Havila Shipping ASA

Capital/Financing Update • Feb 12, 2016

Havila Shipping ASA : Revised restructuring proposal

Havila Shipping ASA : Revised restructuring proposal

Havila Shipping ASA - Revised restructuring proposal

Fosnavåg, 12 February 2016

Reference is made to the press release issued by Havila Shipping ASA (the

"Company") on 5 January 2016. Therein, the Company outlined the restructuring

agreement with its bank lenders (the "Master Agreement") setting out the main

terms and conditions of a financial restructuring of the Company. On the same

date, the Company summoned bondholders' meetings in the Bond Issues to approve

the restructuring, and certain amendments to the terms of the Bond Issues.

Following the announced restructuring, the Company has been in extensive

dialogue with bondholders in each of the three Bond Issues, which have

contributed with constructive and specific suggestions for a revised proposal

acceptable to their respective bondholder community. In addition, the Company

has facilitated cross-creditor dialogue in order to increase transparency and

understanding for all major creditor groups.

The Company's financial position remains highly challenging, and it is

imperative for continued operations that the financial restructuring is

concluded. In light of this and on the basis of discussions to date, the Company

hereby presents a revised restructuring proposal (the "Restructuring"). The

revised proposal is based on the dialogue with the stakeholders, and although

not pre-agreed with qualified majorities across all Bond Issues, it is supported

by the largest holders within all Bond Issues, as well as the bank lenders,

which have agreed to a revised Master Agreement, and Havila Holding AS as the

largest shareholder and guarantor for the equity issue.

The Restructuring versus the original proposal consists of the following main

elements (for description of the original proposal, please refer to the press

release of 5 January 2016):

* NOK 4.5 million of the interest on HAVI08 for each of the years 2016-2018

shall be paid in cash.

* The Company will offer to buy back bonds in HAVI08 (the "Bond Buy-Back") up

to a total par value of NOK 275 million at a price of up to 30% of par value

with settlement in cash upon completion of the Refinancing. The Bond Buy-

Back will be carried out as a reverse auction, in which the sales price is

equal for all sales and will be determined on the basis of sales orders

received. If the total volume tendered exceeds NOK 275 million in par value,

allocation will be made such that any volume tendered below the sales price

is fully repurchased and any volume tendered at the sales price is bought

back pro rata based on the amount of Bonds offered. (always subject to the

total volume bought not exceeding NOK 275 million in par value).

* The equity issue will be increased from minimum NOK 200 million to NOK 300

million to enable cash interest payment on HAVI08 and to facilitate the Bond

Buy-Back as described above.

* The Sævik family (by Havila Holding AS) intends to maintain its current

proportionate shareholding and Havila Holding AS has guaranteed a

subscription of NOK 153 million.

* The new equity is to be secured through a private placement directed towards

existing shareholders and new investors, subject to and in accordance with

applicable securities regulations. Bondholders subscribing in the equity

issue will be given preferred allocation before new investors to the extent

possible.

There are no material amendments to the proposal to holders of HAVI04 and

HAVI06/07.

The Master Agreement, as revised to reflect the updated Restructuring proposal,

remains subject to the following main conditions to be subsequently satisfied:

* Approval by Bondholders of corresponding amendments to the Company's bond

agreements as set forth herein no later than 15 February 2016.

* New equity secured no later than 15 March 2016, and

* Completed renegotiation of payment of the bareboat charter hire for "Havila

Troll" no later than 15 February 2016.

The Company will, in a separate announcement, summon the bondholders in the

Company's outstanding bonds Havila Shipping ASA 11/17 8,60% C - ISIN

NO0010605025 (HAVI06), Havila Shipping ASA 11/17 FRN C - ISIN NO0010605033

(HAVI07), Havila Shipping ASA 10/16 FRN C - ISIN NO0010590441 (HAVI04) and

Havila Shipping ASA 12/16 FRN - ISIN NO0010657174 (HAVI08 PRO) (the "Bond

Issues") to bondholder meetings on or about 26 February 2016 for the approval of

the Restructuring and the appurtenant amendments to the bond terms.

The Company has on back of a constructive dialogue with the largest bondholders

requested the parties to the Master Agreement for an extension of the deadline

with respect to approval from bondholders to reflect the new date for the

bondholder meetings (26 February 2016). Although the request has been approved

by a vast majority of the parties, 100% approval was unfortunately not obtained

which is a requirement for amendments to the Master Agreement to become

effective.

In light of the above and in order to comply with the requirements as stipulated

in the Master Agreement, the Company is required to have a qualifying majority

in the Bond Issues by 15 February 2016. As the bondholder meetings will be held

on 26 February 2016, such qualifying majority will have to be obtained through

pre-acceptances from bondholders by proxy within the 15 February 2016 deadline.

It is therefore critical that complete proxy forms are delivered to the Nordic

Trustee by end of business 15 February 2016. Proxy forms for the respective Bond

Issues are attached to the summons to bondholders enclosed to this press

release.

It is clear that the conditions set out herein continue to reflect the extremely

challenging conditions now facing the Company and all its stakeholders, which

has further deteriorated since the signing of the Master Agreement. Should the

Company fail to receive the necessary pre-acceptances from bondholders by 15

February, the Master Agreement will expire. In such case, the board and

management of the Company are forced to evaluate the Company's options,

including the viability of further negotiations with its creditors.

Negotiations regarding the amendment of the bareboat charter hire for "Havila

Troll" are ongoing and is required to be concluded within 15 February 2016.

The Company intends to issue a notice for an extraordinary general meeting

proposing the approval of the contemplated NOK 300 million equity issue. The

equity issue will be structured as a private placement directed towards existing

shareholders and new investors, subject to and in accordance with applicable

securities regulations. Prior to launch of the private placement, the Company

will invite certain existing shareholders, bondholders and new investor to

participate in a guarantee consortium at market terms. The allocation criteria

under the private placement will be determined by the Company's Board of

Directors. The Company's intension is however, to the extent possible, to give

existing shareholders a preferred allocation. Secondly and to the extent

possible, bondholders will be given preferred allocation before new investors.

Swedbank Norway and Fearnley Securities AS  are engaged as the Company's

financial advisors in connection with the bond amendments and Wikborg Rein & Co

Advokatfirma DA is engaged as the Company's legal advisor.

For further information, please contact:

Havila Shipping ASA:

Njål Sævik, CEO

Tel: +47 909 35 722

E-mail: njaal@havila.no

Arne Johan Dale, CFO

Tel: +47 909 87 706

E-mail: ajd@havila.no

Swedbank Norway:

Fred Lund, Fixed Income Sales

Tel: +47 23 23 62 88 / +47 99 16 19 15

E-mail: Fred.Lund@swedbank.no

Fearnley Securities AS

Svein Erik Nordang, Head of Fixed Income Sales

Tel: +47 22 93 63 65 / +47 90 07 12 85

E-mail: s.nordang@fearnleys.no

[HUG#1985776]