d1002519_6-k.htm
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 UNDER THE SECURITIES
EXCHANGE
ACT OF 1934
For the
month of June 2009
Commission
File Number: 001-32199
SHIP
FINANCE INTERNATIONAL LIMITED
(Translation
of registrant's name into English)
Par-la-Ville
Place, 14 Par-la-Ville Road, Hamilton, HM 08, Bermuda
(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.
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Attached
as Exhibit 1 is a copy of the press release of Ship Finance International
Limited (the “Company”), dated May 22, 2009, containing information regarding
the dividend with respect to the first quarter of 2009.
This
Report on Form 6-K is hereby incorporated by reference into the Company’s
registration statement on Form F-3 (Registration No. 333-150125), filed with the
U.S. Securities and Exchange Commission (the “SEC”) on April 7, 2008, and the
Company’s amended registration statement on Form F-3/A (Registration No.
333-158162), filed with the SEC on May 6, 2009.
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.
SHIP
FINANCE INTERNATIONAL LIMITED
(registrant)
|
Dated: June
12, 2009
|
By:
|
/s/
Ole B. Hjertaker
|
|
|
|
Name:
|
Ole
B. Hjertaker
|
|
|
|
Title:
|
Chief
Financial Officer
|
|
|
|
|
Ship
Finance Management AS
|
|
|
|
|
|
|
Exhibit
1
SFL
- 1Q-09 DIVIDEND INFORMATION
Hamilton,
Bermuda, May 22, 2009
Ship
Finance International Limited (NYSE:SFL) (“Ship Finance” or “the Company”)
refers investors to its first quarter 2009 earnings release dated May 14, 2009,
in which the Company announced a dividend in the amount of $0.30 per share,
payable to shareholders of record as of May 27, 2009. Commencing with
the opening of trading today, the Company’s common shares have begun trading on
the New York Stock Exchange ex-dividend.
Pursuant
to a prospectus supplement filed with the Securities and Exchange Commission
(“SEC”) on May 22, 2009, shareholders may elect to receive the dividend in the
form of newly issued common shares of the Company. No action is
required to be taken by shareholders wishing to receive a cash
dividend.
Shareholders
electing to be paid the dividend in newly issued common shares will receive
0.0265 common shares for each share held by such shareholder as of the record
date of May 27, 2009. The calculation is based on the volume-weighted average
shareprice of $11.90 on the New York Stock Exchange during the three trading
days ending May 21, 2009, less a 5% discount. If all shareholders elect to
receive common shares, the Company will issue up to 2.0 million newly issued
common shares.
Shareholders
owning common shares registered in their own name as of May 27, 2009, will
receive information by mail containing instructions on how to elect to receive
the dividend in common shares. Shareholders beneficially owning
common shares as of May 27, 2009, that were registered in the name of a broker,
dealer or other nominee should contact the registered holder of such common
shares and instruct such registered holder if they wish to receive the dividend
in additional common shares All shareholder elections must be
received no later than 5:00 p.m., New York City time, on June 26,
2009.
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy the Company’s securities, nor will there be any sale of the
securities in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful. The offering of the stock dividend is being
made only pursuant to a prospectus supplement to the Company’s unallocated shelf
registration statement on Form F-3 (Registration No. 333-158162). The
prospectus supplement was filed with the SEC on May 22,
2009. Shareholders are advised to refer to the prospectus supplement
for additional information regarding the dividend.
Any
questions relating to election of the dividend in common shares should be
directed to your broker, bank, or other nominee, or alternatively to BNY Mellon,
our transfer agent:
U.S. Toll
Free: 1-800-301-3489
International:
+1 201 680 6578
http://www.melloninvestor.com
About
Ship Finance
Ship
Finance is a major ship owning company listed on the New York Stock Exchange
(NYSE: SFL). Including newbuildings, the Company has a fleet of 68 vessels,
including 33 crude oil tankers (VLCC and Suezmax), two chemical tankers, eight
oil/bulk/ore vessels, one dry-bulk carrier, 13 container vessels, six offshore
supply vessels, two jack-up drilling rigs and three ultra-deepwater drilling
units. The fleet is one of the largest in the world and most of the vessels are
employed on long term charters.
More
information can be found on the Company’s website:
www.shipfinance.org
Cautionary
Statement Regarding Forward Looking Statements
This
press release may contain forward looking statements. These statements are based
upon various assumptions, many of which are based, in turn, upon further
assumptions, including Ship Finance management's examination of historical
operating trends. Although Ship Finance believes that these assumptions were
reasonable when made, because assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible to predict and
are beyond its control, Ship Finance cannot give assurance that it will achieve
or accomplish these expectations, beliefs or intentions.
Important
factors that, in the Company's view, could cause actual results to differ
materially from those discussed in this presentation include the strength of
world economies and currencies, general market conditions including fluctuations
in charter hire 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 the Company's operating expenses including
bunker prices, dry-docking and insurance costs, 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, and other important factors described from time to time in the
reports filed by the Company with the United States Securities and Exchange
Commission.