Investor Presentation • Feb 13, 2020
Investor Presentation
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Oslo, 13 February 2020


THIS PRESENTATION (THE "PRESENTATION") HAS BEEN PREPARED BY MPC CONTAINER SHIPS ASA (THE "COMPANY") IN CONNECTION WITH THE INVITATION TO PARTICIPATE IN A POTENTIAL INVESTMENT IN THE COMPANY.
THE INVITATION IS NOT A PUBLIC OFFER, AND IS NOT SUBJECT TO ANY PROSPECTUS REQUIREMENTS IN ANY EEA MEMBER STATE, AND NO PROSPECTUS HAS THEREFORE BEEN PREPARED IN CONNECTION WITH THE INVITATION IN ANY EEA JURISDICTION.
THIS PRESENTATION HAS ONLY BEEN MADE AND SHALL ONLY BE MADE AVAILABLE TO A LIMITED NUMBER OF PROSPECTIVE INVESTORS (THE "RECIPIENTS").
THE RECIPIENTS ARE REMINDED THAT THE PRESENTATION CONTAINS CONFIDENTIAL AND SENSITIVE INFORMATION. BY ACCEPTING THIS PRESENTATION, EACH RECIPIENT AGREES TO CAUSE THEIR DIRECTORS, OFFICERS, EMPLOYEES, ADVISORS AND OTHER REPRESENTATIVES TO EQUALLY OBSERVE THE COMMITMENTS DESCRIBED IN THIS NOTICE AND TO USE THE PRESENTATION ONLY TO EVALUATE THE INVESTMENT AND NOT DISCLOSE ANY SUCH INFORMATION TO ANY OTHER PARTY.
AN INVESTMENT IN THE COMPANY WILL INVOLVE SIGNIFICANT RISKS, INCLUDING RISK OF LOSS OF THE ENTIRE INVESTMENT. RECIPIENTS SHOULD REVIEW THE PRESENTATION AND RELATED TRANSACTION DOCUMENTATION PRIOR TO MAKING AN INVESTMENT DECISION. INVESTORS SHOULD HAVE THE FINANCIAL ABILITY AND WILLINGNESS TO ACCEPT THE RISK CHARACTERISTICS OF THE COMPANY AND THE COMPANY'S INVESTMENTS. RECIPIENTS MUST CONDUCT THEIR OWN INDEPENDENT ANALYSIS AND APPRAISAL OF THE COMPANY AND OF THE DATA CONTAINED OR REFERRED TO HEREIN AND IN OTHER DISCLOSED INFORMATION, AND RISKS RELATED TO AN INVESTMENT, AND THEY MUST RELY SOLELY ON THEIR OWN JUDGEMENT AND THAT OF THEIR QUALIFIED ADVISORS IN EVALUATING THE COMPANY AND THE COMPANY'S BUSINESS STRATEGY, AND IN DETERMINING THE DESIRABILITY OF THE INVESTMENT.
THE INFORMATION CONTAINED IN THIS PRESENTATION HAS BEEN OBTAINED FROM THE COMPANY. WHILE THE INFORMATION HEREIN IS BELIEVED TO BE CORRECT IN ALL MATERIAL RESPECTS, THE COMPANY, INCLUDING ITS AFFILIATES AND THEIR RESPECTIVE MEMBERS, PARTNERS, EMPLOYEES, CONSULTANTS AND AGENTS OR ANY OTHER PERSON ASSOCIATED WITH ANY OF THE FOREGOING PERSONS ("COVERED PERSONS") MAKES NO REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, AS TO THE FAIRNESS, ACCURACY OR COMPLETENESS OF THE INFORMATION CONTAINED IN THIS PRESENTATION, OR REGARDING ANY OTHER ADDITIONAL INFORMATION WHICH HAS OR WILL BE MADE AVAILABLE TO THE RECIPIENTS IN CONNECTION WITH THE INVESTMENT. ACCORDINGLY, NO COVERED PERSON ACCEPTS ANY LIABILITY WHATSOEVER FOR ANY LOSS OF ANY NATURE ARISING FROM USE OF THIS DOCUMENT OR ITS CONTENTS OR THE ADDITIONAL INFORMATION REFERRED TO ABOVE OR OTHERWISE ARISING IN CONNECTION THEREWITH, EXCEPT AS MAY FOLLOW FROM MANDATORY LAW.
THE PRESENTATION REFLECTS THE CONDITIONS AND VIEWS AS OF THE DATE SET OUT ON THE FRONT PAGE OF THIS PRESENTATION. THE INFORMATION CONTAINED HEREIN IS SUBJECT TO CHANGE, COMPLETION, OR AMENDMENT WITHOUT NOTICE. IN FURNISHING THIS PRESENTATION, NO COVERED PERSON UNDERTAKES ANY OBLIGATION TO PROVIDE THE RECIPIENT WITH ACCESS TO ANY ADDITIONAL INFORMATION.
THIS PRESENTATION HAS NOT BEEN REVIEWED BY OR REGISTERED WITH ANY PUBLIC AUTHORITY OR STOCK EXCHANGE. NEITHER THE COMPANY, NOR THE MANAGER HAVE AUTHORIZED ANY OFFER TO THE PUBLIC OF SECURITIES, OR HAVE UNDERTAKEN OR PLANS TO UNDERTAKE, ANY ACTION TO MAKE AN OFFER OF SECURITIES TO THE PUBLIC REQUIRING THE PUBLICATION OF AN OFFERING PROSPECTUS, IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA WHICH HAS IMPLEMENTED THE PROSPECTUS REGULATION (EU) 2017/1129), AS AMENDED. NO OFFER OF ANY SECURITIES IS DIRECTED TO PERSONS IN ANY JURISDICTION WHERE SUCH AN OFFER WOULD BE IN VIOLATION OF APPLICABLE LAWS OR WHOSE ACCEPTANCE OF SUCH AN OFFER WOULD REQUIRE THAT (I) FURTHER DOCUMENTS ARE ISSUED IN ORDER FOR THE OFFER TO COMPLY WITH LOCAL LAW OR (II) REGISTRATION OR OTHER MEASURES ARE TAKEN PURSUANT TO LOCAL LAW.
THIS PRESENTATION AND THE INFORMATION CONTAINED HEREIN DO NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES AND ARE NOT FOR PUBLICATION OR DISTRIBUTION TO U.S. PERSONS (WITHIN THE MEANING OF REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT")). THE SECURITIES PROPOSED TO BE OFFERED IN THE COMPANY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS EXCEPT PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THE SHARES OF THE COMPANY HAVE NOT AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OR ANY STATE SECURITIES LAW AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES UNLESS AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT IS AVAILABLE.
THIS PRESENTATION IS SUBJECT TO NORWEGIAN LAW, AND ANY DISPUTE ARISING IN RESPECT OF THIS PRESENTATION IS SUBJECT TO THE EXCLUSIVE JURISDICTION OF NORWEGIAN COURTS.
THE CONTENTS OF THIS PRESENTATION ARE NOT TO BE CONSTRUED AS FINANCIAL, LEGAL, BUSINESS, INVESTMENT, TAX OR OTHER PROFESSIONAL ADVICE. EACH PROSPECTIVE INVESTOR SHOULD THEREFORE CONSULT WITH ITS OWN FINANCIAL, LEGAL, BUSINESS, TAX OR OTHER ADVISER AS TO FINANCIAL, LEGAL, BUSINESS AND TAX ADVICE.
BY RECEIVING THIS PRESENTATION, EACH RECIPIENT AGREES TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH ABOVE AND REPRESENTS THAT IT IS A QUALIFIED INSTITUTIONAL OR OTHER PROFESSIONAL INVESTOR WHO IS SUFFICIENTLY EXPERIENCED TO UNDERSTAND THE ASPECTS AND RISKS RELATED TO AN INVESTMENT IN THE COMPANY, AND WHO WILL OBTAIN ADDITIONAL EXPERT ADVICE WHERE AND WHEN NEEDED.


Company
Feeders
Macro
The management and Board of Directors target to place MPCC in the strongest possible position in the current environment, and initiates a NOK 125m fully underwritten private placement supported by three large shareholders.


2020
Pre-emptive strengthening of the company's financial posture to ensure MPCC is firmly positioned by:
| = USD 25.0m | Cash reserve to ensure financial flexibility (before operational cash flow) |
|---|---|
| + USD 13.5m2 | Private placement proceeds (NOK 125m) |
| - USD 11.1m |
Remaining scrubber CAPEX (due in 2020) |
| - USD 17.6m |
2020 CAPEX (class renewals and overhauls) |
| USD 40.2m | FY 2019 unaudited cash balance (incl. JV proportion) |
FY 2020 free cash flow from operations, additional proceeds from capital raise and vessel sales shall be used towards:
▪ compensating adverse effects from softer charter market and prevailing uncertainty and/or value accretive measures


in USDm

1Values show the 60 consolidated vessels and the 8 JV vessels proportionated with 50% share: book value 2019 preliminary and unaudited – before indicated vessel sales

CASH BREAK-EVEN1

1blended and normalized estimates based on 60 fully consolidated vessels, excluding CAPEX of USD ~800 per day (dry-docking, maintenance), excluding scrubber and BWTS
3interest and regular repayments based on existing debt facilities as of 31/12/2019




1Assumptions for 60 consolidated vessels and 8 JV vessels as per current normalized CBEs (see previous slide) and utilization of 93% - values 2019 preliminary and unaudited & before indicated vessel sales 2FCF-to-equity-yield calculation based on market cap of USD ~177m (after raising of NOK 125m capital) and a share price @ 18 NOK / FX USD/NOK @ 9,25892
3 Based on 9 fully consolidated scrubber vessels and 50% share of 1 JV scrubber vessel, a spread between HSFO and LSFO of 200 USD/t, and an average consumption of 12,500mts/day per vsl
4 FCF incl. CAPEX of USD ~800 per day (dry docking, maintenance), excl. scrubber, BWTS & regulatory CAPEX
5 Sources: Clarksons Research, Company
10


| Macro & Shipping Increase in economic activity expected |
• Economic activity and international trade expected to improve • Following a modest growth in 2020, markets expected to follow an upward trend in 2021-22 • Scrubber retrofits expected to reduce supply by further 1.9% in 2020 • Especially key feeder trades show encouraging growth prospects |
|---|---|
| Feeder Industry Moderate growth opens interesting opportunities |
• Only moderate increase of feeder capacity expected for the coming years • Large fraction of feeders is 20 years or older • Significant fraction of orders can be considered as replacement tonnage • Scrapping expected to increase due to regulatory and IMO 2020 related issues |














Established company with proven execution capabilities and a compelling market position

Moderate financial leverage profile and low cash break-even

Industry low G&A costs and competitive OPEX across the fleet

Attractively diversified feeder fleet with spot vs. charter flexibility that provides significant operational leverage

Stringent capital allocation and robust governance


| FINANCIAL KPI'S | FY 2019 | FY 2018 | COMMENTS |
|---|---|---|---|
| Operational revenue (USD) | 184.5m | 183.4m | Revenues and EBITDA affected by extraordinary project-related off-hire and a softer charter market especially for the smaller feeders (TEU 1-2k) |
| EBITDA (USD) | 21.9m | 45.3m | Normalised EBITDA 2019 ~USD 30-32m(1) |
| (2) Fleet utilization |
89.3% | 92.0% | Scrubber and scrubber-related off-hire, including positioning: 4.2% |
| Average TCE per day (USD)(3) |
8,875 | 9,911 | Softer charter market (especially in Q1/Q2 2019) and larger feeders being retrofitted with scrubbers in Q3/Q4 2019 |
| (4) Average OPEX per day (USD) |
5,005 | 5,049 | |
| Average EBITDA per day (USD) | 1,136 | 2,348 | |
| BALANCE SHEET & LIQUIDITY | FY 2019 | FY 2018 | COMMENTS |
| Total assets (USD) | 720.5m | 722.1m | |
| Cash (USD) | 40.2m | 60.3m | FY 2019 affected by significant CAPEX related to IMO 2020 preparation (in particular scrubber retrofit programme) |
| Leverage (5) (6) |
38% | 34% | |
| Equity ratio (6) | 58% | 64% |
(1) Normalized EBITDA, e.g. for off-hire related to scrubber installations, advanced dockings (incl. positioning) (2) Trading days / ownership days (3) time charter revenues / trading days (4) OPEX excluding tonnage taxes and OPEX reimbursed by the charterers / ownership days (5) current and non-current portion of interest bearing-loans / total assets
(6) Pro forma values for 2019 (incl. PP) – improvements by approx. 0.8%
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Fleet of feeder containerships / SPVs





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