A.P. Møller - Mærsk

Related Party Transaction • Sep 20, 2017

                              ANNOUNCEMENT

A.P. Møller - Mærsk A/S – Sale of Maersk Tankers A/S

Today, A.P. Møller - Mærsk A/S (APMM) has entered into an agreement to sell the
shares in Maersk Tankers A/S (Maersk Tankers) to APMH Invest A/S (APMHI) for
USD 1,171 mill. on a debt and cash-free basis (Enterprise Value).

APMHI is a 100% owned subsidiary of A.P. Møller Holding A/S who is the
controlling shareholder of APMM.

The purchase price will be adjusted in two scenarios:

– if the tanker markets improve based on a fleet value accretion (Purchase
Price Adjustment). The adjustment is capped at USD 200 mill., can be exercised
once and expires 31st December 2019.

– if APMHI sells on vessels at a higher price than the purchase price and
higher than an agreed hurdle rate (On-sale Adjustment). The On-sale Adjustment
expires 30th June 2019 or if the Purchase Price Adjustment is called whichever
is the earliest.

APMM has been informed that APMHI is planning to subsequently establish an
ownership consortium for Maersk Tankers’ fleet with Mitsui & Co. Ltd. This
syndication will not generate an On-sale Adjustment.

Maersk Tankers will continue trading as “Maersk Tankers” and will continue
using the APMM seven-pointed star-logo as part of its brand.

As the transaction is between related parties, fairness opinions have been
obtained from Morgan Stanley & Co. Int. Plc. and DNB Bank ASA. The conclusions
from these fairness opinions confirm that the transaction value including the
agreed price adjustment mechanism is fair from a financial point of view. The
APMM Management has recommended and the independent board members have agreed,
both based on the conclusions of the fairness opinions, to sell Maersk Tankers
at the agreed terms and conditions.

Closing is expected to take place early October 2017. Closing of the
transaction is not subject to merger control approvals.

Proceeds from the disposal will be used by APMM to reduce debt. The accounting
impact of the transaction will be immaterial. Because of the transaction Maersk
Tankers will be classified as held-for-sale and discontinued operations in the
Interim Report Q3 2017 for APMM. The transaction has no impact on APMM’s
financial guidance for 2017.

Copenhagen, 20 September 2017

Contact persons:

Head of Investor Relations, Stig Frederiksen, tel. +45 3363 3106

Head of Corporate Communication, Energy Division, Louise Münter, tel. +45 3363
1912

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