Gram Car Carriers ASA

M&A Activity • Oct 31, 2022

Gram Car Carriers to acquire the mid-size car carrier Paglia for USD 49 million

Gram Car Carriers to acquire the mid-size car carrier Paglia for USD 49 million

Oslo, 31 October 2022: Gram Car Carriers ASA ("GCC" or the "Company") is pleased

to announce the signing of an agreement to acquire the Pure Car Truck Carrier

"Paglia" (5,000 CEU) from F. Laeisz GmbH (the "Seller") for a total

consideration of USD 49 million (the "Transaction"). The Transaction is expected

to facilitate increased dividend distributions over time and adheres to the

Company's strategic aim of pursuing accretive growth opportunities.

Of the total purchase price of USD 49 million, USD 39.2 million will be settled

in cash and USD 9.8 million will be settled through the issuance of 563,218 new

GCC shares to the Seller at USD 17.4 per share, determined through a Net Asset

Value (NAV) framework. The Seller will be subject to a 12-month customary lock

-up on the consideration shares. The Paglia was built in 2010 at the Zhejiang

Yangfan shipyard in China. The vessel is currently on a timecharter contract

until May 2028 at USD 33,300 per day.

Georg A. Whist, the CEO of GCC, commented: "We are delivering on our stated

commitment to selectively pursue growth opportunities which create shareholder

value. The Transaction is accretive on earnings per share, adds approximately

USD 70 million of revenue backlog and supports our plan to provide our

shareholders with predictable, attractive dividends on a quarterly basis."

The consideration shares will be issued to the Seller under the board of

director's authorisation to increase the share capital of GCC, granted by the

Company's annual general meeting on 12 May 2022. The Seller is the largest

shareholder of GCC, controlling 25.49% of the shares before the Transaction, and

is expected to control 26.92% after completion.

The purchase price is set in accordance with recent market transactions, and the

agreement is entered into by the Company's 100% vessel-owning subsidiary Gram

Car Carriers Shipowning AS on arm's length terms. In addition, the Company has

commissioned Arctic Securities AS to provide an independent fairness opinion to

the Company's board. The Seller's representative on the Company's board has

reclused himself from both discussion and decision-making processes related to

the Transaction.

The Transaction is subject to customary conditions precedent, including approval

of transfer of the timecharter contract to GCC and the execution of long-term

debt financing. Completion of the Transaction is expected to take place during

the fourth quarter of 2022.

For further information, please contact:

CEO Georg A. Whist

Telephone: +47 41 60 16 81

E-mail: georg.whist@gramcar.com

Head of Projects and IR Mas Gram

Telephone: +47 95 41 00 93

E-mail: mas.gram@gramcar.com

About Gram Car Carriers:

GCC is the world's third-largest tonnage provider within the Pure Car Truck

Carriers (PCTCs) segment with 18 vessels, across the Distribution, Mid-size and

Panamax segments. The Company serves as a trusted provider of high-quality

vessels and logistics solutions ensuring safe, efficient and punctual shipment

of vehicles for a network of clients comprising of major global and regional

PCTC operators.

This information is considered to be inside information pursuant to the EU

Market Abuse Regulation and subject to the disclosure requirements pursuant to

Section 5-12 the Norwegian Securities Trading Act. This stock exchange release

was published by Mas Gram, Head of Projects and IR at Gram Car Carriers, on 31

October 2022 at 16.55 CET.