Court rejects Frontline's attempt to stop DHT's acquisition of VLCC fleet
On April 18, 2017, Frontline Ltd. (“Frontline”) filed a complaint against DHT Holdings, Inc., BW Group Limited (“BW”), and each member of the Board of Directors of DHT in the Supreme Court of the State of New York, County of New York. The case is captioned Frontline Ltd., DHT Holdings Inc., BW Group Limited, Robert N. Cowen, Erik A. Lind, Joseph H. Pyne, and Einar Michael Steimler.
Among other things, Frontline alleged that DHT Directors breached their fiduciary duties in connection with the entry by DHT into the previously announced Vessel Acquisition Agreement (“VAA”), dated as of March 23, 2017, between DHT and BW, pursuant to which DHT agreed to acquire 9 very large crude carriers (“VLCCs”) and newbuild contracts for 2 VLCCs from BW. The complaint sought to enjoin the consummation of the transactions contemplated by the VAA, including the delivery of the VLCCs to DHT in exchange for the consideration specified in the VAA.
On April 19, 2017, the Court rejected Frontline’s arguments and issued an order denying Frontline’s motion for a preliminary injunction and temporary restraining order. The reasons cited by the Court for denying Frontline’s motion included the “inexcusable timing” of Frontline’s filing, Frontline’s failure to establish that the Court has jurisdiction over either DHT, DHT Directors or BW and Frontline’s failure to establish a probability of success on its claim that the transaction violated applicable Delaware law at this stage of the case.