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Gram Car Carriers ASA

Regulatory Filings Apr 25, 2022

3610_iss_2022-04-25_670331b2-a3a5-4590-a04d-a8f8ae2d35b6.html

Regulatory Filings

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Gram Car Carriers supports the formation of Global Auto Carriers, focused on next generation multifuel vessels, and will act as commercial manager for its fleet of newbuilds

Gram Car Carriers supports the formation of Global Auto Carriers, focused on next generation multifuel vessels, and will act as commercial manager for its fleet of newbuilds

Oslo, 25 April 2022: Gram Car Carriers ASA ("GCC") is pleased to announce the

formation of Global Auto Carriers AS ("GAC") for the purpose of ordering four

7,000 CEU dual fuel Pure Car Truck Carriers (the "Initial Vessels") from China

Merchants Jinling Shipyard (Weihai) Co., Ltd. GAC will hold options for an

additional 2+2 vessels at the same yard (the "Option Vessels", and together with

the Initial Vessels, the "Vessels").

GAC will be owned by F. Laeisz GmbH, AL Maritime Holding Pte. Ltd, AS Clipper

and a subsidiary of Surfside Holding AS, all established international

industrial and financial investors with deep shipping knowledge and all current

shareholders of GCC.

GCC's 100% owned subsidiary, Gram Car Carriers Management AS ("GCC Management"),

has acted as commercial adviser during the formation of GAC. In consideration,

GCC Management will receive warrants enabling an ownership stake in GAC of up to

7.5%. GCC Management will receive a 1% commission of the gross contract price

for the Vessels, which will be paid pro-rata in accordance with the yard

instalments and be used to settle the exercise of warrants.

Georg A. Whist, the CEO of GCC, commented: "We are proud to have supported the

foundation of GAC by leveraging our market connections to create attractive

additional revenue streams for GCC and the potential for a meaningful future

equity stake. We have done so without adding any capital expenditure, true to

our strategy of being a vessel owner with long-term contracts and without

diluting our policy of returning a minimum of 50% of EPS to shareholders through

quarterly dividends."

Warrants issued to GCC Management in connection with the financing of

instalments for the Initial Vessels must be exercised within 24 April 2027 or

the date of delivery of the last Initial Vessel, whichever occurs the earlier.

Warrants issued in connection with the financing of instalments for the Option

Vessels must be exercised within 31 October 2027, or the date of delivery of the

last Option Vessel, whichever occurs the earlier. The warrants will have a

strike price equal to the price per share in capital increases carried out to

finance yard instalments, appreciated by 5% per annum.

GCC Management will serve as the commercial manager for the GAC fleet and will

receive a lump sum commercial management fee and a 1.0% commission on the time

charter earnings from the charters of each respective Vessel. Technical

management and yard supervision will be provided by F. Laeisz GmbH.

The board of directors of GCC has approved the nomination by GCC Management of

GAC and/or its subsidiaries as buyer(s) under the shipbuilding contracts

intended to be entered into with the yard, as well as the terms of the warrants,

the commission and the commercial management fee to be received by GCC

Management. The board representatives of F. Laeisz GmbH and AL Maritime Holding

Pte. Ltd did not take part in the discussions or decisions of these matters.

The shipbuilding contracts for the Initial Vessels are expected to be entered

into early Q2 2022, with delivery expected from the fourth quarter of 2025

through the fourth quarter of 2026. Three of the Option Vessels have expected

delivery in 2027 and one in 2028.

For further information, please contact:

CEO Georg A. Whist

Telephone: +47 41 60 16 81

E-mail: [email protected]

CFO Gunnar S. Koløen

Telephone: +65 9176 6661

E-mail: [email protected]

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 at Gram Car Carriers, on 25 April

2022 at 07.59 CEST.

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