of shipping routes
due to accidents and political events or acts by terrorists.
Risks and uncertainties are further described in reports filed by TORM with the
US Securities and Exchange Commission, including the TORM Annual Report on Form
20-F and its reports on Form 6-K.
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.
A/S STEAMSHIP COMPANY TORM
(registrant)
Dated: April 18, 2007
By: /s/ Klaus Kjaerulff
-----------------------
Klaus Kjaerulff
Chief Executive Officer
SK 03810 0001 766085