Rickmers Holding GmbH & Cie. KG Company Presentation. November 13th, 2013

Transcription

1 Rickmers Holding GmbH & Cie. KG Company Presentation November 13th, 2013

2 Disclaimer This document and its contents are confidential and not meant for forwarding, transmission, publication, duplication, or disclosure (in wholly or partly) to other persons. Outside of Germany the distribution of this document may be restricted by applicable laws. This document does not constitute an offer to sell or an invitation to make an offer to buy or subscribe for securities of Rickmers Holding GmbH & Cie. KG. This document includes 'forward-looking statements'. Forward-looking statements are all statements, which do not describe facts of the past, but containing the words "believe", "estimate", "expect", "anticipate", "assume", "plan", "intend", "could", and words of similar meaning. These forward-looking statements are subject to inherent risks and uncertainties since they relate to future events and are based on current assumptions and estimates of Rickmers Holding GmbH & Cie. KG, which might not occur at all or occur not as assumed. They therefore do not constitute a guarantee for the occurrence of future results or performances of Rickmers Holding GmbH & Cie. KG. The actual financial position and the actual results of Rickmers Holding GmbH & Cie. KG, as well as the overall economic development and the regulatory environment may differ materially from the expectations, which are assumed explicitly or implicitly in the forward-looking statements and do not comply to them. Therefore, investors are warned to base their investment decisions with respect to Rickmers Holding GmbH & Cie. KG on the forward-looking statements mentioned in this document. 2

3 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 3

4 Executive Summary Business Registered office The Rickmers Group Internationally established service provider in the maritime transport sector Hamburg Representations More than 20 Group offices and over 50 sales agencies worldwide Employees Customers According to HGB in TEUR Cash Flow from operating activities* More than 2,680 at sea, 500 on shore Leading international liner shipping companies, shipowners and industrial enterprises HY (01/01-30/06) Financials HY (01/01-30/06) FY 2012 (01/01-31/12) Revenues 288, , ,287 % EBIT 13.1% 17.6% 18.6% FY 2011 (Pro-forma) (01/01-31/12) 574,299 % EBITDA 37.5% 31.7% 39.5% 35.3% 15.8% 43,770 44, , ,998 30/06/ /12/ /12/ /12/2011 (Pro-forma) % Equity Ratio 26.9% 26.0% 26.0% 25.2% Total Assets 2,853,118 2,765,012 2,765,012 2,988,993 Highlights Tradition Family tradition of roughly 180 years in the shipping industry Driver of innovation and quality 1 Strong brand with international presence Management Recognized personalities in the shipping industry Experts in banking and capital markets The Best of Two Worlds Business Model Diversified business model Lower exposure to cyclical volatility Long-term, fixed cash flows as of October 2013, generation of contracted charter income of USD 1.7bn fixed running until 11/06/2018 Stable throughout the crisis Transformation Process Repositioning to meet future market demand Establishment of structures suitable for capital markets Successful issuance of the first corporate bond as well as subsequent bond tap on the Frankfurt stock exchange Rights issue of Rickmers Maritime, Singapore listed on the Singapore Stock Exchange (SGX) 1 Source: Assessment of the company 4

5 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 5

6 I. Tradition Almost 180 years under the Rickmers flag 1 st 4 th generation of the Rickmers family 1834 R.C. Rickmers establishes the Rickmers shipyard in Bremerhaven 1836 R.C. Rickmers receives 1st vessel newbuild order 1842 Shipping business launched 1912 Establishment of two liner services: Rickmers Siberian Line and Rickmers East Asia Line 1970s The shipyard receives important mandates for the newbuild of special ferries 1988 Hapag-Lloyd acquires the Rickmers-Linie vessels in the Rickmers- Linie retain traditional colors and its name 1982 Bertram R.C. Rickmers establishes MCC Marine Consulting & Contracting, the nucleus of today s Rickmers Group 5 th generation of the Rickmers family 2000 Repurchase of the Rickmers-Linie from Hapag Lloyd 2007 Public listing of the trust Rickmers Maritime on Singapore stock exchange 2011 Strategic repositioning of Rickmers Group; Rickmers joint venture with the Maersk Line, Limited, involving US freight, Rickmers completes series of eight TEU vessels; chartered out on a long-term base to Maersk 2012 First publication of Group consolidated financial statements as part of an open capital market communication 2013 First corporate bond issuance by Rickmers Holding GmbH & Cie. KG with a volume of EUR 175 million and subsequent bond tap (EUR 50 million); Rights issue of subgroup Rickmers Maritime, Singapore amounting to EUR 62.4 million (SGD million) The Rickmers Group today: Future meets tradition The combination of long family tradition and strong market positioning creates the basis for successful corporate growth. 6

7 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 7

8 II. Management The Best of Two Worlds - High expertise level at all management levels Advisory Board Bertram R.C. Rickmers Claus-G. Budelman Jost Hellmann Flemming R. Jacobs Board of Executive Directors: Chairman Bertram R.C. Rickmers Ronald D. Widdows CEO Dr. Ignace Van Meenen Deputy CEO and CFO The Deputy CFO, the Chief Treasury & Risk Officer, the Global Heads of the three business segments and the COO of Rickmers-Linie make up the Extended Board of the Rickmers Group. Corporate Center: Corporate Communications Prof. Dr. Mark-Ken Erdmann Deputy CFO M&A Controlling & Accounting Tax Legal Affairs Human Resources Organisation IT Frank Bünte CRO and Head of Capital Markets Risk & Treasury Capital Markets Business Segments: Maritime Assets Holger Strack Global Head Maritime Assets Maritime Services Björn Sprotte Global Head Maritime Services Rickmers-Linie Rüdiger Gerhardt Global Head Rickmers-Linie Rickmers-Linie Ulrich Ulrichs COO Rickmers-Linie Shipping know-how and capital market expertise with an international background are combined under one roof. 8

9 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 9

10 III. Business Model Maritime Assets: Developing value throughout the entire vessel lifecycle Maritime Assets Highlights Strong customer base of leading liner shipping companies, thereof Maersk, MOL, MSC, OOCL, Evergreen, CMA CGM, and HMM Over 90% of revenues in this business segment are earned with the company s own fleet Management of 101* vessels (82 container vessels, 15 MPC as well as conbulkers and car carriers), thereof 58 own vessels 26 KG vessels and 3 additional non-kg third party vessels Coverage of the maritime value chain: from project planning and financing arrangement to chartering and sales As of October 2013, the majority of potential charter days of the company s own fleet were already contracted: 98% for 2013, 76% for 2014 and 57% for 2015 Long-term contracts (of up to 10 years); charter income from the Group s own fleet totaling USD 1.7bn* contracted until 11/06/2018 Book value of own vessels as of 30/06/2013: approx. EUR 2.5bn, avg. age: 6 years * As of October 2013 Long-term partnerships with renowned customers like Maersk ensure sustained, stable cash flows. 10

11 III. Business Model Maritime Services: Professional fleet management Maritime Services Highlights First foreign company with a license for recruiting Chinese seafarers who will be employed on international vessels Customers: own fleet (Maritime Assets and Rickmers-Linie) as well as several third parties (total of 98 vessels*) Technical and operational ship management Newbuilding consultancy and supervision Maritime insurance Crewing Energy efficiency management Docking and maintenance Energy efficiency initiatives: e.g. introduction of the energy management system EMMA TM in 2012 First German shipping company to be certified in 2013 in line with the ISO energy management system standard service concept for vessel * As of October 2013 Long-standing internal experience represents an excellent basis for further growth as service provider to third parties. 11

12 III. Business Model Rickmers-Linie: Global breakbulk liner service Rickmers-Linie Highlights Long-term customer relations with globally operating industrial companies, e.g. Siemens and Alstom Numerous awards in 2012, including Best Shipping Line Project Cargo (Asian Freight & Supply Chain Award) Ocean transport of breakbulk, heavy lift and highvalue project cargoes (e.g. turbines, generators and yachts) Niche area beyond container market Certification under ISO 9001, and OHSAS Eastbound Round-the-World Pearl String Service: 10 identically constructed ships, each 30,000 tdw fixed sequence of 16 ports worldwide Establishment of a new Westbound Round-the- World Pearl String Service Expansion of sales activities in emerging markets in particular (e.g. Asia and South America) Partner for reliable, on-time maritime transport of valuable and often process- or projectcritical goods. 12

13 III. Business Model Diversified structure with synergy advantages Internal chartering within Group of multi-purpose carriers (MPC) In-house customer / Know-how transfer Common market Internal customer Maritime Assets appearance to third Maritime Services relationship Rickmers-Linie parties within Group Know-how transfer In-house customer Concurrent charter and owner perspective Energy efficiency programs with direct result impact The integrated, diversified range of services provides a competitive advantage. 13

14 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 14

15 Indexation (1995 = 100) IV. Market and Competition Key Facts and Trends Long-term growth of international maritime trade Close correlation between maritime trade and economic development: 90% of the global cargo volume is transported over the world s oceans* Complex heavy lift and project cargo can often only be transported over the ocean Engine of growth for maritime trade: Opening of emerging and developing economies Change in the global flow of commodities due to population development Production trends and technological innovations Based on the cost and energy efficiency advantages over other means of transportation, maritime trade is an irreplaceable element in the international movement in goods e 2014e World GDP development World Trade development Container Trade development *Source: BMWi Source: IMF (World Economic Outlook Database 07/2013) Clarkson (Container Intelligence Monthly 09/2013) The container trade historically grows significantly stronger than world trade and GDP, an additional increase is expected for the future. 15

16 Index IV. Market and Competition Key Facts and Trends Growing demand is being challenged by fleet growth Currently, maritime trade is characterized by excess supply and low capacity utilization as well as low charter/freight rates This leads to increased competition and market consolidation Market demand and supply growth are expected to balance; however, the trend cannot be predicted with absolute certainty (e.g. see Howe Robinson Research estimation of demand and fleet growth development on the right hand side) Development of container vessel capacity by vessel size /12/ /12/ /12/ /12/ % 8% 7% 6% 5% 4% 3% 2% 1% 0% Development of demand and fleet growth 5.7% 6.4% 6.9% 7.0% 4.8% Demand Growth Fleet Growth In this context expected market trends might differ significantly based on vessel size Currently smaller vessels are expected to show a fortified under-supply which may lead to a faster recovery of vessel values and charter rates than in other size categories (e.g. see Howe Robinson Research estimation of container vessel capacity development by vessel size on the left hand side) 7.7% <3,999 TEU 4,000-7,799 TEU 8,000+ TEU Howe Robinson Research 07/2013 Currently difficult market situation: consolidation and timely adaptation to upcoming challenges provide opportunities, especially with regard to smaller vessels. 16

17 IV. Market and Competition - Competition Rickmers as diversified supplier among its competitors* Maritime Assets Maritime Services Rickmers- Linie Tramp Breakbulk-Liner NSB Niederelbe Schifffahrtsgesellschaft mbh & Co. KG Wilh. Wilhelmsen Holding ASA Intermarine LLC CHIPOLBROK Global Ship Lease, Inc. V. Ships Ltd. SAL Heavy Lift GmbH Danaos Shipping Co. Ltd. Univan Ship Management Ltd. COSCO Group Zodiac Maritime Agencies Ltd. Fleet Management Limited Hansa Heavy Lift GmbH Seaspan Marine Corporation Anglo Eastern Group Ltd. stx Pan Ocean Reederei Claus-Peter Offen (GmbH &Co.) KG Bernhard Schulte Shipmanagement Ltd. NYK-Hinode Line Ltd. Hyundai Merchant Marine Co., Ltd. * Source: Assessment of the company Blue Star Holding GmbH & Cie. KG Wallem Group Ltd. Peter Döhle Schiffahrts-KG Norddeutsche Reederei H. Schuldt GmbH & Co. KG Schoeller Holdings Ltd. Schoeller Holdings Ltd. (Columbia) Schoeller Holdings Ltd. (Austras Asia Line (AAL)) Briese Schiffahrts GmbH & Co. KG Briese Schiffahrts GmbH & Co. KG (BBC Chartering) RICKMERS GROUP Rickmers offers integrated services, from commercial and technical vessel management to liner services for breakbulk, heavy lift and project cargo. 17

18 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 18

19 V. Strategy Transformation measures overview since 2010 Transformation Measures Realignment and greater focus on synergies between group segments New management with respect to shipping know-how and capital market expertise Development of a new corporate strategy Initiation of efficiency enhancement programs, particularly for energy efficiency Establishment of structures suitable for capital market (transparent reporting, corporate governance structures, ongoing risk management procedures) Successful establishment of the infrastructure for future growth Transformation Measures Exploiting new sources of financing (see p. 20) Taking advantage of the current market consolidation (see p. 20) Initiation of strategical financing and investing activities The initiated transformation process paves the way towards the capital market and builds the basis for financing future growth. 19

20 V. Strategy Transformation measures 2013 onwards Exploiting New Sources of Financing 1 2 Successful Access to Capital Markets Taking Advantage of Market Consolidation Restructuring of Vessel Portfolio Bond Issuance on Prime Standard of the Frankfurt stock exchange in June 2013 Volume: EUR 175 mn, coupon: 8.875%, term: 5 years (bullet repayment) Bond Tap in November 2013 Increase by EUR 50 mn to EUR 225 mn, existing terms and conditions continue to apply for new tranche Raise of Equity, on Singapore Stock Exchange (SGX) by Subgroup Rickmers Maritime in May 2013 Volume: EUR 62.4 mn; Rickmers Group participated in proportion to its 33.1% stake Refinancing Process Kick-Start of Refinancing Process Bond proceeds used partly towards early repayment of loans Restructuring of debt financing is envisaged to be executed by end of 2013 Major banks indicated to offer more favorable terms Sale of KG-fund vessels: Disposal of 23 KG-vessels in Maritime Assets segment in 2013 Decrease in risk of valuation allowances from KG-funds Acquisition of selected vessel types: e.g. purchase agreement regarding five 2,200 TEU container vessels with a total investment >USD 30 mn Additionally JV with Apollo Global Management, LLC focusing on acquisition of secondary market vessels (joint investment volume up to USD 500mn over a period of several years) Growth of 3 rd party business with 11 incoming vessels in 2013 until October into technical shipmanagement Extension of Strategically Important Trade Lanes Anti-cyclical investments of Rickmers-Linie Initiation of the Westbound RTW service Expansion of Europe-India and Eastbound RTW service Expansion of sales activities in Asia as well as South and North America Exploration of potential M&A targets With its recent successful capital market transactions, Rickmers Group is able to realize opportunities from the current market consolidation! 20

21 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 21

22 Price VI. Bond and Use of Proceeds Historical Bond Performance 103, ,50 102, ,50 101,00 100,50 100, Trade Volume 99,50 99, ,50 98,00 0 The Rickmers bond is currently priced at *. Taking into account the accrued interest since its issuance in June 2013, the bond shows a performance of +3.87%. * As of 5/11/2013 (source: Bloomberg) After some initial volatility the bond price has settled at a stable level around par with an average trade volume of approx. EUR 828,000 per day. 22

23 In m VI. Bond and Use of Proceeds Platform and growth investments as well as refinancing Remaining: Invested: Remaining: 78, Invested: 29,5 Refinancing bank loans Platform (ongoing business) and growth investments * Issuance proceeds * incl. issue costs Utilization of growth options along with the optimization of the financing structure. 23

24 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 24

25 in TEUR VII. Half-Year Financials Key Figures Overview Revenues & EBITDA Interest Coverage Ratio (EBITDA) 500, , , , , % 31.7% 288, , ,200 95,700 40% 30% 20% 10% EBITDA Margin in % ,3 2,3 0 30/06/ /06/2012 Revenues EBITDA EBITDA Margin 0% 0 30/06/ /06/2012 Equity ratio Vessels' Value to Loan 30% 26.9% 26.0% % 20% % % 5% 0.5 0% 30/06/ /12/ /06/ /12/

26 VII. Half-Year Financials Income Statement Stable operating performance despite challenging market conditions Consolidated Income Statement According to HGB (in TEUR) 30/06/ /06/2012 Revenues Decrease in revenues results from low freight rates and less voyages at Rickmers-Linie as well as the planned sale of KG-fund vessels at Maritime Services +/- + Finished goods and w ork in progress Total output Other operating income - Cost of materials However, Maritime Assets grew revenues, mainly due to 6-month inclusion of Rickmers Maritime sub-group; this effect also explains the increase in EBITDA Personnel expenses Other operating expenses Depreciation of fixed intangible and tangible assets = Group Net Income In contrast, the EBIT decreased due to a higher depreciation effect, again, resulting from the 6-month inclusion effect of Rickmers Maritime Revenue margin 0,5% 3,6% EBITDA EBITDA margin 37,5% 31,7% EBIT EBIT margin 13,1% 17,6% Shipping crisis and Rickmers Group s transformation process temporarily burdens the income statement. However, results remain positive and stay profitable. 26

27 VII. Half-Year Financials Balance Sheet Increased equity ratio and strengthened cash position Consolidated Balance Sheet According to HGB (in TEUR) 30/06/2013 A. Fixed Assets 2,518,746 I. Intangible assets 2,598 II. Tangible assets 2,496,455 thereof: Vessels 2,493,023 31/12/2012 2,554,962 2,914 2,529,544 2,526,045 thereof: Prepayments and assets under construction 0 0 III. Financial Assets 19,693 22,504 B. Current Assets 316, ,709 I. Inventories 17,603 16,105 II. Receivables and other assets 90, ,480 III. Cash and cash equivalents C. Deferred expenses D. Deferred tax assets 208,570 15,911 1,786 73,124 12,681 2,660 Total assets 2,853,118 2,765,012 A. Equity B. Difference from capital consolidation 766,452 8, ,512 8,063 C. Provisions 61,158 73,259 D. Liabilities Corporate Bonds Liabilities to banks 2,011, ,808 1,721,635 1,956, ,841,897 Trade payables 20,741 20,068 Other liabilities 89,716 89,438 Increase in equity due to rights issue of Rickmers Maritime sub-group, Singapore amounting to EUR 62.4 mn, in May 2013 (equity ratio: 26.9%) Successful bond placement of EUR 175 mn led to a cash increase Thus liabilities increased slightly; while net debt were reduced as well as liabilities to banks went down by EUR mn due to repayments Total assets are mainly influenced by the value of the fleet, which decreased slightly by -1.3% due to planned depreciation and currency effects thereof: Tax liabilities thereof: Liabilities relating to social security E. Deferred income 3,464 5,544 F. Deferred tax liabilities 2,457 2,529 Total equity and liabilities 2,853,118 2,765,012 The approach to capital markets fosters the cash situation of Rickmers Group. 27

28 VII. Half-Year Financials Cash Flow Statement Sustainable operating cash flow Cash flow statement 30/06/ /06/2012 Cash flow statement 30/06/ /06/2012 Net income + Depreciation, amortisation and impairment of fixed assets - Write-up of fixed assets 1,555 68, ,053 55,576-12,814 + Payments received from disposal of tangible and intangible assets + Payments received from disposal of financial assets and repayments 107 1, ,948 Increase (+) / decrease (-) in long-term provisions (> 1 year) Payments made for investments in tangible and intangible assets ,312 + Other non-cash expenses - Other non-cash income - Gain from disposal of fixed assets 5,837-3, ,690-11, Payments made for investments in financial assets + Payments received from the sale of consolidated companies and other business units Loss from disposal of fixed assets Increase (-) / decrease (+) in inventories (incl. prepayments) Increase (-) / decrease (+) in receivables, other assets and deferred expenses Increase (+) / decrease (-) in current provisions (< 1 year) Increase (+) / decrease (-) in liabilities and deferred income (w ithout financial liabilities) = Cash flow from operating activities 5-1,433-10,369-12,572-3,974 43, ,029 9,579 3,961-11,409 44,000 - Payments made for the purchase of consolidated companies and other business units + Changes in financial receivables = Cash flow from investing activities + Payments received from equity increases and advances of shareholders - Payments to ow ners and minority shareholders + Payments received from the raising of borrow ings - Payments made for the repayment of borrow ings 0 23,428 24,360 41,721-5, , , ,756 3, , ,809 = Cash flow from financing activities 66,940-59,253 = Net change in cash and cash equivalents 135,070-12,140 + Increase in cash and cash equivalents due to changes in scope of 0 41,993 +/- Effect on cash and cash equivalents due to exchange rate movements Cash and cash equivalents at beginning of period 73,124 51,470 = Cash and cash equivalents at end of period 208,570 80,689 Despite a decrease in net income, operating cash flow - mainly driven by the asset segment - remains stable compared to previous year s period. 28

29 Thank you for your attention. Contact Bertram R. C. Rickmers Chairman Ronald D. Widdows CEO Dr. Ignace Van Meenen Deputy CEO and CFO Prof. Dr. Mark-Ken Erdmann Deputy CFO Frank Bünte Chief Risk & Treasury Officer and Head of Capital Markets Tobias Radloff Senior Manager Tax Rickmers Holding GmbH & Cie. KG Neumühlen Hamburg, Germany Tel. +49 (0) Fax +49 (0)

30 Table of Contents A. Executive Summary B. Company profile I. Tradition II. Management III. Business Model IV. Market and Competition V. Strategy VI. Bond and Use of Proceeds VII. Half-Year Financials C. Appendix 30

31 Appendix Definitions Term TEU tdw / dwt Charter rates Freight rates Explanations Twenty-foot Equivalent Unit: Unit for determining the cargo capacity of a ship; internationally standardized unit for payment of containers of various sizes; corresponds to a 20-foot ISO container tons dead weight / dead weight tons: Unit for determining load capacity; gives the total load capacity of a merchant ship The price for chartering a vessel as agreed between the ship owner and the charterer. The price for transporting goods; pricing depends on distance, weight, form, volume and means of transport (truck, ship, aircraft) and on the availability of resources required for the transport Vessel type Breakbulk freighter Container vessel Conbulker Tanker Bulk Carrier Multi-purpose carrier RoRo ships Use Vessels used to transport boxes, sacks, bales, cardboard boxes, crates, unpacked goods, heavy cargo Container transporter Combination of a container vessel and a bulk carrier for the simultaneous transport of containers and loose bulk cargo Specially fitted ships for transporting liquid and gaseous materials (including crude oil, oil as a finished product, fuel, liquid gas, water, juice) Vessels which are used to transport loose bulk cargo such as ore, coal, cement, grain, etc. Multi-purpose freighters, or heavy cargo vessels for transporting extremely heavy freight So-called roll on roll off vessels in which the ship s cargo is driven onboard, such as car transporter 31

32 Appendix The Issuer as a group with three business segments Rickmers Holding GmbH & Cie. KG (Issuer) Maritime Assets Revenues represent 60.2% of the Group* Maritime Services Revenues represent 7.9% of the Group* Rickmers-Linie Revenues represent 31.8% of the Group* Rickmers Reederei GmbH & Cie. KG, Hamburg, Germany (100%) Harper Petersen & Co. (GmbH & Cie. KG), Hamburg, Germany (50%) Polaris Shipmanagement Company Ltd., Douglas, Isle of Man (100%) Rickmers Trust Management Pte. Ltd., Singapore, Singapore (100%) Rickmers Shipmanagement GmbH & Cie. KG, Hamburg, Germany (100%) Rickmers Shipmanagement (Singapore) Pte. Ltd., Singapore, Singapore (100%) Global Management Ltd., Limassol, Cyprus (100%) Global Marine Insurance Brokerage Services Ltd., Limassol, Cyprus (50%) Rickmers-Linie GmbH & Cie. KG, Hamburg, Germany (100%) Rickmers-Linie (America) Inc., Houston, USA (100%) Rickmers-Linie (Singapore) Pte. Ltd., Singapore, Singapore (100%) Rickmers (Korea) Inc., Seoul, South Korea (100%) Elbe Vermögens Treuhand GmbH (EVT), Hamburg, Germany (80%) Rickmers Maritime Singapore, Singapore (33,1%) *** Rickmers Crewing GmbH, Hamburg, Germany (100%) Rickmers Shipping (Shanghai) Co. Ltd., Shanghai, China (80%) Rickmers-Linie Belgium N.V., Antwerp, Belgium (100%) MCC Marine Consulting & Contracting GmbH & Cie. KG, Hamburg, Germany (100%) Single ship companies ESSE Expert Shipping Service GmbH & Co. KG, Hamburg, Germany (100%)** * Consolidated revenues from segment information as of 30/06/2013 ** ESSE Expert Shipping Service GmbH & Co. KG part of Maritime Assets since 01/01/2013; Rickmers-Linie (Singapore) Pte. Ltd. incorporated in 2013 Rickmers Marine Agency Romania S.R.L, Constanta, Romania (100%) Rickmers (Japan) Inc., Tokio, Japan (100%) Rickmers Terminal Holding GmbH, Hamburg, Germany (100%) Maersk-Rickmers U.S. Flag Project Carrier Delaware, USA (50%) Rickmers-Linie (Singapore) Pte. Ltd., Singapore, Singapore (100%)** *** In financial year 2012, the group of consolidated companies within Rickmers Holding was essentially extended to include Rickmers Maritime, Singapore. Despite the minority holding, Rickmers Holding has secured the long term majority of the voting rights and accordingly de facto control since the AGM on April 23th, The three business segments form an integrated business model. 32

33 Appendix Board of Executive Directors Bertram R.C. Rickmers - Chairman and sole owner of Rickmers Holding Industry experience and awareness of tradition stemming from almost 180 years of family history in the shipping industry (5 th generation) Successful entrepreneur: Founder and owner of today s Rickmers Group More than 35 years of management experience in the maritime value chain Ronald D. Widdows - CEO of Rickmers Holding as well as Rickmers-Linie More than 40 years experience in leading enterprises in the international shipping industry (31 years at APL and NOL) Chairman of the World Shipping Council (Washington D.C.) Member of the Advisory Board of the International Transport Forum (Paris) Dr. Ignace Van Meenen - Deputy CEO and CFO More than 20 years of international management experience in capital markets and corporate finance Various top-ranking positions in banks and major corporations Member of the Supervisory Board of the trust Rickmers Maritime in Singapore Board of Executive Directors Expertise in the shipping industry and capital markets. 33

34 Appendix Extended Board Committee Prof. Dr. Mark-Ken Erdmann - Deputy CFO Long-term experience in transformation of capital market-oriented family companies; direct reporting line to the Group Deputy CFO/CFO and formerly Group CEO of Bertelsmann Overall more than 15 years of (management) experience in financial management Professor at the HHL Holger Strack - Global Head Maritime Assets Joined the Rickmers Group in 1997 Various management positions in Accounting and Treasury Since 2010 Managing Director of Rickmers Reederei Since 2011 Global Head of the business segment Maritime Assets Björn Sprotte - Global Head Maritime Services Joined the Rickmers Group in 2000 as nautical officer Various management positions in technical and commercial departments Since 2012 Managing Director of Rickmers Shipmanagement (Singapore) Since January 2013 Global Head of the business segment Maritime Services as well as Rickmers Shipmanagement in Hamburg Frank Bünte - Chief Risk & Treasury Officer and Head of Capital Markets More than 30 years of financing experience More than 10 years of management experience Management of the domestic ship financing department of a German ship financing bank Expert in ship financing and risk management Rüdiger Gerhardt - Global Head Rickmers-Linie Joined the Rickmers-Linie in 1978 Various management positions in the areas of finance, controlling and personnel. Since 2011 Global Head of Rickmers-Linie and Managing Director of Rickmers-Linie GmbH & Cie. KG Ulrich Ulrichs - COO Rickmers-Linie Joined the Rickmers Group in 2005 as General Manager Line Management of the Rickmers-Linie GmbH & Cie. KG, becoming Director of this division in 2008 Since July 2011 Deputy Managing Director of Rickmers-Linie Since July 2012 COO and Managing Director of Rickmers-Linie Extended Board Committee broad management competencies in accounting, banking and operational management activities of the shipping industry. 34

35 Appendix The maritime transport sector and its demands are changing Before 2008 Today Future expectation * Capacities Excessive demand Excessive supply Tendency towards equilibrium with excess demand Charter and Freight Rates High price level Significantly deceasing prices, stabilization on low level Tendency towards increasing prices Financing High financing willingness (Banks / LP models) Slump in financing market Search for alternative financing sources and partners Efficiency Lower bunker prices / Low pressure to act High bunker prices / High pressure to act to modernize existing fleets Uncertainty over bunker prices / strategic focus on energy efficiency Ship newbuildings Over-utilisation of the shipyards/ Standardised ship specifications Under-utilization of the shipyards / Individualized ship specifications Potentially more stable shipyard capacity utilization / New generation of energyefficient ship specifications Competition High number of market participants Market consolidation Completed market consolidation Vessel Prices Vessel prices at a high level Declining vessel prices with current historical low points Tendency towards increasing vessel prices * Assessment of the company New energy-efficient ship generation offers diversification potential modern forms of financing and access to financing sources crucial for the future. 35

36 in TEUR Appendix Full-Year Financials Key Figures Revenues & EBITDA Interest Coverage Ratio (ICR) 700, , , , , , , , , , , , , (proforma) 2011 (as reported) Revenues EBITDA (proforma) 2011 (as reported) EBITDA Margin 45% 40% 35% 30% 39.5% 35.4% 29.5% EBITDA margin = EBITDA Revenues 25% 20% 15% 10% 5% ICR (EBITDA basis) = EBITDA Financial result 0% (proforma) 2011 (as reported) 36

37 Appendix Full-Year Financials Key Figures 30% 25% Equity Ratio 26.0% 25.2% Senior Debt / EBITDA % 15% 15.2% % 4 5% 2 0% (proforma) 2011 (as reported) (proforma) 2011 (as reported) 2.0 Vessels' Value to Loan Equity ratio = Equity Balance sheet total Senior Debt/EBITDA = Liabilities to banks EBITDA (proforma) 2011 (as reported) Vessels' Value to Loan = Vessels Liabilities to banks 37

38 Appendix Full-Year Financials Income Statement Consolidated income statement According to HGB (in TEUR) (proforma) 2011 (as reported) Revenues 618, , ,897 +/- Finished goods and w ork in progress 2,863-2,764-2,764 Total output 621, , ,133 + Other operate income 86,435 29,258 26,757 - Cost of materials -308, , ,734 - Personnel expenses -74,453-67,788-67,788 - Other operating expenses -72,042-64,070-63,837 - Depreciation of fixed intangible and tangible assets -135, ,247-76,415 = Group net income 22,459 13,805 14,370 Revenue margin 3.6% 2.4% 2.8% EBITDA 244, , ,619 EBITDA margin 39.5% 35.4% 29.6% After repeated obtaining of a voting rights majority at the annual shareholder meeting of Rickmers Maritime, Singapore the trust was fully consolidated for the first time in the annual report of To ensure better comparability, prior year financial data (2011) is illustrated as pro forma. The Rickmers Group shows profitability despite a difficult environment: In 2012 the Rickmers Group was able to achieve a growth in revenues of 7.7% compared to 2011 (pro forma). Similarly, the operating profitability was significantly increased by 20.3% (EBITDA basis) and 26.7% (EBIT basis) compared to 2011 (pro forma). EBIT 114,664 90,508 70,531 EBIT margin 18.5% 15.8% 13.6% Rising operating and after-tax profits for the past fiscal year of

39 Appendix Full-Year Financials Balance Sheet According to HGB (in TEUR) A. Fixed Assets I. Inventories A. Equity B. Difference from capital consolidation Payments received on account 20,068 26,236 25,862 Other liabilities Total equity and liabilities 8,063 C. Provisions 73,259 D. Liabilities Liabilities to banks Balance Sheet (at ) 2012 I. Intangible assets 2,914 II. Tangible assets Vessels 2,554,962 2,529,544 1,956,105 1,841,897 E. Deferred Income 5,544 8,063 2,020,332 89,438 86,170 4,299 F. Deferred tax liabilities 2,529 2,421 2,765, (proforma) 2,776, ,708,242 Prepayments and assets under construction 0 30,235 III. Financial Assets B. Current Assets 194, ,278 II. Receivables and other assets III. Cash and cash equivalents C. Deferred expenses 2,526,045 22,504 34,254 16, ,481 2,765,012 2,741,853 18,010 92,109 73,124 94,160 12,681 5,987 D. Deferred tax assets 2,660 2,074 Total Assets 719,512 2,988, ,142 87,706 2,133,362 2,988, (as reported) 1,893, ,782,594 1,748,982 30, , ,520 15,586 91,463 51,470 5,968 2,073 2,059, ,922 8,063 82,155 1,650,795 1,541,797 82,512 2,628 2,421 2,059,984 With the inclusion of Rickmers Maritime, the Rickmers Maritime fleet was included on the balance sheet for the first time (pro-forma 2011: EUR 959.3mn). The Rickmers Group is equipped with an adequate equity base. As of 31 Dec 2012, equity amounted to EUR 719.5mn (31 Dec 2011: 753.1mn) with the equity ratio rising from 25.2% on 31 Dec 2011 to 26.0% at the end of the 2012 financial year. The vessels value of EUR 2.526bn as of 31 December 2012 stands in contrast to total liabilities to banks of EUR 1.842bn and results in a value-to-loan ratio of 137%. The degree of indebtedness based on interestbearing loans to bank in relation to the balance sheet total as of 31 Dec 2012 fell to 66.6% compared to 67.6% (31 Dec 2011). The decrease in equity as of is the primary result of changes in the capital reserve account as well as from currency differences. Solid equity structure and asset coverage despite a capital-intensive business model. 39

40 Appendix Full-Year Financials Cash Flow Statement Consolidated Cash Flow Statement Cash Flow Statement ( p ro f o rma) 2011 ( as rep o rt ed ) Cash Flow Statement ( p ro f o rma) 2011 ( as rep o rt ed ) Net Income 22,459 13,805 14,370 + Depreciation, amortization and impairment of fixed assets 128, ,919 82,088 - Write-up of fixed assets -13, Incresase (+)/Decrease (-) in long-term provisions (> 1 Year) -1, Other non-cash expenses 8,408 13,820 13,134 - Other non-cash Income -21,631-23,368-20,511 - Gain from disposal of fixed assets -1, Loss from disposal of fixed assets Increase (-)/Decrease (+) in inventories (incl. prepayments) 1,575 Increase (-)/Decrease (+) in receivables, other assets and deferred expenses *Deviation mainly due to reclassification -9,210-9,176-7,232 41,327 41,716 Increase (+)/Decrease (-) in current provisions (< 1 Year) -10,448 9,745 11,408 Increase (+)/Decrease (-) in liabilities and deferred income (w ithout financial liabilities) 5,618 2,083 1,934 = Cash Flow from operating activities* 111, , ,839 + Payments received from disposal of tangible and intangible assets 14, Payments made for investments in financial assets ,442-1, = Cash Flow from investing activities 21, , ,821 - Payments to ow ners and minority shareholders -14,009-10,709-8,141 + Payments received from raising borrow ings 8, , ,277 - Payments made for the repayment of borrow ings -143, , ,789 = Cash Flow from financing activities -148,929 88,013 = Net change in cash and cash equivalents -16,106-55,810-60,465 + Payments made for the purchase of consolidated companies and other business units Increase in cash and cash equivalents due to changes in scope of consolidation 41, ,237-4,237 + Payments received from the change in financial receivables 2, Payments received from disposal of financial assets and repayments 8,951 11,065 11,065 - Payments made for investments in tangible and intangible assets -4, , ,742 Payments received from the sale of consolidated companies and other business units Payments received from equity increases and advances of shareholders ,517 80,197 45,441 +/- Effect on cash and cash equivalents due to exchange rate movements -3,976 3, Cash and cash equivalents at beginning of period 51,470 65,982 65,982 = Cash and cash equivalents at end of period 73,124 94,160 51,470 Generation of a positive operating cash flow in excess of EUR 100mn for 2011 and

41 Appendix Rickmers fleet of vessels Container ship 13,100 TEU 8 Vessels Container ship 1,700 TEU 9 Vessels Container ship 5,100 TEU Panamax 6 Vessels Container ship 1,350 TEU 1 Vessel Container ship 4,700 TEU 5 Vessels Container ship 1,200 TEU 1 Vessel Container ship 4,444 TEU 2 Vessels Container ship 1,100 TEU 4 Vessels Container ship 4,250 TEU 17 Vessels Container ship 1,100 TEU 1 Vessel Container ship 3,450 TEU 3 Vessels Container ship 900 TEU 1 Vessel Container ship 2,800 TEU 1 Vessel Container ship 822 TEU 1 Vessel Container ship 2,262 TEU 2 Vessels Conbulker 1,650 TEU/35K 2 Vessels Container ship 2,200 TEU 11 Vessels Superflex Heavy MPC/30K 13 Vessels Container ship 2,007 TEU 1 Vessel Superflex Heavy MPC/17K 2 Vessels Container ship 2,000 TEU 1 Vessel Car Carrier 3 Vessels Container ship 1,850 TEU 6 Vessels The container vessels of the Rickmers Group make up the main part of the entire fleet of vessels. Vessel sizes under management are between 900 TEU and TEU. The Rickmers Group possesses 15 MPC ships for the transport of heavy lift or project cargo. Bulk carriers are used to transport loose bulk cargo. The Rickmers fleet of vessels comprises 3 car carriers with a capacity of 4,900 cars each. 41

42 Appendix Employment of Rickmers fleet vessels As of October