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Gram Car Carriers ASA

Investor Presentation Apr 28, 2022

3610_rns_2022-04-28_dbd13c29-06c3-429e-8580-5f9ae898d803.pdf

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Q1 2022 presentation

Gram Car Carriers ASA

28 April 2022

Disclaimer

THIS PRESENTATION IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES OF AMERICA, ITS TERRITORIES OR POSSESSIONS, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR TO ANY RESIDENT THEREOF, OR ANY JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL. THIS PRESENTATION IS NOT AN OFFER OR AN INVITATION TO BUY OR SELL SECURITIES.

This presentation (the "Company Presentation") has been prepared by Gram Car Carriers ASA (the "Company", and together with its consolidated subsidiaries, the "Group").

This Company Presentation has been prepared for information purposes only, and does not constitute or form part of, and should not be construed as, any offer, invitation or recommendation to purchase, sell or subscribe for any securities in any jurisdiction, and neither the issue of the information nor anything contained herein shall form the basis of or be relied upon in connection with, or act as an inducement to enter into, any investment activity. This Company Presentation does not purport to contain all of the information that may be required to evaluate any investment in the Company or any of its securities and should not be relied upon to form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This presentation is intended to present background information on the Company, its business and the industry in which it operates and is not intended to provide complete disclosure upon which an investment decision could be made.

This Company Presentation is furnished by the Company, and it is expressly noted that no representation or warranty, express or implied, as to the accuracy or completeness of any information included herein is given by the Company. The contents of this Company Presentation are not to be construed as financial, legal, business, investment, tax or other professional advice. Each recipient should consult with its own professional advisors for any such matter and advice. Generally, any investment in the Company should be considered as a high-risk investment.

This Company Presentation is current as of February 18, 2022. Neither the delivery of this Company Presentation nor any further discussions of the Company with any of the recipients shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since such date. This Company Presentation may contain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", "expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets", and similar expressions. Any forward-looking statements contained in this Company Presentation, including assumptions, opinions and views of the Company or cited from third party sources, are solely opinions and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. The Company provides no assurance that the assumptions underlying such forward-looking statements are free from errors and does not accept any responsibility for the future accuracy of the opinions expressed in this Company Presentation or the actual occurrence of the forecasted developments.

The distribution of this Company Presentation by the Company in certain jurisdictions is restricted by law. Accordingly, this Company Presentation may not be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. This Company Presentation does not constitute an offer of, or an invitation to purchase, any securities.

IN RELATION TO THE UNITED STATES AND U.S. PERSONS, THIS PRESENTATION IS BEING FURNISHED ONLY TO INVESTORS THAT ARE "QIBs", AS DEFINED IN RULE 144A UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT"). THE SHARES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER U.S. SECURITIES ACT OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISDICTION IN THE UNITED STATES, AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON, EXCEPT PURSUANT TO AN APPLICABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS.

This Company Presentation is subject to Norwegian law, and any dispute arising in respect of this Company Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo District Court as first venue.

Key events

  • Established as a leading car carrier tonnage provider and listed on Euronext Growth Oslo in late January
  • Board of Directors proposes dividend of USD 0.036 per share for Q1 2022
  • Q1 Revenue of USD 23.5 million and EBIT of USD 5.9 million
  • Q1 2021 average TCE revenue: Panamax USD 16,690, Mid-size USD 17,410 and Distribution fleet USD 11,590
  • New contracts for Viking Passero, Viking Emerald and Viking Drive at higher dayrates and with longer durations
  • Total revenue backlog of USD 176 million
  • Positioned to capture a historically strong market with 15%/60% open days in 2022/23
  • Favourable market outlook with continued high charter rates and long contract durations
  • Creating attractive new revenue streams by supporting foundation of Global Auto Carriers (GAC)

Key figures

Revenue Q1'22 USD 23.5 million USD 15,640 USD 81 million

EBITDA Q1'22 USD 12.7 million 98% USD 176 million

Net profit Q1'22 USD 2.08 million 11/26 days 750/15%

Dividend declared Q1'22 USD 1.04 million USD 14,050 3,940/60%

Average TC rate Q1'221)

Utilisation Q1'22

Planned/unplanned off-hire Q1'22

Average cash break-even2)

Revenue backlog added in Q1'22

Revenue backlog end Q1'22

Open revenue days3) 2022

Open revenue days3) 2023

1) On cash flow basis, recorded revenues are on straight-line basis.

2) Current break-even incl. vessel running expenses, insurance and overheads based on 2022 budget. Covid-19 provision (USD ~250 per day per vessel) and capex not included. Debt servicing based on prevailing interest rates and 1yr debt amortisation schedule.

3) Total revenue days p.a. for the total fleet of 18 vessels are 6,570, remaining revenue days in 2022 is 4,950.

4) As per 31 March 2022, assuming mid-point charter party redelivery date.

GCC in brief

The world's third largest car carrier tonnage provider

Gram Car Carriers (GCC) in brief Selected customers

  • Commercial manager of 22 car carriers
    • − 18 owned and 4 managed on behalf of third-party owners
    • − Average fleet age ~10 years vs. global fleet average of 14 years
  • Strong industry name engaged in car carrier investments since 1982
  • Extensive and long history of chartering vessels to all major global operators and key regional operators worldwide
  • Offices in Oslo (HQ) and Singapore
  • Listed on Euronext Growth Oslo with ticker "GCC"

A critical link in one of the world's largest industries

Diversified fleet of 18 owned PCTCs

Fleet age of approx. 10 years vs. world fleet average of approx. 14 years

1) 1,000 CEU 2) 3,500 CEU 3) 5,000 CEU 4) 7,000 CEU 5) Four vessels under commercially management of behalf of third-party clients 6) Vessels to be renamed Viking Passero and Viking Passama 8

Creating attractive new revenue streams by supporting foundation of Global Auto Carriers (GAC)

GAC corporate structure

  • GAC build 4x7,000 CEU multifuel PCTCs with 2+2 options at China Merchants Jinling Shipyard (Weihai)
  • GAC is owned by F. Laeisz, AL Maritime Holding, AS Clipper and a subsidiary of Surfside Holding AS
  • Commercial management performed by GCC and technical management by F. Laeisz
  • GCC ASA will receive 1% commission on purchase price in cash which will be used to exercise warrants of up to 7.5% of the equity in the company. In addition, USD 100,000 per vessel p.a. and 1% of Charter rate per vessel in commercial management fees
  • In line with strategy of owning and operating vessels on longterm charters and to provide our shareholders with attractive and predictable dividends

Operational highlights

Strong Q1 2022 operational performance across the fleet

  • Increasing revenue as open vessels commence new charters at improved rates
  • Trend of higher earnings continues in Q1 and into Q2 2022 with Viking Diamond, Viking Amber, Viking Passero, Viking Emerald and Viking Drive on new contracts
  • Stable opex with COVID-19 costs gradually subsiding
  • Increased revenue backlog expected, with upcoming fixings at attractive TC rates and longer durations
Open revenue Open revenue Revenue Average cash
days3) 2022 days3) 2023 backlog4) break-even2)
750/15% 3,940/60% USD 176m USD 14,050

1) Including the two vessels acquired from Laeisz.

  • 2) Current break-even incl. vessel running expenses, insurance and overheads based on 2022 budget. Covid-19 provision (USD ~250 per day per vessel) and capex not included. Debt servicing based on prevailing interest rates and 1yr debt amortisation schedule.
  • 3) Total revenue days p.a. for the total fleet of 18 vessels are 6,570.
  • 4) As per 31 Mar '22 assuming mid-point charter party redelivery date.

Contract overview with new supportive data points

Attractive schedule providing varied contract durations and ample flexibility to capitalize on upside

of existing contracts

with operators entering longer contracts

open revenue day for 2022/2023

Backlog as of 31 March 2022

Financial review

Key figures for Q1 2022

  • Revenue and cashflow reflecting strong operations in the quarter
    • − P&L covers the full period 1 January 31 March 2022, including Gram Car Carriers Holdings Pte. Ltd. With subsidiaries ('Old Group')
    • − Vessels Viking Passero and Viking Passama included from acquisition date 25 January 2022
  • Net income of USD 2.08 million
  • In compliance with all financial covenants per 31 March 2022
  • Viking Drive lease purchase option exercised and vessel refinanced 8 April 2022
  • Proposed USD 1.04 million dividend, equal to USD 0.036 per share
    • − In line with stated policy of 50% of quarterly profit
    • − AGM on 12 May to approve
  • Recent new charters at higher rates will start to impact from Q2 and Q3 2022
In USD thousands Q1 2022
Operating revenue 23,534
EBITDA 12,691
EBIT 5,906
Profit for the period 2,081
Cash flow from operating activities 8,955
Cash and cash equivalents 22,948
Interest-bearing debt 333,005
Equity ratio 39%

Market opportunity

Recent market fixtures reflect strong demand and limited supply

Source: Clarksons, distribution TC rate and no. of vessels open (tonnage providers global fleet) based on Company's own estimates

Current market TC rates per day (1-year)

Estimated open vessels in global fleet

Strongest market fundamentals in a decade

Increasing global light vehicles sales

US Inventory levels of import brands continue downwards trend

Some reductions in LMC Automotive's Q1 2022 update, primarily due reduced sales in Eastern Europe due to Ukraine/Russia conflict, and in Covid-19 in China. Positive market momentum unaffected.

Global sales of electric vehicles, and Chinese vehicle export

20 % 80 % EVs Other Breakdown of Chinese automobile exports (December 2021)

China to play a major roleexports now growing strongly Electric cars increasing share of global car sales

• IEA expects global EV sales to reach 50% of total car sales by 2030

Source: Clarksons, IEA commentary 30 January 2022 (Incl BEV and PHEV)

Expected deliveries of car carriers well below replacement need

Car carrier fleet should continue to see negative growth with a natural phase out tonnage nearing end of life

Note: Replacement need estimated basis 750 vessels with an average economic lifetime of 28 years

Historical fleet development (# of vessels) Orderbook well below historical averages

Source: Company, Fearnresearch, LMC Automotives,, SIN Clarksons 1) Assuming vessels are scrapped at the age of 30. Market balance based on Company calculations. 20

Favourable market balance

# of vessels USD/day 17,75% 17,5% 17,5% 17,5%

Strong demand drivers combined with capped supply side caters for favourable market outlook

Significant shortage of vessels expected 1 Positive development in 1 year TC rates

0 10,000 20,000 30,000 40,000 50,000 60,000 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 PCTC 6,500 ceu PCTC 5,000 ceu

Positive development in TC rates and contract length increasing

Ratio of chartering duration and rates

Positive development in TC rates

  • Clear trend from 2020 through 1 st quarter 2022
  • Rates are moving upwards
  • Duration of Charters are getting longer
  • Number of vessels coming open for rechartering is getting fewer

Number of vessels coming open for re-chartering is getting shorter as operators fix longer to cover contracts

Closing remarks

Why invest in Gram Car Carriers?

  • Unique investment opportunity in leading PCTC tonnage provider
  • Highly attractive market opportunity with upcycle unfolding
  • GCC ideally positioned to capture strengthening market with 15%/60% open days in 2022/23
  • Stated policy of returning minimum 50% of EPS to shareholders through quarterly dividends
  • USD 1.04 million dividend equal to USD 0.036 proposed for Q1 2022

Appendix

GCC offers unique PCTC exposure and a robust capital structure to facilitate dividends from day one

Transactions overview

  • Gram Car Carriers ASA completed all asset transfer transactions with Singapore structure and F. Laeisz on 25 January 2022
  • Debt refinanced with 5-year USD 222 million senior secured credit facility and 8-year USD 70m lease
  • Completed USD 121 million private placement of new shares
    • − Existing shareholders contributed equity (in kind) on identical term as new investors
    • − Share-based payment for two vessels acquired from F. Laeisz
    • − Strong support from five cornerstone investors including international industry names
    • − Significant oversubscription of remaining shares on offer
    • − Over 50% free float
    • − More than 650 shareholders including international industrial and financial investors with deep industry knowledge
Shareholders1 No. shares Shareholding
F. Laeisz
GmbH
7,252,255 25.25%
Al Maritime Holding
Pte. Ltd.
1,962,452 6.83%
Glenrinnes
Farms Limited
1,938,782 6.75%
HM Gram Investments III Limited/
HM Gram Enterprises Limited/ HMG AS 1,786,741 6.22%
J. Lauritzen A/S 1,635,377 5.69%
Car Carrier Partners L.P. 1,220,901 4.25%
AS Clipper 817,688 2.85%
Verdipapirfondet
DNB SMB
811,561 2.83%
Fearnleys
Securities AS
766,003 2.67%
BNP Paribas Securities Services 710,122 2.47%
Galaxy Carriers Corporation 599,012 2.09%
Universal Sea Carriers Ltd 599,012 2.09%
Larsson Shipping AB 549,991 1.91%
Surfside Holding AS 500,000 1.74%
Hamilton Carriers Ltd 499,638 1.74%
Hesnes
Investment AS
414,136 1.44%
Spesialfondet
KLP Alfa Global Energy
404,205 1.41%
Svenska Handelsbanken AB 383,144 1.33%
Songa
Capital AS
334,431 1.16%
BNP Paribas Securities Services 245,307 0.85%
Top 20 shareholders 23,430,758 81.58%
Total 28,721,804 100.00%

1) Shareholders as of 25 April 2022 Management/affiliated companies holds 7.22% of the shares

Seasoned management team and Board

1
-
1
5

Georg Whist, CEO

Previously CFO in Hafnia Tankers Aps in Copenhagen following 18 years with Nordea Bank as SVP and Head of Europe, Asia & Middle East of Nordea Bank's Shipping, Offshore and Oil Service. CEO of Gram Car Carriers from 2018.

Børre Mathisen, COO

Previously at Hoegh Autoliners from 1996 where he held various positions, including two periods in Japan in charge of Commercial Operations in East Asia. Joined Gram Car Carriers in 2013.

Gunnar Koløen, CFO

Previously CFO and MD at Dolphin Drilling (Singapore). GM of Gram Car Carriers (Singapore) 2009-11 and served as a Director of the Company from 2012 to 2020. Started his professional career with KPMG and qualified as a State Authorised Public Accountant from Norway

Mas Gram, Head of Projects

Previously at Pareto Securities (Corporate Finance) in Singapore and Tufton Oceanic (Asset Backed Investments) in London. Joined Gram Car Carriers in 2011.

Ivar Myklebust, Chair

Previously served as CEO and CFO of Höegh Autoliners, and CFO of D/S Norden. He has previously held board positions as chairperson of Havyard Ship Technology; board member of the Norwegian Shipowner's Mutual War Risk Insurance Association (DNK), and director of Euro Marine Logistics NV.

Nikolaus H. Schües , Vice Chair

Mr. Schües is the principal and CEO of F. Laeisz GmbH. He has long experience as Designated President of BIMCO, Vice Chairman of UK P&I Club and Member of the Presidential Committee of German Shipowners Association.

Christine Rødsæther, Board Member

Mrs. Rødsæther has since 2002 been a partner in the law firm Simonsen Vogt Wiig AS and has extensive experience in banking and finance, contract law as well as shipping and offshore. She has previous experience from Wikborg, Rein & Co. and Andersen Legal ANS.

Nils Kristoffer Gram, Board Member

Mr Gram has since 2020 been CEO of ProCorp AS, a boutique SME focused investment bank. Mr Gram has a long and varied experience from capital markets and investments. Previously he worked as MD of Gram Shipping AS, and he was Partner - Corporate Finance at Pareto Securities.

Alasdair Locke, Board Member

Former executive Chairman of Abbot Group Plc, an oil services company which he founded in 1992. Currently Chairman of Motor Fuel Group, Well-Safe Solutions Ltd. and First Property Group Plc.

Dr. Gaby Bornheim, Board Member

Dr. Bornheim is Managing Director of Peter Döhle Schiffahrts KG. In the past she was inhouse councel for Deutsche Shell AG and MobilOil AG. Gaby is President of the German Shipowners Association.

Clivia Breuel, Board member

Mrs. Clivia Breuel (née Bunnemann) is a Partner of AL Capital Holding GmbH & Co. KG, a diversified shipowning group and parent company of AL Maritime Holding. She has long experience in both shipping and banking and holds a Master degree in Business Studies from the EBS Business School Oestrich-Winkel. She is Chairwoman of the Board of the PBS Foundation and member of the board of trustee of another foundation.

Deputy, Alternate Board Member

Mr. Nicolaus Bunnemann is the Managing Partner of AL Capital Holding GmbH & Co. KG; a diversified family owned shipowning group. He is the Founder and Managing Director of Atlantic Lloyd GmbH & Co. KG, the Group's operating arm in Hamburg, Germany. Mr Bunnemann is a member of the board of the German Shipowners' Defence Association as well as board member of a number of maritime investment companies and holds a Masters Degree in Shipping, Trade and Finance.

Fully committed to sustainable growth

Compliant with the SASB marine transportation standard (2018) and the Norwegian ship owners' association ESG reporting guidelines

Compliance, commitments and actions for a sustainable future Long term sustainability goal

Consolidated statement of income and comprehensive income (unaudited)

In USD thousands Q1 2022
Operating revenue 23,534
Vessel operating expenses (9,358)
Administrative expenses (1,485)
EBITDA 12,691
Depreciation (6,784)
Operating result (EBIT) 5,906
Financial income 92
Financial expenses (3,918)
Profit/ (loss) before tax (EBT) 2,081
Income tax expense -
Profit/ (loss) for the period 2,081
Earnings per share (USD):
Basic earnings per share 0.07
Diluted earnings per share 0.07
In USD thousands Q1 2022
Profit/ (loss) for the period 2,081
Exchange differences on translation of foreign operations (8)
Total comprehensive income 2,073

Consolidated statement of financial position (unaudited)

In USD thousands 31 Mar 2022
Assets 562,058
Non-current assets 532,747
Vessels and other tangible assets 369,590
Right-of-use assets 162,997
Other non-current assets 159
Current assets 29,312
Fuel and lubrication oil 2,161
Trade and other receivables 1,408
Cash and cash equivalents 22,948
Other current assets 2,794
In USD thousands 31 Mar 2022
Equity and liabilities 562,058
Equity 217,785
Non-current liabilities 283,196
Interest-bearing debt -
non-current
193,839
Lease liabilities -
non-current
89,357
Current liabilities 61,078
Interest-bearing debt –
current
24,200
Lease liabilities –
current
25,610
Trade and other payables 9,094
Deferred income 2,174

Consolidated statement of changes in equity (unaudited)

1
1
V
-------------
In USD thousands Share
capital
Share
premium
Retained
earnings/
(acc.
losses)
Other
equity
Non
controlling
interests
Total
Equity at 1 January 2022 125 6,670 (166,695) 224,960 14,178 79,239
Conversion of convertible loans Old Group
shareholders
- - - 27,669 - 27,669
Capital increase -
private placement (cash)
3,623 62,259 - - - 65,882
Capital increase -
private placement
(contribution in kind)
2,736 47,010 - - - 49,746
Capital increase –
contribution in kind (Old Group
equity holders and non-controlling interests)
3,173 54,520 - (43,513) (14,178) -
Transaction costs - - - (7,314) - (7,314)
Estimated effect of liquidation Old Group - - - 491 - 491
Total comprehensive income for the period - - 2,081 (8) - 2,073
Equity at 31 March 2022 9,656 170,459 (164,614) 202,285 - 217,785
Equity at 1 January 2021
Capital increase –
contribution in kind (Gram Car
113 - (158,759) 231,599 13,715 86,667
Carriers Management AS) 12 6,670 - (6,681) - -
Total comprehensive income for the period - - (7,935) 43 463 (7,429)
Equity at 31 December 2021 125 6,670 (166,695) 224,960 14,178 79,239

Consolidated statement of cash flows (unaudited)

In USD thousands Q1 2022
Profit/ (loss) for the period 2,081
Financial (income)/ expenses 3,826
Depreciation 6,784
Cash flow from operating activities before changes in working capital 12,691
Changes in working capital:
Trade and other receivables (423)
Fuel and lubrication oil 432
Other current assets (2,282)
Other non-current assets 1,000
Trade and other payables (1,507)
Deferred income (955)
Cash flow from operating activities 8,955
Investment in vessels and other tangible fixed assets (63,570)
Investment in right-of-use assets (2,326)
Cash flow from investing activities (65,896)
Proceeds from issue of shares 108,314
Proceeds from issue of debt 217,885
Proceeds from sale-lease-back financing 70,000
Repayment of debt (326,656)
Repayment of lease liability (2,412)
Interest paid on interest-bearing debt (1,712)
Interest paid on lease liabilities (1,460)
Other financial items (27)
Cash flow from financing activities 63,930
Net change in cash and cash equivalents 6,988
Cash and cash equivalents at beginning of period 15,960
Cash and cash equivalents at end of period 22,948

31

Gram Car Carriers ASA

E-mail: [email protected]

gramcar.com

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