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DFDS Interim / Quarterly Report 2016

Nov 15, 2016

3361_rns_2016-11-15_60febcb4-65da-450a-9a3a-105f22be7f6b.pdf

Interim / Quarterly Report

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INTERIM REPORT Q3 2016

EARNINGS FURTHER INCREASED IN Q3

EBITDA UP BY 15%
TO DKK 972M IN Q3

FREIGHT VOLUMES
CONTINUED TO
GROW

EBITDA OUTLOOK
RAISED TO
DKK 2,525-2,625M

DFDS


DFDS INTERIM REPORT Q3 2016

Q3 2016

  • 7% revenue growth, adjusted
  • Freight volumes boosted by 30% higher volumes in Channel
  • Profit before tax and special items increased by 23% to DKK 732m
  • ROIC before special items increased to 17.4%

OUTLOOK 2016

EBITDA outlook range raised to DKK 2,525-2,625m against previously DKK 2,450-2,600m

> “The revenue and earnings of our route network and logistics services continued to grow satisfactorily reflecting steady economic progress in most of Europe's economies in Q3, including the UK. We are carefully monitoring the possible longer term effects of Brexit as well as the immediate weakening of the pound.”

Niels Smedegaard, CEO

Revenue increased by 7% in Q3 adjusted for currency changes and excluding revenue from bunker surcharges. Reported revenue was flat at DKK 3.8bn.

EBITDA before special items increased by 15% to DKK 972m following higher earnings in primarily the Shipping Division. The result includes a negative EBITDA-impact of DKK 45m from currency changes compared to 2015.

The Shipping Division's route network carried 17% higher freight volumes and 10% more passengers in Q3. The expanded ferry capacity in the Channel business unit carried 30% higher freight volumes and 15% more passengers. Freight volumes were up by 4% in all other parts of the network while passenger volumes were 1% lower.

The Logistics Division continued to improve earnings in the Nordic and Continent business units but this was offset by the effect of lower temperature-controlled volumes and the depreciation of GBP on the UK & Ireland business unit.

Outlook 2016

The full-year outlook range for 2016 has been raised following earnings in Q3 above expectations. The Group's EBITDA before special items is now expected to increase to a range of DKK 2,525-2,625m compared to a range of DKK 2,450-2,600m previously (2015: DKK 2,041m). The full-year negative currency impact on EBITDA is expected to be around DKK 75m of which the majority is related to the depreciation of GBP.

The Group's revenue growth is now expected to be around 4% compared to previously around 6%, excluding revenue from bunker surcharges. The change is due to currency changes with an expected full-year negative impact on revenue of around DKK 475m, primarily related to the depreciation of GBP.

KEY FIGURES

DKK m Q3 Q3 LTM LTM FV
Before special items 2016 2015 Δ % 2015-16 2014-15 Δ % 2015
Revenue 3,799 3,792 0% 13,763 13,208 4% 13,473
EBITDA 972 843 15% 2,484 1,937 29% 2,041
EBIT 738 626 18% 1,574 1,112 42% 1,199
Profit before tax 732 595 23% 1,511 976 55% 1,079

DFDS R/S

Sundkrogsgade 11
DK-2100 Copenhagen Ø
CVR 14 19 47 11

www.dfdsgroup.com

15 November 2016
Company announcement no. 69/2016

CONTACT

Niels Smedegaard, CEO
+45 33 42 34 00

Torben Carlsen, CFO
+45 33 42 32 01

Søren Brøndholt Nielsen, IR
+45 33 42 33 59

Gert Jakobsen, Communications
+45 33 42 32 97

CONFERENCE CALL

TODAY AT 11.00 AM. CET

Phone numbers to the call:
DK +45 70223500
US +1 646 722 4972
UK +44 20 75721187

Access code: 44856643#

DISCLAIMER

The statements about the future in this announcement contain risks and uncertainties and actual developments may therefore diverge significantly from the statements about the future.


DFDS INTERIM REPORT Q3 2016

DFDS GROUP KEY FIGURES

2016 2015 2016 2015 2015-2016 2015
DKK m Q3 Q3 Q1-Q3 Q1-Q3 LTM Full year
Income statement
Revenue 3,799 3,792 10,439 10,150 13,763 13,473
• Shipping Division 2,744 2,677 7,204 6,887 9,388 9,071
• Logistics Division 1,208 1,281 3,695 3,739 4,989 5,034
• Non-allocated items 87 78 259 233 338 312
• Eliminations -241 -244 -719 -710 -951 -943
Operating profit before depreciation (EBITDR) and special items 972 843 2,075 1,623 2,494 2,041
• Shipping Division 927 816 1,944 1,521 2,329 1,906
• Logistics Division 60 59 183 169 247 234
• Non-allocated items -15 -31 -52 -68 -83 -99
Profit/loss on disposal of non-current assets, net 2 1 6 2 9 5
Operating profit (EBIT) before special items 738 626 1,373 999 1,574 1,199
Special items, net 0 -1 -7 -14 -28 -36
Operating profit (EBIT) 738 625 1,366 984 1,546 1,164
Financial items, net -6 -31 -40 -98 -63 -121
Profit before tax 732 594 1,326 886 1,483 1,043
Profit for the period 709 572 1,276 806 1,481 1,011
Profit for the period excluding non-controlling interest 708 571 1,275 806 1,481 1,011
Capital
Total assets - - 12,995 12,623 - 12,646
DFDS R/S' share of equity - - 6,491 6,382 - 6,480
Equity - - 6,540 6,433 - 6,530
Net interest bearing debt - - 2,554 2,032 - 1,773
Invested capital, end of period - - 9,184 8,553 - 8,363
Invested capital, average 9,266 8,503 8,994 8,578 8,906 8,535
2016 2015 2016 2015 2015-2016 2015
--- --- --- --- --- --- ---
DKK m Q3 Q3 Q1-Q3 Q1-Q3 LTM Full year
Cash flows
Cash flows from operating activities, before financial items and after tax 825 756 2,014 1,572 2,649 2,207
Cash flows from investing activities -151 -137 -906 -304 -1,172 -571
• Acquisition of enterprises and activities 0 0 0 -7 0 -7
• Other investments, net -151 -137 -905 -297 -1,172 -564
Free cash flow 674 619 1,108 1,268 1,477 1,637
Key operating and return ratios
Average number of employees - - 7,017 6,583 6,942 6,616
Number of ships - - 55 54 - 54
Revenue growth, % 0.2 6.3 2.9 4.4 2.2 5.4
EBITDR-margin, % 25.6 22.2 19.9 16.0 18.1 15.1
Operating margin, % 19.4 16.5 13.2 9.8 11.4 8.9
Revenue, invested capital average, (times) - - - - 1.5 1.6
Return on invested capital (ROIC), % - - - - 17.1 13.3
ROIC before special items, % - - - - 17.4 13.7
Return on equity, % - - - - 23.0 16.1
Key capital and per share ratios
Equity ratio, % - - 50.3 51.0 - 51.6
Net interest bearing debt/EBITDR, (times) - - - - 1.0 0.9
Earnings per share (EPS), DKK 12.24 9.52 21.83 13.38 25.23 16.84
Dividend paid per share, DKK 3.00 1.80 6.00 5.40 6.00 5.40
Number of shares, end of period, '000 - - 60,000 63,250 - 61,500
Weighted average number of circulating shares, '000 - - 58,423 60,257 - 60,067
Share price, DKK - - 335.0 212.5 - 267.0
Market value - - 19,304 12,709 - 15,840

Definitions on page 26.


DFDS INTERIM REPORT Q3 2016

MARKET OVERVIEW AND OUTLOOK

In Q3, Europe's total economy continued to grow as did the economies of most of DFDS' key markets, including the UK.

Following the UK's vote to leave the EU, the British pound (GBP) had depreciated by 14% against DKK at the end of Q3 compared to the same time last year.

The depreciation of GBP has not impacted freight volumes between the UK and the Continent as they continued to grow during the quarter, including strong growth on the Dover Strait in the Channel.

Freight volumes between Scandinavia and the Continent also increased somewhat during the quarter while volume growth between Sweden/Norway and the UK remained imbalanced. Activity levels remained robust in the Baltic Sea region.

As a result of terror-related incidents earlier in the year, migrant issues in Calais and the depreciation of GBP, the demand from UK residents for ferry services on the Channel and other crossings between the UK and the Continent softened in Q3 as did on board spending.

IMPORTANT EVENTS IN Q3

34% more ferry capacity on Channel

The number of sailings increased by 34% in the Channel business unit in Q3 compared to Q3 2015 following the deployment of two additional ferries on the Dover-Calais route in Q1 2016. DFDS now operates a total of six ferries out of Dover to Calais and Dunkirk respectively, with three ferries on each route.

Distribution to shareholders: New share buyback

On 18 August 2016, a new share buyback of DKK 350m was announced to align DFDS' capital structure to the targeted leverage. The buyback started on 18 August 2016 and is expected to be completed on 6 February 2017 at the latest. 54% of the buyback was completed on 11 November 2016.

Share buybacks are now expected to total DKK 900m in 2016 (2015: DKK 401m).

Baltic route network expanded

On 1 September 2016, DFDS entered into an agreement with the Estonian company Navirail OÜ to take over the company's freight and passenger route (ro-pax) between Paldiski, Estonia, and Hanko, Finland. The transaction includes a four-year time-charter agreement for one ro-pax ship and an earn-out agreement.

The transaction was approved by the Estonian competition authority on 28 September. The transaction had accounting wise effect from 1 October 2016.

The route expands DFDS' network in the northern part of the Baltic Sea and complements DFDS' existing route between Paldiski and Kapellskär that was acquired in 2011. Calling at the joint port of Paldiski entails some operational synergies, including an overlap of customers. Further synergies are expected from access to DFDS' systems and sales organisation.

Order of two freight ships (ro-ro) to boost efficiency

An order of two freight ship (ro-ro) new buildings was finalised on 30 September 2016. The order is part of DFDS' ongoing fleet renewal to accommodate the growth of our freight customers, increase operational efficiency and reduce the environmental impact.

The two ships will be built by Jinling Shipyard in China for delivery in the beginning of 2019. DFDS has options for four additional ships. The new ships are designed to each carry 6,700 lane metres of freight equivalent to around 450 trailers. The larger size of the new ships will significantly decrease unit costs as well as the environmental impact per transported unit.

Both new buildings are planned to be deployed in DFDS' route network on the North Sea.

The ships represent a new generation of environmentally friendly ro-ro ships as they comply with the latest environmental rules of the new IMO-standard EEDI (Energy Efficiency Design Index).

The investment in the two new ships totals around DKK 1.0bn to be paid during the period from ordering to delivery in the beginning of 2019. More than half of the payment falls due on delivery.

IMPORTANT EVENTS AFTER Q3

Sale of shares in Danish Ship Finance

DFDS has accepted a purchase offer for its shares in Danish Ship Finance (Danmarks Skibskredit R/S) subject to authority approval. The sale is expected to result in a gain of around DKK 25m and a cash inflow of around DKK 34m in Q4.

Acquisition of Scottish transport company

To further develop DFDS' logistics services, DFDS acquired on 14 November 2016 100% of the share capital of Haulage Shetland Ltd. headquartered in Lerwick on Shetland, Scotland. The company trades under the name of Shetland Transport.

Since 1982, Shetland Transport has provided transport services to and from the islands of Shetland and Orkney to the UK mainland via Aberdeen. The primary activity is the transport of fresh fish under temperature-controlled conditions.

Shetland Transport's revenue was GBP 10m (DKK 84m) in 2015/2016 and the company has 55 employees. The company operates a warehouse and a workshop in Lerwick, distribution centres in Aberdeen and Coatbridge as well as a fleet of 128 trailers and 28 tractor units.

The transaction includes potential earn-out payments to the seller in 2017 and 2018. Accounting wise, the transaction takes effect from 14 November 2016.


DFDS INTERIM REPORT Q3 2016

FINANCIAL PERFORMANCE

Revenue

The Group's revenue increased by 6.5% in Q3 compared to 2015 adjusted for currency changes and excluding bunker surcharges. Reported revenue of DKK 3,799m increased by 0.2%.

The Shipping Division's Q3 revenue of DKK 2,744m increased by 2.5% and by 4.9% excluding bunker surcharges and by 9.1% when also adjusting for currency changes.

The growth was driven by 16.8% higher freight volumes and 9.9% more passengers as well as freight rate increases while the average unit revenue per passenger declined due to the depreciation of GBP. Adjusted for Channel, where capacity was significantly increased in Q3, volume growth was 3.9% and -1.4% for freight and passengers respectively.

The Logistics Division's Q3 revenue of DKK 1,208m decreased by 5.8% and was flat when adjusting for currency changes. The addition of major new logistics contracts in Sweden, England and Germany, as well as revenue growth for a number of traffics in Nordic and Continent, was offset by the depreciation of GBP, reduced fuel surcharges, as well as lower temperature controlled and steel volumes in the UK.

Operating profit before depreciation (EBITDA) and special items

The Group's EBITDA increased by 15% to DKK 972m in Q3 primarily driven by higher earnings in the Shipping Division.

The Shipping Division's Q3 EBITDA increased by 14% to DKK 927m. The two key drivers of the increase was a considerable improvement of Channel's result following high volume growth enabled by the expansion of ferry capacity in the business unit. Secondly, Baltic Sea's result increased driven by a mix of volume growth, higher average unit revenue and operational changes. Despite lower passenger volumes and a negative impact from the depreciation of GBP, Passenger's result increased due to savings on both bunker costs and other operating costs.

The Logistics Division's Q3 EBITDA increased by 1% to DKK 60m as improved results for the Nordic and Continent business units was partly offset by a lower result for UK & Ireland following lower temperature controlled and steel volumes as well as a negative impact from the depreciation of GBP.

Depreciation and operating profit (EBIT) before special items

Depreciation in Q3 increased by DKK 18m or 8% to DKK 234m. The increase was primarily related to higher ship depreciations, including depreciations related to the addition of two ferries on Dover-Calais.

img-0.jpeg
DFDS GROUP - EBITDA BEFORE SPECIAL ITEMS

REVENUE

DKK m Q3 2016 Q3 2015 Change, % Change
Shipping Division 2,744 2,677 2.5 67
Logistics Division 1,208 1,281 -5.8 -74
Non-allocated items 87 78 12.4 10
Eliminations -241 -244 1.4 4
DFDS Group 3,799 3,792 0.2 7

OPERATING PROFIT BEFORE DEPRECIATION (EBITDA) & SPECIAL ITEMS

DKK m Q3 2016 Q3 2015 Change, % Change
Shipping Division 927 816 13.7 112
Logistics Division 60 59 1.4 1
Non-allocated items -15 -31 50.9 16
DFDS Group 972 843 15.2 128
EBITDA-margin, % 25.6 22.2 15.0 3.3

DFDS INTERIM REPORT Q3 2016

ASSOCIATES AND JOINT VENTURES, PROFITS ON DISPOSALS AND DEPRECIATION

DKK m Q3 2016 Q3 2015 Change, % Change
EBITDA before special items 972 843 15.2 128
Associates and joint ventures -2 -3 -36.8 1
Profit on disposals 2 1 64.1 1
Depreciation -234 -216 -8.4 -18
EBIT before special items 738 626 18.0 112

FINANCE, NET

DKK m Q3 2016 Q3 2015 Change, % Change
Interest, net -15 -20 27.9 6
Foreign exchange gains/losses, net 15 -4 n.a. 19
Other items -6 -7 15.0 1
Total finance, net -6 -31 81.5 25

The Group's EBIT before special items for Q3 was DKK 738m, an increase of 18% compared to 2015.

Financial items

The total net cost of financing in Q3 decreased by DKK 25m mainly due to a gain on net currency adjustments compared to a loss in Q3 2015. A lower net interest cost also contributed to the positive variance.

Profit before and after tax

The profit before tax for Q3 increased by 23% to DKK 732m. The profit after tax was DKK 709m following a tax on profit of DKK -24m. Earnings per share (EPS) for the quarter increased to DKK 12.24 from DKK 9.52 in Q3 2015, an increase of 29%.

Cash flow and investments

The free cash flow (FCFF) of Q3 was DKK 674m after investments of DKK 151m that included the lengthening of a freight ship. For the last twelve months, the free cash flow (FCFF) was DKK 1,477m after investments of DKK 1,172m.

The cash flow from financing activities was negative by DKK 380m in Q3, including a distribution to shareholders of DKK 316m, of which DKK 174m was dividend and DKK 143m was a buyback of shares. The net cash flow for Q3 was positive by DKK 289m and at the end of Q3 cash amounted to DKK 730m.

Capital structure

At the end of Q3 net-interest-bearing debt (NIBD) was DKK 2,554m, an increase from DKK 1,773m at year-end 2015 primarily due to the finance lease of two Channel ferries, the exercise of a purchase option for a ship and buyback of shares and dividends total-

OUTLOOK 2016

DKK m 2016 NEW 2016 PREVIOUS 2015
Revenue growth 4%¹ 6%¹ 13,473
EBITDA before special items 2,525-2,625 2,450-2,600 2,041
Per division:
Shipping Division 2,375-2,450 2,300-2,425 1,906
Logistics Division 250-275 250-275 234
Non-allocated items -100 -100 -99
Depreciation +10% +10% -835
Special items -10 -10 -36
Investments 1,000 1,000 571

¹Excluding bunker surcharges.

ling DKK 1,079m. Financial leverage, as measured by the ratio of NIBD to EBITDA before special items for the last twelve months, was a multiple of 1.0 compared to 0.9 at year-end 2015. The equity ratio was 50% at the end of Q3.

Equity

Equity amounted to DKK 6,540m at the end of Q3, including minority interests of DKK 48m. This was just above year-end 2015 as total comprehensive income for Q1-Q3 2016 was DKK 1,021m while transactions with owners reduced equity by DKK 1,009m, including dividends of DKK 349m, buyback of shares of DKK 730m and an income of DKK 64m from the sale of treasury shares related to the exercise of share options.

Invested capital and ROIC

Invested capital increased by 9.8% to DKK 9,184m at the end of Q3 compared to year-end 2015 mainly due to the addition of the two Channel ferries and the exercise of a purchase option for a ship. Average invested capital increased by 5.4% to DKK 8,994m.

For the last twelve months, the return on invested capital, ROIC, was 17.4% before special items compared to 13.7% for 2015. Including special items, ROIC was 17.1% compared to 13.3% for 2015.

OUTLOOK 2016

The EBITDA-outlook range for 2016 has been raised following a result for Q3 above expectations. The Group's EBITDA before special items is now expected to increase to a range of DKK 2,525-2,625m compared to a range of previously DKK 2,450-2,600m. The range at the start of the year was DKK 2,100-2,300m (2015: DKK 2,041m). The full-year currency impact on EBITDA is expected to be around DKK -75m.


DFDS INTERIM REPORT Q3 2016

The Group's revenue is now expected to increase by around 4% compared to previously 6%, excluding revenue from bunker surcharges. The change is due to currency changes with an expected full-year impact on revenue of around DKK -475m, primarily related to the depreciation of GBP.

Investments are still expected to amount to around DKK 1.0bn in 2016.

A number of risks and uncertainties pertain to the outlook. The most important among these are possible major changes in the demand for ferry shipping and transport and logistics services. For DFDS, such demand is to a large extent linked to the level of economic activity in primarily Europe, especially northern Europe and in particular the UK following its decision to leave the EU, but also adjacent regions, as well as to competitor actions. The outlook can also be impacted by political changes, first and foremost within the EU, as well as changes in economic variables, especially the oil price and exchange rates. Consequently, the future financial results may differ significantly from expectations.

7


DFDS INTERIM REPORT Q3 2016

img-1.jpeg

In the Q3 high season, 2.57m passengers along with 630k cars travelled on DFDS' routes across northern Europe, including the Baltic Sea. A wide variety of dining options is offered on board ranging from a selection of six restaurants and cafés on the overnight Copenhagen-Oslo route to three options on the short crossings on the Channel.


DFDS INTERIM REPORT Q3 2016

SHIPPING DIVISION

The Shipping Division operates DFDS' route network organised in five business units:

  • North Sea
  • Baltic Sea
  • Channel
  • France & Mediterranean
  • Passenger

SHIPPING

DKK m 2016 2016 2015 2015 2015-2016 2015
Q1 Q2 Q3 Q1-Q3 Q1-Q3 Q1 Q2 Q3 Q4 LTM Full year
Revenue 2,020 2,440 2,744 7,204 6,887 1,894 2,316 2,677 2,184 9,388 9,071
EBITDR before special items 367 650 927 1,944 1,521 189 517 816 385 2,329 1,906
Share of profit/loss of associates and joint ventures -1 0 -2 -3 -11 -3 -5 -3 0 -3 -11
Profit/loss on disposal of non-current assets, net 0 2 2 4 1 0 0 1 0 4 1
Depreciation and impairment -194 -218 -205 -617 -526 -168 -172 -187 -190 -807 -716
EBIT before special items 173 434 722 1,329 985 18 341 626 195 1,524 1,180
EBIT margin before special items, % 8.6 17.8 26.3 18.4 14.3 1.0 14.7 23.4 8.9 16.2 13.0
Special items, net 0 -7 0 -7 -9 0 -9 0 -30 -37 -39
EBIT 173 427 722 1,322 976 18 332 626 165 1,487 1,141
Invested capital, average 7,845 8,381 8,417 8,131 7,902 7,971 7,951 7,832 7,585 8,061 7,799
ROIC before special items, % - - - - - - - - - 18.7 14.9
Lane metres, '000 8,610 9,954 9,440 28,004 22,909 7,252 7,526 8,131 8,424 36,428 31,333
Passengers, '000 1,203 1,762 2,570 5,536 4,850 967 1,544 2,339 1,344 6,880 6,194

Q3 MARKET, ACTIVITY AND RESULT TRENDS

North Sea

Freight volumes in Q3 were 3.4% above 2015. As in Q2, volume growth was highest on the southern routes between Denmark/Germany/Benelux and the UK supported by a capacity expansion on these routes. The overall volumes out of Sweden also continued to grow in the quarter.

The underlying route operating profit increased but due to additional ship costs related to the lengthening of a ship and additional dockings, the EBIT for the business unit decreased by 7% to DKK 117m. More-over, third party activity in port terminals was lower than last year.

Baltic Sea

Freight volumes in Q3 were 8.9% above 2015. The high volume growth was supported by deployment of a third ship on one route and additional departures on another route between Germany/Sweden and Lithuania. Capacity between Denmark and Lithuania was reduced by deployment of a smaller ship to adapt to lower activity in the market. Passenger volumes were 4.2% above 2015.

EBIT increased by 29% to DKK 119m driven by higher volumes, an improved fit of capacity on the routes, lower docking costs and the conversion of the route between Russia and Germany to a slot charter.

Channel

Freight volumes in Q3 increased by 30.3% while passenger volumes increased by 14.7%. The high volume growth reflects the expansion of capacity on Dover-Calais compared to last year where the majority of


DFDS INTERIM REPORT Q3 2016

departures were cancelled in July and two ferries were deployed for the remainder of the quarter. This year three ferries were deployed throughout the quarter. The total number of sailings for the two routes increased by 34% compared to last year.

Total freight volumes on the Dover Strait, including the tunnel, increased by 7.2% in Q3 compared to 2015 while the number of passengers decreased by 2.6%. The latter decrease reflects the impact of terror-related incidents earlier in the year, migrant issues in Calais and the depreciation of GBP.

EBIT improved by 27% to DKK 226m as higher volumes and freight unit revenues exceeded the extra costs related to the capacity expansion.

France & Mediterranean

Freight volumes in Q3 were 9.3% below 2015 while passenger volumes were 4.8% lower. The reduction in volumes was entirely driven by the Newhaven-Dieppe route as volumes in Q3 2015 was boosted by traffic disruptions on the Dover Strait during the quarter.

EBIT increased by 49% to DKK 22m mainly due to lower ship and operating costs.

Passenger

The number of passengers in Q3 decreased by 1.0% compared to 2015 as demand from the Norwegian and UK markets was somewhat weaker than last year, partly due to the depreciation of GBP.

EBIT increased by 5% to DKK 198m as lower bunker and other ship costs offset the lower activity level and negative impacts from currency changes.

10


DFDS INTERIM REPORT Q3 2016

SHIPPING DIVISION

DKK m 2016 2016 2015 2015 2015-2016 2015
Q1 Q2 Q3 Q1-Q3 Q1-Q3 Q1 Q2 Q3 Q4 LTM
NORTH SER
Revenue 812 861 822 2,495 2,564 832 883 849 838 3,333
EBIT before special items 128 142 117 386 337 87 125 125 120 507
Invested capital 4,018 4,177 4,296 4,150 4,433 4,333 4,554 4,486 4,110 4,218
ROIC before special items, % - - - - - - - - - 11.8
Lane metres freight, '000 2,807 3,020 2,913 8,740 8,326 2,708 2,802 2,816 2,833 11,573
BALTIC SER
Revenue 299 340 371 1,010 964 289 329 346 290 1,300
EBIT before special items 78 92 119 290 178 14 71 93 53 343
Invested capital 1,056 1,387 1,326 1,188 1,190 1,290 1,170 1,106 982 1,172
ROIC before special items, % - - - - - - - - - 29.1
Lane metres freight, '000 938 998 959 2,895 2,628 852 895 880 879 3,774
Passengers, '000 73 91 118 283 272 69 90 112 77 360
CHANNEL
Revenue 428 586 766 1,780 1,385 317 416 652 468 2,248
EBIT before special items 8 110 226 344 175 -15 12 178 23 367
Invested capital 2,227 2,185 2,135 1,914 1,226 1,241 1,222 1,235 1,108 1,778
ROIC before special items, % - - - - - - - - - 20.6
Lane metres freight, '000 4,493 5,493 5,161 15,147 10,636 3,302 3,371 3,964 4,287 19,434
Passengers, '000 852 1,220 1,863 3,935 3,244 628 992 1,624 920 4,855
FRANCE & MEDITERRANEAN
Revenue 98 124 153 376 368 101 118 148 133 509
EBIT before special items -7 5 22 20 14 -7 7 15 -10 10
Invested capital -71 -8 17 -32 -28 31 -11 -47 -67 -35
ROIC before special items, % - - - - - - - - - n.a.
Lane metres freight, '000 237 272 258 767 892 254 305 333 266 1,033
Passengers, '000 37 92 174 302 312 36 93 183 51 353
PASSENGER
Revenue 286 465 590 1,340 1,376 277 490 610 366 1,706
EBIT before special items -60 96 198 234 219 -73 103 189 0 234
Invested capital 566 523 571 565 696 697 664 663 602 585
ROIC before special items, % - - - - - - - - - 39.4
Lane metres freight, '000 135 171 149 455 427 136 154 138 158 613
Passengers, '000 241 358 416 1,015 1,023 234 369 420 296 1,311
NON-ALLOCATED ITEMS
Revenue 149 111 97 357 377 122 127 127 145 502
EBIT before special items 26 -10 40 55 61 13 23 26 8 63

The invested capital in the quarter is shown as per the end of the period. For the full year, the invested capital is shown as an average.


DFDS INTERIM REPORT Q3 2016

LOGISTICS DIVISION

The Logistics Division operates DFDS' logistics activities organised in three business units:

  • Nordic
  • Continent
  • UK & Ireland

LOGISTICS

DKK m 2016 2016 2015 2015 2015-2016 2015
Q1 Q2 Q3 Q1-Q3 Q1-Q3 Q1 Q2 Q3 Q4 LTM Full year
Revenue 1,220 1,268 1,208 3,695 3,739 1,175 1,283 1,281 1,294 4,989 5,034
EBITDR before special items 54 69 60 183 169 52 58 59 65 247 234
Profit/loss on disposal of non-current assets, net 1 1 1 2 1 0 0 1 2 5 4
Depreciation and impairment -24 -23 -22 -69 -71 -24 -24 -23 -24 -93 -95
EBIT before special items 30 47 39 116 100 28 35 37 43 159 143
EBIT margin before special items, % 2.5 3.7 3.2 3.1 2.7 2.4 2.7 2.9 3.3 3.2 2.8
Special items, net 0 0 0 0 0 0 0 0 9 9 9
EBIT 31 47 39 116 100 28 35 37 51 168 151
Invested capital, average 1,122 1,064 1,022 1,072 1,094 1,099 1,090 1,089 1,123 1,077 1,104
ROIC before special items, % - - - - - - - - - 13.5 11.9
Tons, '000 114.3 98.2 96.4 308.9 293.0 109.0 97.9 86.1 110.2 419.1 403.1
Units, '000 125.7 132.5 129.9 388.1 336.3 108.9 114.2 113.2 117.6 505.6 453.9

Q3 MARKET, ACTIVITY AND RESULT TRENDS

Nordic

The number of transported units in Q3 was level with 2015. The depreciation of GBP triggered volume decreases between the UK and Scandinavia, including lower RDF-volumes (RDF: refuse derived fuel) from the UK. This was offset by higher domestic volumes in Sweden. The automotive contract logistics activities in Sweden continued to grow in Q3. Volumes are not reported for these activities.

EBIT increased by 71% to DKK 13m driven by the completed ramp-up of the automotive contract logistics activities and improvement of earnings in all key areas.

Continent

The number of transported units in Q3 increased by 5.7% compared to 2015. The main drivers of the growth were the trailer operations between Netherlands-UK and Belgium-Sweden. Traffic volumes between Germany-UK were boosted by an automotive logistics contract that commenced operations in Q4 2015.

EBIT increased by 51% to DKK 11m as almost all activity areas improved earnings driven by the higher volumes and improved margins.

UK & Ireland

The number of transported units in Q3 increased by 42.1% compared to 2015 primarily driven by new contract logistics activities for cold stores in England. Since the commencement of the contract for one cold store in Q4 2015 a further two cold stores were added during Q1 2016. Volumes were reduced by lower activity between N. Ireland and England and the Continent as well as lower temperature controlled and steel volumes in the UK.

EBIT decreased by 30% to DKK 16m, including a negative currency impact of DKK 3m from the depreciation of GBP. The result was otherwise mainly reduced by the impact of lower temperature controlled and steel volumes.


DFDS INTERIM REPORT Q3 2016

LOGISTICS DIVISION

DKK m 2016 2016 2015 2015 2015-2016 2015
Q1 Q2 Q3 Q1-Q3 Q1-Q3 Q1 Q2 Q3 Q4 LTM
Nordic
Revenue 411 418 383 1,213 1,234 392 430 412 425 1,638
EBIT before special items 13 16 13 41 26 10 9 7 17 58
Invested capital 320 305 304 319 341 315 356 342 345 323
ROIC before special items, % - - - - - - - - - 17.2
Units, '000 *) 30.5 30.4 28.1 89.0 85.3 28.6 28.6 28.1 28.3 117.4
Tons, '000 114.3 98.2 96.4 308.9 292.9 109.0 97.9 86.1 110.2 419.1
Continent
Revenue 489 501 489 1,478 1,428 455 485 488 490 1,968
EBIT before special items 9 16 11 35 24 8 10 7 9 44
Invested capital 350 326 340 335 326 338 297 322 325 333
ROIC before special items, % - - - - - - - - - 12.4
Units, '000 55.7 57.1 55.5 168.3 157.6 50.8 54.3 52.5 54.5 222.8
UK & Ireland
Revenue 353 384 368 1,105 1,180 350 414 416 413 1,518
EBIT before special items 8 15 16 40 49 10 17 23 17 56
Invested capital 426 400 374 419 427 449 425 435 477 422
ROIC before special items, % - - - - - - - - - 11.6
Units, '000 39.5 44.9 46.3 130.7 93.5 29.5 31.4 32.6 34.7 165.5
Non-allocated items
Revenue 54 52 49 156 135 16 73 46 54 209

*) Excluding volumes related to automotive Logistics contract.
The invested capital in the quarter is shown as per the end of the period. For the full year, the invested capital is shown as an average.


DFDS INTERIM REPORT Q3 2016

MANAGEMENT STATEMENT

The Board of Directors and the Executive Board have reviewed and approved the interim report of DFDS A/S for the period 1 January – 30 September 2016.

The interim report, which has not been audited or reviewed by the Company's auditor, has been prepared in accordance with IRS 34, "Interim Financial Reporting", as adopted by the EU, and additional Danish interim reporting requirements for listed companies.

In our opinion, the interim report gives a true and fair view of the DFDS Group's assets, liabilities and financial position at 30 September 2016 and of the results of the DFDS Group's operations and cash flow for the period 1 January – 30 September 2016.

Further, in our opinion, the Management review p. 1-13 gives a true and fair review of the development in the Group's operations and financial matters, the result of the DFDS Group's operations for the period and the financial position as a whole.

Copenhagen, 15 November 2016

img-2.jpeg

EXECUTIVE BOARD NIELS SMEDEGAARD President & CEO, TORBEN CARLSEN CFO

BOARD OF DIRECTORS BENT ØSTERGAARD Chair, CLAUS HEMMINGSEN Deputy Chair,

PERNILLE ERENBJERG, JØRGEN JENSEN,

JENS OTTO KNUDSEN, JILL LAURITZEN MELBY,

KLAUS NYBORG, LARS SKJOLD-HANSEN, KENT VILDBÆK

14


DFDS INTERIM REPORT Q3 2016

DFDS GROUP - INCOME STATEMENT

| DKK m | Note | 2016
Q3 | 2015
Q3 | 2016
Q1-Q3 | 2015
Q1-Q3 | 2015-2016
LTM | 2015
Full year |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Revenue | | 3,798.5 | 3,791.8 | 10,439.4 | 10,149.5 | 13,763.3 | 13,473.5 |
| Costs | | | | | | | |
| Operating costs | | -1,857.3 | -1,962.0 | -5,465.2 | -5,753.0 | -7,343.1 | -7,630.9 |
| Charter hire | | -118.9 | -146.8 | -413.0 | -434.7 | -603.4 | -625.0 |
| Employee costs | | -653.0 | -635.1 | -1,942.5 | -1,829.5 | -2,600.7 | -2,487.7 |
| Costs of sales and administration | | -197.6 | -204.5 | -543.2 | -509.6 | -722.5 | -689.0 |
| Operating profit before depreciation (EBITDR) and special items | | 971.8 | 843.4 | 2,075.5 | 1,622.7 | 2,493.7 | 2,041.0 |
| Share of profit/loss of associates and joint ventures | | -2.1 | -3.4 | -2.9 | -11.3 | -3.3 | -11.7 |
| Profit/loss on disposal of non-current assets, net | | 2.5 | 1.5 | 6.4 | 2.1 | 9.2 | 4.9 |
| Depreciation, ships | | -191.9 | -173.3 | -576.9 | -487.3 | -751.0 | -661.4 |
| Depreciation, other non-current assets | | -42.0 | -42.5 | -129.1 | -127.5 | -172.2 | -170.6 |
| Impairment losses, ships and other non-current assets | | -0.1 | 0.0 | -0.1 | -0.2 | -2.7 | -2.8 |
| Operating profit (EBIT) before special items | | 738.1 | 625.7 | 1,372.9 | 998.6 | 1,573.7 | 1,199.4 |
| Special items, net | 3 | 0.0 | -1.0 | -6.8 | -14.5 | -27.9 | -35.5 |
| Operating profit (EBIT) | | 738.1 | 624.7 | 1,366.1 | 984.2 | 1,545.8 | 1,163.9 |
| Financial income | | 1.5 | 1.1 | 5.5 | 20.1 | 11.2 | 25.7 |
| Financial costs | | -7.2 | -32.1 | -45.5 | -118.2 | -73.9 | -146.5 |
| Profit before tax | | 732.4 | 593.6 | 1,326.1 | 886.1 | 1,483.1 | 1,043.1 |
| Tax on profit | | -23.8 | -22.1 | -50.4 | -79.8 | -2.5 | -31.9 |
| Profit for the period | | 708.6 | 571.5 | 1,275.7 | 806.3 | 1,480.6 | 1,011.2 |
| Attributable to: | | | | | | | |
| Equity holders of DFDS R/S | | 708.5 | 570.7 | 1,275.4 | 805.9 | 1,481.0 | 1,011.5 |
| Non-controlling interests | | 0.1 | 0.8 | 0.3 | 0.4 | -0.4 | -0.3 |
| Profit for the period | | 708.6 | 571.5 | 1,275.7 | 806.3 | 1,480.6 | 1,011.2 |
| Earnings per share | | | | | | | |
| Basic earnings per share (EPS) of DKK 20, DKK | | 12.2 | 9.5 | 21.8 | 13.4 | 25.2 | 16.8 |
| Diluted earnings per share (EPS-D) of DKK 20, DKK | | 12.1 | 9.3 | 21.5 | 13.1 | 24.8 | 16.5 |


DFDS INTERIM REPORT Q3 2016

DFDS GROUP - COMPREHENSIVE INCOME

2016 2015 2016 2015 2015-2016 2015
DKK m Q3 Q3 Q1-Q3 Q1-Q3 LTM Full year
Profit for the period 708.6 571.5 1,275.7 806.3 1,480.6 1,011.2
Other comprehensive income
Items that will not subsequently be reclassified to the Income statement:
Remeasurement of defined benefit pension obligations -214.7 -0.5 -214.7 0.0 -255.9 -41.2
Tax on items that will not be reclassified to the Income statement 0.0 0.0 0.0 0.0 8.4 8.4
Items that will not be reclassified subsequently to the Income statement -214.7 -0.5 -214.7 0.0 -247.6 -32.9
Items that are or may subsequently be reclassified to the Income statement:
Value adjustment of hedging instruments:
Value adjustment for the period 18.0 -95.4 51.8 -47.5 29.3 -70.0
Value adjustment transferred to operating costs -0.8 5.9 11.9 18.9 23.5 30.5
Value adjustment transferred to financial costs 8.3 79.5 -20.7 51.9 -11.2 61.3
Foreign exchange adjustments, subsidiaries -24.5 -75.5 -108.6 24.1 -74.3 58.4
Unrealised value adjustment of securities 25.2 0.0 25.2 -0.2 24.1 -1.4
Impairment of securities transferred to financial costs 0.0 0.0 0.0 0.0 1.1 1.1
Items that are or may subsequently be reclassified to the Income statement 26.2 -85.6 -40.3 47.2 -7.5 80.0
Total other comprehensive income after tax -188.5 -86.0 -255.0 47.2 -255.1 47.1
Total comprehensive income 520.1 485.5 1,020.7 853.5 1,225.5 1,058.3
Attributable to:
Equity holders of DFDS R/S 519.9 484.7 1,020.5 853.0 1,226.0 1,058.5
Non-controlling interests 0.2 0.8 0.2 0.5 -0.5 -0.2
Total comprehensive income 520.1 485.5 1,020.7 853.5 1,225.5 1,058.3

The majority of amounts included in Other comprehensive income relates to Group companies which are taxed under tonnage tax schemes. There is no tax on this.

16


DFDS INTERIM REPORT Q3 2016

BALANCE SHEET ASSETS

DKK m Note 2016 2015 2015
Q1-Q3 Q1-Q3 Full year
Goodwill 553.3 530.3 532.3
Other non-current intangible assets 23.8 29.3 29.3
Software 190.9 136.5 148.4
Development projects in progress 29.7 48.5 55.7
Non-current Intangible assets 797.7 744.7 765.6
Land and buildings 109.4 125.2 124.8
Terminals 502.2 530.3 521.7
Ships 8,082.5 7,021.6 6,818.8
Equipment, etc. 454.1 430.1 494.4
Assets under construction and prepayments 34.2 91.5 222.7
Non-current tangible assets 9,182.3 8,198.5 8,182.4
Investments in associates and joint ventures 29.4 34.5 33.7
Receivables 25.0 24.7 25.0
Securities 9.5 18.8 18.4
Deferred tax 74.6 85.4 97.2
Derivative financial instruments 17.5 0.0 0.0
Other non-current assets 156.0 163.3 174.2
Non-current assets 10,136.0 9,106.5 9,122.3
Inventories 117.0 120.6 110.6
Trade receivables 1,631.3 1,866.9 1,593.2
Receivables from associates and joint ventures 51.5 54.3 55.1
Other receivables 179.3 179.9 192.2
Prepayments 92.4 95.8 86.0
Derivative financial instruments 9.4 0.2 4.5
Securities 34.1 0.0 0.0
Cash 729.9 1,136.5 1,422.6
Current assets 2,845.0 3,454.2 3,464.1
Assets classified as held for sale 5 13.5 61.8 59.2
Total current assets 2,858.5 3,516.0 3,523.3
Assets 12,994.5 12,622.6 12,645.7

EQUITY AND LIABILITIES

DKK m 2016 2015 2015
Q1-Q3 Q1-Q3 Full year
Share capital 1,200.0 1,265.0 1,230.0
Reserves -290.9 -305.1 -247.0
Retained earnings 5,582.2 5,422.2 5,312.7
Proposed dividends 0.0 0.0 184.5
Equity attributable to equity holders of DFDS R/S 6,491.3 6,382.1 6,480.2
Non-controlling interests 48.4 50.5 49.5
Equity 6,539.8 6,432.6 6,529.7
Interest bearing liabilities 2,145.0 2,168.4 2,213.2
Deferred tax 164.9 173.4 156.9
Pension and jubilee liabilities 522.3 322.9 362.6
Other provisions 54.7 34.1 38.6
Derivative financial instruments 127.2 168.2 169.9
Non-current liabilities 3,014.1 2,867.0 2,941.1
Interest bearing liabilities 1,067.4 757.9 738.7
Trade payables 1,616.4 1,671.5 1,573.3
Payables to associates and joint ventures 31.8 34.9 30.8
Other provisions 56.3 60.8 78.9
Corporation tax 33.9 31.1 25.3
Other payables 471.1 491.8 475.5
Derivative financial instruments 13.6 131.6 133.5
Deferred income 150.1 143.4 111.7
Current liabilities 3,440.7 3,323.0 3,167.7
Liabilities relating to assets classified as held for sale 0.0 0.0 7.1
Liabilities 6,454.8 6,190.0 6,115.9
Equity and liabilities 12,994.5 12,622.6 12,645.7

DFDS INTERIM REPORT Q3 2016

DFDS GROUP STATEMENT OF CHANGES IN EQUITY

(1 JANUARY - 30 SEPTEMBER 2016)

DKK m Share capital Translation reserve Hedging Reserve Revaluation of securities Treasury shares Retained earnings Proposed dividends Equity attributable to equity holders of DFDS R/S Non-controlling interests Total
Equity at 1 January 2016 1,230.0 -166.5 -37.0 0.1 -43.5 5,312.7 184.5 6,480.2 49.5 6,529.7
Comprehensive income for the period
Profit for the period 1,275.4 1,275.4 0.3 1,275.7
Other comprehensive income
Items that will not subsequently be reclassified to the income statement:
Remeasurement of defined benefit pension obligations -214.7 -214.7 -214.7
Items that will not subsequently be reclassified to the income statement 0.0 0.0 0.0 0.0 0.0 -214.7 0.0 -214.7 0.0 -214.7
Items that are or may subsequently be reclassified to the income statement:
Value adjustment of hedging instruments for the period 51.8 51.8 51.8
Value adjustment transferred to operating costs 11.9 11.9 11.9
Value adjustment transferred to financial costs -20.7 -20.7 -20.7
Foreign exchange adjustments, subsidiaries -108.5 -108.5 -0.1 -108.6
Unrealised value adjustment of securities 25.2 25.2 25.2
Items that are or may subsequently be reclassified to the income statement 0.0 -108.5 43.1 25.2 0.0 0.0 0.0 -40.2 -0.1 -40.3
Total other comprehensive income after tax 0.0 -108.5 43.1 25.2 0.0 -214.7 0.0 -254.9 -0.1 -255.0
Total comprehensive income 0.0 -108.5 43.1 25.2 0.0 1,060.7 0.0 1,020.5 0.2 1,020.7
Transactions with owners
Acquisition, non-controlling interests 1.0 1.0 -1.3 -0.3
Dividend paid -175.4 -175.4 -175.4
Dividend on treasury shares 9.1 -9.1 0.0 0.0
Proposed extraordinary dividend -180.0 180.0 0.0 0.0
Extraordinary dividend paid -173.6 -173.6 -173.6
Extraordinary dividend on treasury shares 6.4 -6.4 0.0 0.0
Vested share-based payments 5.6 5.6 5.6
Purchase of treasury shares -55.5 -674.4 -729.9 -729.9
Cash from sale of treasury shares related to exercise of share options 21.8 42.4 64.2 64.2
Reduction of share capital by cancellation of treasury shares -30.0 30.0 0.0 0.0
Other adjustments -1.3 -1.3 -1.3
Transactions with owners Q1-Q3 2016 -30.0 0.0 0.0 0.0 -3.7 -791.2 -184.5 -1,009.4 -1.3 -1,010.7
Equity at 30 September 2016 1,200.0 -275.0 6.0 25.3 -47.2 5,582.2 0.0 6,491.3 48.4 6,539.8

The majority of amounts included in Other comprehensive income relates to Group companies which are taxed under tonnage tax schemes. There is no tax on this.


DFDS INTERIM REPORT Q3 2016

DFDS GROUP STATEMENT OF CHANGES IN EQUITY (1 JANUARY - 30 SEPTEMBER 2015)

DKK m Share capital RESERVES Retained earnings Proposed dividends Equity attributable to equity holders of DFDS R/S Non-controlling interests Total
Translation reserve Hedging Reserve Revaluation of securities Treasury shares
Equity at 1 January 2015 1,265.0 -224.8 -58.8 0.3 -50.6 4,917.0 227.7 6,075.8 51.4 6,127.2
Comprehensive income for the period
Profit for the period 805.9 805.9 0.4 806.3
Other comprehensive income
Items that are or may subsequently be reclassified to the income statement:
Value adjustment of hedging instruments for the period -47.5 -47.5 -47.5
Value adjustment transferred to operating costs 18.9 18.9 18.9
Value adjustment transferred to financial costs 51.9 51.9 51.9
Foreign exchange adjustments, subsidiaries 24.0 24.0 0.1 24.1
Unrealised value adjustment of securities -0.2 -0.2 -0.2
Items that are or may subsequently be reclassified to the income statement 0.0 24.0 23.3 -0.2 0.0 0.0 0.0 47.1 0.1 47.2
Total other comprehensive income after tax 0.0 24.0 23.3 -0.2 0.0 0.0 0.0 47.1 0.1 47.2
Total comprehensive income 0.0 24.0 23.3 -0.2 0.0 805.9 0.0 853.0 0.5 853.5
Transactions with owners
Acquisition, non-controlling interests 1.0 1.0 -1.3 -0.4
Proposed dividends -113.9 113.9 0.0 0.0
Dividend paid -325.8 -325.8 -325.8
Dividend on treasury shares 15.8 -15.8 0.0 0.0
Purchase of treasury shares -35.5 -254.1 -289.6 -289.6
Vested share-based payments 5.4 5.4 5.4
Cash from sale of treasury shares related to exercise of share options 17.3 45.4 62.7 62.7
Other adjustments -0.4 -0.4 -0.4
Transactions with owners Q1-Q3 2015 0.0 0.0 0.0 0.0 -18.2 -300.8 -227.7 -546.7 -1.3 -548.1
Equity at 30 September 2015 1,265.0 -200.8 -35.6 0.1 -68.8 5,422.2 0.0 6,382.1 50.5 6,432.6

The majority of amounts included in Other comprehensive income relates to Group companies which are taxed under tonnage tax schemes. There is no tax on this.


DFDS INTERIM REPORT Q3 2016

DFDS GROUP - CASH FLOW STATEMENT

2016 2015 2016 2015 2015-2016 2015
DKK m Q3 Q3 Q1-Q3 Q1-Q3 LTM Full year
Operating profit before depreciation (EBITDR) and special items 971.8 843.4 2,075.5 1,622.7 2,493.7 2,041.0
Cash flow effect from special items related to operating activities 0.1 -1.5 -2.5 -15.7 -3.6 -16.9
Adjustments for non-cash operating items, etc. 4.2 17.2 2.5 18.9 39.4 55.8
Change in working capital -141.9 -87.6 30.4 5.8 223.3 198.7
Payment of pension liabilities and other provisions -6.4 -11.3 -76.2 -49.4 -84.5 -57.6
Cash flow from operating activities, gross 827.9 760.1 2,029.7 1,582.3 2,668.3 2,221.0
Interest etc. received 32.2 21.2 82.7 100.7 99.4 117.4
Interest etc. paid -37.0 -40.4 -137.6 -166.6 -179.8 -208.7
Taxes paid -2.9 -4.1 -15.9 -10.6 -19.1 -13.8
Cash flow from operating activities, net 820.2 736.9 1,958.8 1,505.8 2,568.8 2,115.9
Investments in ships including dockings, rebuildings and ships under construction -129.9 -79.9 -794.6 -294.2 -922.9 -422.6
Sale of ships including net compensation for ship declared total loss 0.0 0.0 0.0 88.7 19.6 108.3
Investments in other non-current tangible assets -21.9 -20.5 -98.7 -43.8 -236.6 -181.7
Sale of other non-current tangible assets 0.0 1.7 16.8 8.5 19.1 10.8
Investments in non-current intangible assets -3.8 -18.0 -33.8 -35.4 -57.5 -59.1
Acquisition of enterprises, associates, joint ventures and activities -0.5 0.0 -0.5 -6.8 -0.5 -6.8
Capital contribution to joint ventures 0.0 -20.7 0.0 -20.7 0.0 -20.7
Sale of activities etc. 5.0 0.0 5.0 0.0 5.0 0.0
Dividend from associates and joint ventures 0.0 0.0 0.0 0.0 1.3 1.3
Cash flow to/from investing activities, net -151.0 -137.4 -905.7 -303.8 -1,172.4 -570.5
Proceed from loans secured by mortgage in ships 0.0 0.0 0.0 0.0 120.9 120.9
Repayment and instalments of loans secured by mortgage in ships -15.6 -23.9 -270.5 -143.1 -304.2 -176.9
Repayment of corporate bonds incl. settlement of cross currency swap 0.0 0.0 -493.5 0.0 -493.5 0.0
Change in other non-current investments, net 0.0 -0.1 0.0 12.8 -0.2 12.6
Change in other financial loans, net 0.0 -22.4 -23.1 -47.4 -71.4 -95.7
Payment of financial lease liabilities -18.9 -5.3 -62.7 -16.1 -67.4 -20.8
Change in operating credits -29.0 -4.1 118.9 -28.5 117.2 -30.2
Change in loan to associates and joint ventures 0.1 -2.3 3.6 -0.4 2.8 -1.2
Acquisition of non-controlling interests 0.0 -0.1 -0.3 -0.4 -0.4 -0.4
Acquisition of treasury shares -142.7 -118.4 -729.9 -289.6 -841.3 -401.0
Cash received from exercise of share options 0.0 14.6 64.2 62.7 64.2 62.7
Government grants related to purchase of assets 0.0 0.0 0.7 12.8 23.3 35.4
Dividends paid -173.6 -107.7 -349.0 -325.8 -349.0 -325.8
Cash flow to/from financing activities, net -379.8 -269.7 -1,741.7 -762.9 -1,799.1 -820.2
Net increase (decrease) in cash and cash equivalents 289.4 329.8 -688.6 439.1 -402.6 725.1
Cash and cash equivalents at beginning of period 441.3 810.8 1,422.6 694.5 1,136.5 694.5
Foreign exchange and value adjustments of cash and cash equivalents -0.7 -4.1 -4.0 2.8 -3.9 2.9
Cash and cash equivalents at end of period 729.9 1,136.5 729.9 1,136.5 729.9 1,422.6

The cash flow statement cannot directly be derived from the income statement and the balance sheet.


DFDS INTERIM REPORT Q3 2016

NOTE 1 ACCOUNTING POLICIES

This interim report has been prepared in accordance with IRS 34 'Interim Financial Reporting' as adopted by the EU and additional Danish disclosure requirements for interim reports of listed companies. The interim report has been prepared using the same accounting policies as for the annual report for 2015. DFDS has adopted all new, amended or revised accounting standards and interpretations (IFRSs) endorsed by the EU effective for the accounting period beginning on 1 January 2016. These IFRSs have not had any material impact on the Group's interim report.

NOTE 2 SEGMENT INFORMATION

DKK m Shipping Division Logistics Division Non-allocated Total
Q1-Q3 2016
External revenue 6,753.7 3,679.5 6.1 10,439.4
Intragroup revenue 450.2 15.6 253.4 719.2
Total revenue 7,203.9 3,695.2 259.5 11,158.6
Operating profit (EBIT) before special items 1,328.7 115.9 -71.6 1,372.9
Operating profit after special items (EBIT) 1,321.5 116.2 -71.6 1,366.1
DKK m Shipping Division Logistics Division Non-allocated Total
--- --- --- --- ---
Q1-Q3 2015
External revenue 6,418.9 3,721.3 9.4 10,149.5
Intragroup revenue 468.3 18.2 223.9 710.3
Total revenue 6,887.1 3,739.5 233.3 10,859.8
Operating profit (EBIT) before special items 984.6 99.8 -85.8 998.6
Operating profit after special items (EBIT) 975.7 99.8 -91.3 984.2

DFDS INTERIM REPORT Q3 2016

NOTE 3 SPECIAL ITEMS

2016 2015
DKK m 01-03 01-03
Adjustment of estimated Earn-out to seller regarding the route Kapellskär-Paldiski acquired in 2011 -7.1 -21.3
Adjustment when finalising Earn-out regarding the acquisition of Quayside Group 0.3 0.0
Costs related to designing and implementing one group wide finance service centre, including advisor costs, redundancies etc. 0.0 -5.5
Gain regarding sale of the ro-ro freight ship Flandria Seaways 0.0 12.3
Special items, net -6.8 -14.5

NOTE 4 ACQUISITION OF ENTERPRISES AND SALE OF ACTIVITIES

2016

ACQUISITION

On 1 September 2016 DFDS entered into an agreement with the Estonian company Navirail OÜ to acquire the company's freight and passenger route (ro-pax) between Paldiski (Estonia) and Hanko (Finland). The transaction was approved by the Estonian Competition Authorities at 28 September 2016 and the route is consolidated with effect from 1 October 2016.

The route has been acquired 100% by DFDS A/S. The route expands DFDS' network in the northern part of the Baltic Sea and complements DFDS' existing route between Paldiski and Kapellskär (Sweden).

DFDS has not paid any upfront consideration. An earn-out agreement has been entered with the seller, according to which DFDS must pay 50% of the route's accumulated EBIT for six years. Based on the expectations to the route's earnings for the earn-out period the net present value of the earn-out is estimated at DKK 41.8m at 1 October 2016. The estimated yearly revenue is DKK 97m and estimated revenue for Q4 2016 is to DKK 22m. Based on the preliminary assessment of acquired assets and liabilities goodwill is estimated at DKK 42m.

On 14 November 2016 the acquisition of the Scottish company Haulage Shetland Ltd. was completed and the DFDS Group obtained control as from this date. After the acquisition the DFDS Group has 100% ownership of the acquired company and the acquired company is consolidated in the consolidated financial statements for the DFDS Group as from this date. The acquisition is 100% made by the subsidiary DFDS Logistics Ltd. and the acquired company is after the acquisition included in the UK & Ireland Business Unit.

DFDS paid DKK 53.5m for the acquired company. In addition, two earn-out agreements have been entered into according to which DFDS, based on the acquired company's financial performance for 2016/17 and 2017/18, may pay an additional cash consideration in the range of DKK 0-9.2m.

Based on the acquired company's expected earnings the earn-out agreements are estimated to DKK 9.2m. Consequently, the total purchase price is calculated at DKK 62.7m. The estimated yearly revenue amounts to DKK 84M and the estimated revenue for the rest of the year is estimated to DKK 11M.

Due to timing of the acquisition it has not yet been possible to measure the fair values of the acquired assets and liabilities.

22


DFDS INTERIM REPORT Q3 2016

NOTE 4 (CONTINUED)

2015

ACQUISITION

1 February 2015 the DFDS Group obtained control and 100% ownership of the logistics activities from Beltrin S.R.O. in Czech Republic. 2 March 2015 the DFDS Group acquired certain logistics activities, including employees, certain operating assets and lease agreements of operating equipment, from Volvo AB in Sweden. For further details of these acquisitions, refer to the annual report for 2015.

NOTE 5 ASSETS HELD FOR SALE

2016

During Q2 2016 the ro-pax ship Vilnius Seaways has ceased to be classified as held for sale as management assess that the criteria for being classified as held for sale no longer are met. Accordingly, the ship is moved back to Non-current tangible assets at the carrying amount the ship had before it was classified as held for sale, adjusted for depreciations etc, that would have been recognised had the ship not been classified as held for sale.

In Q2 2016 the variance between this adjusted carrying amount and the carrying amount recognised under held for sale at the time the ship ceased to be classified as held for sale has been expensed under Depreciation, ships by an amount of DKK 18.2m.

23


DFDS INTERIM REPORT Q3 2016

NOTE 6 FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS

The table discloses fair value and carrying amount of financial instruments measured at fair value in the balance sheet. Furthermore, categorisation of the valuation method according to the fair value hierarchy is stated.

Transfers between levels of the fair value hierarchy are considered to have occurred at the date of the event or change in circumstances that caused the transfer.

There were no transfers between the levels in the fair value hierarchy in Q1-Q3 2016.

TECHNIQUES FOR CALCULATING FAIR VALUES

DERIVATIVES

DFDS' usage of derivatives includes interest rate swaps, bunker swaps, forward exchange contracts and currency swaps. The fair values on interest rate swaps have been calculated by discounting the expected future interest payments. The discount rate for each interest payment is estimated on the basis of a swap interest curve, which is calculated based on a wide spread of market interest rates. The fair value on forward exchange contracts are based on interest curve calculations in DFDS' Treasury system. Calculations are based on a spread of market interest rates in the various currencies. Calculation on bunker swaps are based on quoted forward curve from various financial institutions.

FINANCIAL ASSETS AVAILABLE FOR SALE

Financial assets available for sale measured at level 1 are listed shares and is measured at the quoted prices.

Financial assets available for sale measured at level 3 (DKK 34.1m) are non-listed shares in a company which had the majority of its share capital traded in September 2016. DFDS' holding of these non-listed shares are measured based on the published price per share according to the transaction in September 2016 as this price is also offered to the remaining shareholders. DFDS has in Q4 sold its shareholding, resulting in a gain of around DKK 25m.

Financial assets available for sale also comprise other shares and equity investments as well as other investments of DKK 9.5m (2015: DKK 18.4m). These are some minor unlisted enterprises and holdings. They are measured at cost reduced by write-downs, if any, and consequently, they are not included in the fair value hierarchy.

ASSETS HELD FOR SALE

Assets held for sale (non-recurring fair value measurement) comprise of the former Norfolkline domicile in Scheveningen with a carrying amount of DKK 13.5m (2015: DKK 13.5m). The fair value of the building is based on a valuation made by an independent real estate broker etc.

DKK m Q1-Q3 2016 Q1-Q3 2015
Fair value Carrying amount Fair value Carrying amount
Financial assets
Financial assets available for sale (Level 1) 0.0 0.0 0.4 0.4
Derivatives (Level 2) 26.9 26.9 0.2 0.2
Financial assets available for sale (Level 3) 34.1 34.1 0.0 0.0
Assets held for sale (non-recurring fair value measurement) (Level 3) 13.5 13.5 61.8 61.8
Financial liabilities
Derivatives (Level 2) 140.9 140.9 299.7 299.7

The ro-pax ship Vilnius Seaways has been reclassified to non-current tangible assets. Reference is made to note 5.


DFDS INTERIM REPORT Q3 2016

NOTE 7 SUPPLEMENTARY FINANCIAL INFORMATION ON THE PARENT COMPANY

As a result of DFDS A/S' issuance of corporate bonds on Oslo Stock Exchange there is a requirement to provide certain supplementary financial information on the parent company. The following financial information has been prepared using the same accounting policies as for the annual report for 2015. However, DFDS has adopted all new, amended or revised accounting standards and interpretations (IFRSs) endorsed by the EU effective for the accounting period beginning on 1 January 2016. These IFRSs have not had any material impact on the DFDS A/S' interim report.

As of 18 November 2015 New Channel Holding A/S (formerly a 100% subsidiary of DFDS A/S) and its 100% owned subsidiary New Channel Company A/S were both merged into DFDS A/S.

The parent company's revenue increased by DKK 1,774.4m, equivalent to 35.2%. Operating profit before depreciation and special items (EBITDA) increased from DKK 867.2m to DKK 1,486.6m. Both increases are primarily due to the above mergers and general improvement on most of the company's shipping routes.

Included in Financial items, net is dividend received from subsidiaries of DKK 121.1m and reversal of impairments of investments in subsidiaries of DKK 66.3m made in previous years, but where value in use has increased and thus require the impairments to be reversed in full or partially.

The parent company's net interest bearing debt increased from DKK 3,703.2m at 31 December 2015 to DKK 3,987.1m at 30 September 2016 primarily following the finance lease of two Channel ferries.

2016 2015 2015-2016 2015
DKK m Q1-Q3 Q1-Q3 LTM Full year
Income statement
Revenue 6,809.3 5,034.9 8,486.8 6,712.4
Operating profit before depreciation (EBITDA) and special items 1,486.6 867.2 1,675.1 1,055.7
Operating profit (EBIT) before special items 1,101.4 593.3 1,193.8 685.7
Special items, net -7.1 15.3 -14.2 8.2
Operating profit (EBIT) 1,094.3 608.6 1,179.6 693.9
Financial items, net 254.2 74.3 -0.6 -180.5
Profit before tax 1,348.5 682.9 1,179.0 513.4
Profit for the period 1,343.6 680.2 1,169.6 506.2
Assets
Non-current intangible assets 307.8 273.5 293.6
Non-current tangible assets 5,241.8 3,220.6 4,290.7
Investments in affiliated companies, associates and joint ventures 3,838.8 3,877.5 3,759.5
Other non-current assets 9.5 18.7 18.3
Non-current assets 9,397.9 7,390.3 8,362.1
Current receivables from affiliated companies 591.6 2,046.3 724.8
Receivables from associates and joint ventures 51.0 52.9 53.8
Other current assets 1,663.7 1,767.8 2,120.2
Current assets*) 2,306.2 3,867.0 2,898.8
Assets 11,704.1 11,257.3 11,260.9
*) hereof cash and securities 661.9 1,037.5 1,299.9
Equity and liabilities
Equity 4,720.4 4,746.3 4,322.2
Non-current liabilities 2,134.6 2,137.6 2,217.7
Current liabilities to affiliated companies 2,532.4 2,624.9 2,718.9
Other current liabilities 2,316.8 1,748.5 2,002.1
Current liabilities 4,849.2 4,373.4 4,721.0
Equity and liabilities 11,704.2 11,257.3 11,260.9
Equity ratio, % 40.3% 42.2% 38.4%
Net interest bearing debt 3,987.1 2,414.0 3,703.2

DFDS INTERIM REPORT Q3 2016

DEFINITIONS

Operating profit before depreciation (EBITDA) Profit before depreciation and impairment on non-current assets
Operating profit (EBIT) Profit after depreciation and impairment on non-current intangible and tangible assets
Operating profit margin $$\frac{\text{Operating profit (EBIT) before special items}}{\text{Revenue}} \times 100$$
Net operating profit after taxes (NOPAT) Operating profit (EBIT) minus payable tax for the period adjusted for the tax effect of net finance cost
Invested capital Net working capital (non-interest bearing current assets minus non-interest bearing current liabilities) plus non-current intangible and tangible assets minus pension and jubilee liabilities and other provisions
Net Interest-bearing debt Interest-bearing liabilities (excluding provision for pensions) minus interest-bearing assets minus cash and securities
LTM Last twelve months
Return on invested capital (ROIC) $$\frac{\text{Net operating profit after taxes (NOPAT)}}{\text{Average invested capital}} \times 100$$
Weighted average cost of capital (WACC) The average cost of capital in percent for equity and debt weighted in relation to the capital structure
Free cash flow (FCFF) Cash flow from operating activities excluding net interest received and paid minus cash flow from net investments
Return on equity $$\frac{\text{Profit for the period excluding non-controlling interests}}{\text{Average equity excluding non-controlling interests}} \times 100$$
Equity ratio $$\frac{\text{Equity at end of period}}{\text{Total assets}} \times 100$$
Earnings per share (EPS) $$\frac{\text{Profit for the period excluding non-controlling interests}}{\text{Weighted average number of ordinary shares in circulation}} \times 100$$
P/E ratio $$\frac{\text{Share price at the end of the period}}{\text{Earnings per share (EPS)}} \times 100$$
Dividend per share $$\frac{\text{Dividend for the year}}{\text{Number of shares at the end of the period}} \times 100$$
Market value Number of shares, ex. treasury shares, end of period times share price end of period

Roundings may in general cause variances in sums and percentages in this report.