NOTICE OF INTENTION TO ACCELERATE
To: Havila Shipping ASA as Guarantor
Havila Ships AS Havila Subcon AS Havila Offshore Labuan Ltd. as Borrowers
Copy to: The board members of the Guarantor and the Borrowers
Dated: 23 November 2016
HAVILA FACILITIES AGREEMENTS - NOTICE OF INTENTION TO ACCELERATE
- $\mathbf{1}$ This letter is sent on behalf of DNB Bank ASA, Danske Bank Norwegian Branch, Swedbank AB (Publ), Nordea Bank Norge ASA, Garantiinstituttet for Eksportkreditt, Eksportkreditt Norge AS, , Sparebank 1 SMN, Sparebank 1 Søre Sunnmøre, Sparebank 1 SR-Bank ASA, and DVB Bank SE Nordic Branch (hereinafter collectively referred to as the "Lenders").
- $\overline{2}$ We refer to:
- $a)$ the master agreement dated 31 December 2015 between, among others, Havila Shipping ASA as guarantor and Havila Ships AS, Havila Subcon AS, Havila Offshore Labuan Ltd as borrowers and the Lenders (as defined therein) (the "Master Agreement") relating to the restructuring of the Group (as defined in the Master Agreement);
- b) the reservation of rights letter dated 16 February 2016 from the Lenders pursuant to which the Master Agreement was terminated and where the Lenders reserved all of their rights in relation to the then occurred events of default, following which you decided to halt payments of interest, amortization and other commitments to all of your finance creditors;
- $\mathsf{C}$ the reservation of rights letter dated 19 February 2016 from the Lenders pursuant to which the Lenders reserved all of their rights, pursuant to the Facilities Agreements (as defined therein) in relation to the then occurred events of default;
- $\mathsf{d}$ our discussions and correspondence regarding the financial difficulties of the Group.
- 3 As you are aware several occurred circumstances and events have led to default under the Facilities Agreements which are and have been continuing, including (without limitation) by reason of the Borrowers' and/or the Guarantor's admission of their inability to pay and/or intention not to pay their debts to the finance creditors as they fall due, actual or anticipated
financial difficulties and/or breach of financial covenants, negotiations with creditors with a view to reschedule its indebtedness and/or cross-defaults.
Given the recent developments and in particular that the bondholders under the bond issues $\overline{4}$ "HAVI04", "HAVI06/07" and "HAVI08" in today's bondholders' meetings failed to provide sufficient support to the financial restructuring of the Havila Group as proposed by Havila Shipping ASA, you are, for the sake of good order, hereby notified that the Lenders intend to accelerate the relevant facilities under the Facilities Agreements and will provide formal acceleration notices of the same to, among others, the relevant Borrowers and the relevant guarantors (including the Guarantor), shortly.
Yours sincerely
For and on behalf of the Lenders
by special power of attorney Advokatfirmaet Thommessen AS
lo Rodin Advokat
by special power of attorney Advokatfirmaet Schjødt AS
Thomas A Dale Advokat