Havila Shipping ASA

Share Issue/Capital Change • Feb 28, 2017

Havila Shipping ASA: Restructuring of Havila Shipping ASA implemented

Havila Shipping ASA: Restructuring of Havila Shipping ASA implemented

The Company refers to Stock Exchange release on 9. November 2016 containing

Financial Restructuring Plan subject to final approval by financial creditors.

Reference also made to Stock Exchange Release of 4. January 2017 where minutes

of Extraordinary General Meeting where attached confirming all items approved

according to summons.

For details related to each item on the agenda please read the minutes from the

Extraordinary General Meeting.

The Restructuring of the company is now implemented including all planned

elements and will be booked in first quarter 2017 accounts.

Bond owners will receive separate information with detailed information

regarding the implementation.

Issuance of new shares

The company has received NOK 76,957,980 as new equity through the private

placement against Havila Holding AS, by issuance of 615,663,840 new shares, each

of a nominal value of NOK 0,01 to a subscription price of NOK 0.125 per share.

The company has received NOK 41,242,020 as a convertible loan (Anti-Dilution

Protection Loan) from Havila Holding AS.  The loan can be converted into shares

as protection of dilution of ownership if and when secured creditors exercise

their warrants to convert debt to shares related to losses related to future

sale of vessels defined as none core vessels.

The company has received NOK 46,200,000 as a convertible loan (Shareholder Loan)

from Havila Holding AS.  The loan falls due five years after the restructuring

and can be converted to equity as a dilution protection if secured creditors

possible conversion of debt to shares if core vessels after two years should be

defined as non performing vessels.  The loan can also be converted to maintain

ownership related to the repair issue.

The equity is increased with NOK 135,013,610 by converting accrued interest by

issuance of 561,340,560 shares, each of a nominal value of NOK 0.10 to a

subscription price of aprox. NOK 0.24 per share.

As a part of the restructuring, the accrued unpaid interest before 16 February

2016 of NOK 31,341,128 will not be paid, but will be added to the principal on

each loan on the restructuring date. At the same time, interest accrued from 1

October 2016 to the restructuring date of NOK 89,917,983.40 will be paid.

The total shares are 1,207,183,999 after the capital increase mentioned above.

The new share capital is registered, and the shares will be issued and tradable

from opening of the Stock Exchange on 1. March 2017.

In a separate stock exchange release, a repair issue will be announced for

subscription of up to 240,000,000 shares to a subscription price of NOK 0.125

per share.

Issuance of independent warrants etc

As a part of the restructuring, eight vessels are defined as non-core vessels.

One of these vessels is already sold, and the others will be available for sale

through the restructuring.  431,556,090 warrants are allocated to the creditors

who finance these vessels. The warrants can be exercised when losses arise

through sale of the relevant vessels. Simultaneously as the creditors make use

of their option to subscribe shares, Havila Holding AS can maintain their owner

share by converting whole or part of the Anti-Dilution Protection Loan to

shares. The company has estimated the value of the warrants to NOK 322,316,821

which will be booked as equity with the corresponding reduction in secured debt.

How many shares that will be issued related to the non-core vessels, will be

clarified 18 months from the restructuring date.

The company has on the restructuring day paid NOK 44,000,000 in amortization of

the debt related to four of the non-core vessels.

Unsecured debt of NOK 950,000,000 in addition to accrued interest is repaid in

full by payment of NOK 142,500,000 in cash in addition to issuance of

500,000,000 warrants which can be executed between two and five years from the

restructuring day.

Accounting effects of the restructuring

Through the restructuring the debt is reduced with NOK 1,640,824,816. The equity

increases with NOK 1,528,806,832 and the reduction in cash is NOK 112,017,983.

The reduction in the debt consists of NOK 322.3 million related to estimated

value of the conversion of debt related to the non-core vessels, NOK 324.5

million related to the solution for accrued interest and NOK 950 million related

to settlement of unsecured debt, in addition to repayment of debt of NOK 44

million.

The increase of equity is a consequence of NOK 164.4 million through the private

placement against Havila Holding AS and the convertible loans from Havila

Holding AS. Further the effect of estimated value of NOK 322.3 million for the

conversion right to shares for future losses in the banks related to the non-

core vessels, NOK 234.4 million related to the treatment of accrued interest and

NOK 807.5 million related to unsecured debt.

The reduction in cash of NOK 112 million is equal to the reduction in debt with

deduction of the increase in equity.

Possibility for further issuance of number of shares in the company

If a core vessel in the first half year period, which starts 18 months after the

restructuring day, has not sufficient earnings, the bank(s) which finance the

vessel will require a possible loss on sale of the vessel converted to shares.

The conversion rate is decided to NOK 0.981 equal to 12.7% value of the possible

loss. Havila Holding AS will by such cases be able to convert the remaining part

or part of the convertible loan to a corresponding price to prevent dilution

effect on such conversion.

Contacts:

CEO Njål Sævik, +47 909 35 722

CFO Arne Johan Dale, +47 909 87 706

This information is subject to the disclosure requirements pursuant to section

5 -12 of the Norwegian Securities Trading Act.