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 2002
NORDIC AMERICAN TANKER SHIPPING LIMITED
(Translation of registrant's name into English)
Cedar House
41 Cedar Avenue
Hamilton HMEX
Bermuda
(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
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INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached hereto is a copy of the quarterly report of Nordic American Tanker
Shipping Limited (the "Company") for the period ended September 30, 2002.
ADDITIONAL INFORMATION
BP Amoco Plc files annual reports on Form 20-F (File No. 1-6262) and
periodic reports on Form 6-K with the Securities and Exchange Commission
pursuant to the Securities Exchange Act of 1934, as amended.
[NATS LOGO]
NORDIC AMERICAN TANKER SHIPPING LTD (NAT)
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS AS OF
September 30, 2002
Overview
--------
In September 1995, the Company offered and sold to the public 11,731,613
Warrants at the initial public offering price of $5.00 per Warrant. The exercise
price of a Warrant was $10.21. Prior to the Exercise Date (September 30, 1997),
the Company did not have any operations other than certain limited operations
related to the acquisition of the Vessels, of which all three were delivered in
the last half of 1997. The Company now owns three modern double hull 150,000 dwt
suezmax tankers. The Vessels were built at Samsung Heavy Industries.
On September 30, 1997 all of the outstanding Warrants of the Company were
exercised at an exercise price of $10.21 per Warrant. The Company received a
total of $119,779,768.73 by issuing a total of 11,731,613 new Common Shares. On
November 30, 1998, the Company's shareholders approved a proposal to allow the
Company to borrow money for the purpose of repurchasing its Shares. On December
28, 1998, the Company purchased 2,107,244 Shares through a "Dutch Auction"
self-tender offer at a price of $12.50 per Share. In addition, the Company paid
$715,000 in transaction costs. After the repurchase, a total of 9,706,606 Shares
are in issue, down from 11,813,850 Shares. The Company funded the repurchase
with the proceeds of a long-term loan from a syndicate of international lenders
in the total amount of $30,000,000.
BP Shipping Ltd (the "Charterer") has agreed to charter each Vessel for a
period of seven years from September 30, 1997. Each Charter is subject to
extension at the option of the Charterer for up to seven successive one-year
periods. During the term of each Charter (including any extension thereof) the
Charterer is obligated to pay (i) the Base Rate, which is charterhire at a fixed
minimum daily rate of $13,500 per Vessel per day (T/C equivalent of $22,000 per
day), payable quarterly in advance and (ii) Additional Hire, to the extent spot
charter rates exceed certain levels, payable quarterly in arrears, from January
1998. The amount of Additional Hire for each quarter, if any, will be determined
by the Brokers Panel.
On January 2, 2002 the Company received $3,645,000 in Base Hire from the
Charterer for the period from January 1 to March 31, 2002. In April 2002 the
Broker Panel determined that there would be no Additional Hire for the period
January 1 to March 31, 2002.
On April 2, 2002 the Company received $3,685,500 in Base Hire from the
Charterer for the period from April 1 to June 30, 2002. In July 2002 the Broker
Panel determined that there would be no Additional Hire for the period April 1
to June 30, 2002.
On July 1, 2002 the Company received $3,726,000 in Base Hire from the
Charterer for the period from July 1 to September 30, 2002. In October 2002 the
Broker Panel determined that there would be no Additional Hire for the period
July 1 to September 30, 2002.
On October 1, 2002 the Company received $3,726,000 in Base Hire from the
Charterer for the period from October 1 to December 31, 2002.
Results of Operations - 3rd quarter 2002
----------------------------------------
The Company's revenues from the Charter Hire for the period July 1 to
September 30, 2002 derived from the Base Hire of $3,726,000 ($13,500 per day per
Vessel).
Net costs during the Report Period were $1,852,859 of which three months
depreciation of the Vessels constitutes $1,707,760.
Net profit during the Report Period was $1,433,735.
Liquidity and Capital Resources
-------------------------------
Total Assets of the Company at September 30, 2002 were $136,851,791
compared to $142,658,488 at December 31, 2001. Cash held at September 30, 2002
was $191,491.
The Company's only source of income is from the contract with BP Shipping.
The contracts for the NAT vessels are drawn up in a way that secures income 365
days a year for the vessels and no off-hire. The contracts with BP Shipping
commenced on October 1, 1997 and run for a minimum of 7 years and a maximum of
14 years if all options are declared. The contracts are guaranteed by BP Amoco
p.l.c.
The Company's dividend policy is to pay to its shareholders dividends that
are substantially equal to the amounts received by it under the Charters, less
fixed administrative and interest expenses.
Dividend Payment
----------------
Based on the minimum Base Hire for the 1st quarter of 2002, from January 1
to March 31 and additional hire for the 4th quarter of 2001, the Board of
Directors declared in January 2002 a Dividend of $3,494,378 or $0.36 per Common
Share. The dividend was paid to Shareholders in February 2002.
Based on the minimum Base Hire for the 2nd quarter of 2002, from April 1 to
June 30, the Board of Directors declared in April 2002 a Dividend of $3,300,246
or $0.34 per Common Share. The dividend was paid to Shareholders in May 2002.
Based on the minimum Base Hire for the 3rd quarter of 2002, from July 1 to
September 30, the Board of Directors declared in July 2002 a Dividend of
$3,203,180 or $0.33 per Common Share to be paid to Shareholders in August 2002.
Based on the minimum Base Hire for the 4th quarter of 2002, from October 1
to December 31, the Board of Directors declared in October 2002 a Dividend of
$3,106,114 or $0.32 per Common Share to be paid to Shareholders in November
2002.
The table below illustrates the historical development of the Dividend per
Common Share:
Period 1997 1998 1999 2000 2001 2002
------ ---- ---- ---- ---- ---- ----
1st Quarter 0.40 0.32 0.34 1.41 0.36
2nd Quarter 0.41 0.32 0.45 1.19 0.34
3rd Quarter 0.32 0.35 0.67 0.72 0.33
4th Quarter 0.30 0.30 0.36 1.10 0.55 0.32
----------- ---- ---- ---- ---- ---- ----
Total USD 0.30 1.43 1.35 2.56 3.87 1.35
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Receipt of Claim from Norwegian Tax Assessment Board
----------------------------------------------------
In September 2002, the Company received a letter from the Tax Assessment
Board of the Norwegian Central Tax Office for Large Corporations, (the "Tax
Board"), stating that the Tax Board had determined that the Company is subject
to Norwegian income taxation for the years 1995 through 2000. The Company
believes that the Tax Board's determination is without merit and erroneous and
intends to contest the assessment vigorously.
While the Company believes that it would have no taxable income even if it
were subject to Norwegian tax for the years 1995 through 2000, the Company
believes that it would have taxable income for 2001 and 2002 if the Norwegian
tax authorities were successfully to assert a similar claim for those years.
The Company has been advised that the decision of the Tax Board may be
appealed to the Norwegian Tax Assessment Appeal Board (the "Appeal Board"). The
Company has been advised that a decision from the Appeal Board may be expected
during the second or third quarter of 2003. If the Appeal Board should decide in
favor of the Tax Board, the Company may make further appeals to the Norwegian
Court of Justice, which has three levels. The Norwegian tax authorities may
appeal a decision in favor of the Company to the County Tax Appeal Board.
The Company's belief that the Tax Board's determination is without merit
and erroneous is based, in part, on an opinion that the Company received from
Norwegian counsel in connection with the Company's warrants offering in 1995, as
described in the Company's offering prospectus. The Company cannot assure
investors of a successful appeal of the Tax Board's determination. Any outcome
that results in the payment of tax would reduce the cash that the Company has
available for distribution to its shareholders under its current distribution
policy.
Controls and procedures
-----------------------
Within 90 days prior to the date of this report, the Company's Chairman and
Chief Executive Officer and Chief Financial Officer carried out an evaluation of
the effectiveness of the Company's "disclosure controls and procedures" (as
defined in the Securities Exchange Act of 1934 Rule 13a-14(c)). Based on that
evaluation, these officers have concluded that as of the evaluation date, the
Company's disclosure controls and procedures were adequate and designed to
assure that material information relating to the Company would be made known to
them by others within the Company.
There were no significant changes in the Company's internal controls, or to
the Company's knowledge, in other factors that could significantly affect the
Company's disclosure controls and procedures subsequent to the evaluation date.
NORDIC AMERICAN TANKER SHIPPING LTD. (NAT)
INCOME STATEMENT INFORMATION
All figures in USD
1/1 - 9/30 1/1 - 9/30 3rd Qtr. 3rd Qtr. All
2002 2001 2002 2001 2001
---- ---- ---- ---- ----
Revenue 11,056,500 24,463,388 3,726,000 5,566,283 28,359,568
Ship Broker Commissions (138,206) (138,207) (46,575) (46,576) (184,781)
Management Fee Expense (187,500) (187,500) (62,500) (62,500) (250,000)
Insurance Expense (63,000) (52,499) (21,000) (17,501) (72,333)
Other Expenses (33,381) (28,772) (15,024) (4,779) (31,406)
Depreciation (5,123,280) (5,123,280) (1,707,760) (1,707,760) (6,831,040)
----------- ----------- ----------- ----------- -----------
Net Operating Income 5,511,133 18,933,130 1,873,141 3,727,167 20,990,008
Financial Income 16,836 175,500 5,368 30,632 189,244
Financial Expenses (1,327,121) (1,335,415) (444,773) (448,364) (1,793,776)
----------- ----------- --------- --------- -----------
Net Financial Items (1,310,285) (1,159,915) (439,406) (417,732) (1,604,532)
Net Profit 4,200,848 17,773,215 1,433,735 3,309,435 19,385,476
--------- ---------- --------- --------- ----------
Earnings per Share 0.43 1.83 0.15 0.34 2.00
Cash Flow per Share 0.96 2.36 0.32 0.52 2.70
BALANCE SHEET INFORMATION
All figures in USD
Sep. 30 Dec. 31
2002 2001
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ASSETS
Vessels 136,620,725 141,744,005
Prepaid Finance charges 32,575 43,435
Prepaid insurance 7,000 70,000
Accounts receivables 0 170,180
Cash and cash on deposit 191,491 630,868
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Total Assets 136,851,791 142,658,488
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LIABILITIES
Other Shareholder Equity 106,725,725 112,522,756
SHAREHOLDER'S EQUITY
9,706,606 Common Shares, 97,066 97,066
par value $.01 per share,
outstanding 50 million
authorized
Other Comprehensive Income (2,019,000) (778,000)
Long Term Debt 30,000,000 30,000,000
Accounts Payable 0 0
Accrued Expenses 2,019,000 778,000
Accrued Interest 29,000 38,666
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Total liabilities & equity 136,851,791 142,658,488
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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)
Dated: November 8, 2002 By:/s/ Herbjorn Hansson
----------------------------
Herbjorn Hansson
President and
Chief Executive Officer
01318.0002 #340500