Frontline Plc — M&A Activity 2017

Apr 27, 2017

FRO - Filing of Complaint

FRO - Filing of Complaint

Frontline Ltd. (NYSE/OSE: FRO) yesterday demanded that the Board of DHT halt all

efforts to enforce, give effect to or permit, the poison pill arrangements and

allow shareholders of DHT the opportunity to consider and vote on Frontline's

April 25 proposed business combination.  DHT's Board has not agreed to halt the

restrictions imposed by the poison pill or to commence negotiations with

Frontline on its proposed offer.

Accordingly, Frontline has today filed a complaint in the Marshall Islands

(where DHT is incorporated) to immediately enjoin portions of the unfair

transaction documents into which DHT has entered that would permit BW Group to

establish 45% ownership of DHT (even as other shareholders cannot exceed 10%).

Frontline has also sought an injunction as to the poison pill and other related

anti-takeover defenses DHT has erected.  (Frontline today dismissed a related

action it brought in New York, where the court previously held it did not have

jurisdiction over DHT or BW Group.)

We continue to urge the Board of DHT to negotiate in good faith with Frontline

over its proposed offer, and not to contravene their duties to DHT's

shareholders.  In doing so, we are exercising our rights as shareholders in DHT.

We will continue to explore all courses of action available to us in order to

ensure that all shareholders of DHT receive equitable treatment.

April 26, 2017

The Board of Directors

Frontline Ltd.

Hamilton, Bermuda

Contacts:

Robert Hvide Macleod: Chief Executive Officer, Frontline Management AS

+47 23 11 40 84

Inger M. Klemp: Chief Financial Officer, Frontline Management AS

+47 23 11 40 76

Additional Information

This  communication does not constitute an offer  to sell or the solicitation of

an  offer to buy any securities or a  solicitation of any vote or approval. This

communication  relates to a  proposed business combination  transaction with DHT

proposed  by Frontline, which may become the subject of a registration statement

filed  with the Securities and Exchange Commission (the "SEC"). This material is

not  a substitute for the prospectus and/or proxy statement Frontline would file

with the SEC regarding the proposed transaction if such a negotiated transaction

with  DHT is reached or for any other document which Frontline may file with the

SEC  or send to  DHT or Frontline  stockholders in connection  with the proposed

transaction.  INVESTORS AND SECURITY  HOLDERS OF Frontline  AND DHT ARE URGED TO

READ  ANY SUCH DOCUMENTS FILED  WITH THE SEC CAREFULLY  IN THEIR ENTIRETY IF AND

WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT

THE  PROPOSED  TRANSACTION.  Such  documents  would  be available free of charge

through the web site maintained by the SEC at www.sec.gov

Forward-Looking Statements

Matters   discussed   in   this  communication  may  constitute  forward-looking

statements.  The Private Securities Litigation  Reform Act of 1995 provides safe

harbor  protections  for  forward-looking  statements,  which 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.  Words  such  as  "believe",  "anticipate",  "intends",

"estimate",   "forecast",   "project",  "plan",  "potential",  "may",  "should",

"expect", "pending" and similar expressions identify forward-looking statements.

The  forward-looking  statements  in  this  communication are based upon various

assumptions.   Although we believe  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, we cannot assure you that we will achieve or accomplish

these  expectations, beliefs  or projections.  The information  set forth herein

speaks  only as of the date hereof,  and we disclaim any intention or obligation

to  update any forward-looking statements as  a result of developments occurring

after the date of this communication. In addition to these important factors and

matters  discussed elsewhere herein, important factors  that, in our view, could

cause  actual results to differ materially  from those discussed in the forward-

looking  statements  include  DHT's  failure  to accept Frontline's proposal and

enter into a definitive agreement to effect the transaction, fluctuations in the

value  of  Frontline  common  shares  issued  in  connection  with  the proposed

acquisition,  the strength  of world  economies, fluctuations  in currencies and

interest  rates, general  market conditions,  including fluctuations  in charter

hire  rates and vessel values, changes in demand in the dry bulk market, changes

in  our operating  expenses, including  bunker prices,  drydocking and insurance

costs,  the market for our  vessels,  availability of financing and refinancing,

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, political events  or acts by terrorists, and

other  important factors described from time to time in the reports filed by the

Frontline with the Securities and Exchange Commission.

This  information is subject  to the disclosure  requirements of section 5-12 of

the Norwegian Securities Trading Act.