Financial News

Hamburg, 30 October 2015

Hapag-Lloyd adjusts price range and offer structure

Price range set at EUR 20 to EUR 22 per share / Gross proceeds for Hapag-Lloyd remain at approximately US$ 300 million / Listing planned for 6 November 2015

Due to ongoing market volatility, Hapag-Lloyd ("the Company") and its existing shareholders after consultation with the Joint Global Coordinators have decided to adjust the price range and the offer structure in the course of the initial public offering ("IPO") of Hapag-Lloyd.

The new price range has been set at EUR 20 to EUR 22 per share. Under the adjusted offer structure, the number of shares from the capital increase has been increased to up to 13,228,677 shares that the Company will sell based on the offer price and will be such number of shares as is necessary to still provide the Company with gross proceeds of approximately US$300 million (about EUR 265 million). Core shareholders Kühne Maritime ("Kühne") and Compañía Sud Americana de Vapores (CSAV) have reiterated their cornerstone orders of US$ 30 million each. Further up to 1,984,301 shares from the holdings of TUI-Hapag Beteiligungs GmbH ("TUI") will be offered to cover potential over allotments. The new offer structure does not provide TUI with an additional shares placement option.

The adjusted offering consists of a total of up to 15,212,978 shares of Hapag-Lloyd. The new total offering size including primary proceeds for Hapag-Lloyd and potential over allotments can amount up to approximately US$ 345 million (about EUR 304 million). This would imply a free float of up to 18 per cent across the price range, including existing Hapag-Lloyd shareholders with an ownership of below 5 per cent.

The supplement to the IPO prospectus indicating the amended terms of issue still requires approval from the German Financial Supervisory Authority (BaFin), which is expected during the course of today. The offer period for the new shares had previously been extended until 3 November 2015.

Upon successful conclusion of the offering, the shares are expected to start trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange and the regulated market of the Hamburg Stock Exchange on 6 November 2015 under the German Securities Code (WKN) HLAG47 and International Securities Identification Number (ISIN) DE000HLAG475.

Berenberg, Deutsche Bank and Goldman Sachs International are acting as Joint Global Coordinators and Joint Bookrunners. Citigroup, Credit Suisse, HSBC and UniCredit have been mandated as additional Joint Bookrunners. DZ BANK, ING and M.M.Warburg & CO will act as Co-Lead Managers.
 

About Hapag-Lloyd

With a fleet of 188 modern container ships, Hapag-Lloyd is one of the world's leading container liner shipping companies. The Company has approx. 10,000 employees at 349 sites in 116 countries. Since the merger with CSAV's container business in December 2014, the Hapag-Lloyd fleet has offered a total transport capacity of around one million standard containers (TEU) as well as a container fleet of 1.6 million TEU - including one of the world's largest and state-of-the-art reefer fleets. 128 liner services worldwide ensure fast, reliable connections between all the continents. Hapag-Lloyd is a founding member of the G6 Alliance, one of the largest shipping alliances worldwide. Hapag-Lloyd is one of the leading operators in the Atlantic and Latin America trades.

Disclaimer

These materials may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Shares") of Hapag-Lloyd AG (the "Company") in the United States, Germany or any other jurisdiction. The Shares of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Shares of the Company have not been, and will not be, registered under the Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in, and in reliance on, Rule 144A under the Securities Act.

This publication constitutes neither an offer to sell nor a solicitation to buy securitie of Hapag-Lloyd AG. The offer is being made solely by means of, and on the basis of, the published securities prospectus (including any amendments thereto, if any). An investment decision regarding the publicly offered securities of Hapag-Lloyd AG should only be made on the basis of the securities prospectus. The securities prospectus is available free of charge from Hapag-Lloyd AG, Ballindamm 25, 20095 Hamburg, Germany, or on the Hapag-Lloyd AG website.

In the United Kingdom, this document is only being distributed to and is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.