MPC Container Ships ASA

Share Issue/Capital Change • Feb 13, 2020

MPC Container Ships - Contemplated private placement

MPC Container Ships - Contemplated private placement

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED

STATES, CANADA, AUSTRALIA, HONG KONG, NEW ZEALAND, SOUTH AFRICA OR JAPAN OR ANY

OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER

RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE

PRESS RELEASE.

Oslo, 13 February 2020 - MPC Container Ships ASA ("MPCC" or the "Company") has

retained Fearnley Securities AS as manager and bookrunner (the "Manager") to

assist the Company with a private placement of 7,250,000 new shares with gross

proceeds of NOK 125 million (the "Private Placement"). The Private Placement

will be directed towards Norwegian and international investors, in each case

subject to and in compliance with applicable exemptions from relevant

prospectus, filing and registration requirements. The amount of the Private

Placement may be adjusted subject to investor demand without further notice.

The Company has prepared an investor presentation in connection with the Private

Placement which includes a company update and certain preliminary FY 2019

financial figures. The investor presentation is attached hereto.

The subscription price will be fixed at NOK 17.25 per share (the "Subscription

Price").

The net proceeds from the Private Placement will be used towards general

corporate purposes.

In connection with the Private Placement, the Company has entered into an

underwriting agreement with the following shareholders of the Company: Star

Spike Ltd. (a fund managed by STAR Capital Partnership LLP), CSI

Beteiligungsgesellschaft mbH and Pilgrim Global ICAV, which own 19.40%, 13.04%

and 3.48% of the Company's outstanding shares, respectively (the

"Underwriters"). The Underwriters have agreed to underwrite the subscription of

NOK 125 million of shares to be offered in the Private Placement at a price

equal to the Subscription Price in the Private Placement. The Underwriters will

receive an underwriting fee equalling 2% of the Subscription Price for the new

shares allocated to the Underwriters above their pro-rata ownership.

The application period for the Private Placement will commence today, 13

February 2020 at 16:30 CET and is expected to close on 14 February 2020 at 08:00

CET (the "Application Period"). The Company may, together with the Manager, at

their own discretion, extend or shorten the Application Period at any time and

for any reason. The minimum order in the Private Placement has been set to the

number of shares that equals an aggregate purchase price of the NOK equivalent

of EUR 100,000. The Company may, at its sole discretion, allocate an amount

below EUR 100,000 to the extent applicable exemptions from the prospectus

requirement pursuant to applicable regulations, including the Norwegian

Securities Trading Act and ancillary regulations, are available.

The allocation of new shares in the Private Placement will be made at the

discretion of the Company's Board of Directors (the "Board") in consultation

with the Manager. Completion of the Private Placement is subject to approval by

the Board and an extraordinary general meeting in the Company (the "EGM"). The

EGM is scheduled to be held on or about 9 March 2020. Investors being allocated

shares in the Private Placement and who hold shares in the Company as of the

date of the EGM undertake to vote in favour of the Private Placement at the EGM.

The Private Placement will be cancelled if the above-mentioned conditions are

not fulfilled or waived.

In connection with the Private Placement, the Board has resolved to set aside

the pre-emptive rights of the existing shareholders. The Board considers this to

be in the best interests of the Company and the shareholders since it will allow

the Company to raise capital more efficiently than a rights offering would

allow.

Delivery of the new shares will take place on or about 13 March 2020, subject to

full and timely payment having been received for such shares and the approval of

the Private Placement by the EGM and subsequent registration of the share

capital increase in the Norwegian Register of Business Enterprises. Once

registered, the new shares issued in the Private Placement will be admitted to

trading on Oslo Børs under the Company's existing ISIN.

Further information and contact:

ir@mpc-container.com

About MPC Container Ships ASA:

MPC Container Ships ASA (ticker code "MPCC") was formed in April 2017. Its main

activity is to own and operate a portfolio of container ships with a focus on

the feeder segment between 1,000 and 3,000 TEU. The Company is registered and

has its business office in Oslo, Norway. For more information, please see our

webpage: www.mpc-container.com.

Important Notice:

This announcement is not and does not form a part of any offer to sell, or a

solicitation of an offer to purchase, any securities of the Company.

Neither this announcement nor any copy of it may be made or transmitted into the

United States, or distributed, directly or indirectly, in the United States.

Neither this announcement nor any copy of it may be taken or transmitted

directly or indirectly into Australia, Canada, Japan, Hong Kong, New Zealand or

South Africa or to any persons in any of those jurisdictions, except in

compliance with applicable securities laws. Any failure to comply with this

restriction may constitute a violation of national securities laws. The

distribution of this announcement in other jurisdictions may be restricted by

law and persons into whose possession this announcement comes should inform

themselves about, and observe, any such restrictions. This announcement does not

constitute, or form part of, an offer to sell, or a solicitation of an offer to

purchase, any securities in Australia, Canada, Japan, South Africa, Hong Kong,

New Zealand or the United States or in any jurisdiction to whom or in which such

offer or solicitation is unlawful.

The securities referred to in this announcement have not been and will not be

registered under the U.S. Securities Act of 1933, as amended (the "Securities

Act"), or any securities laws of any state or other jurisdiction of the United

States and may not be offered or sold within the United States except pursuant

to an exemption from, or in a transaction not subject to, the registration

requirements of the Securities Act and in compliance with applicable state law.

There will be no public offer of the securities in the United States.

This announcement is an advertisement and does not constitute a prospectus for

the purposes of the Prospectus Regulation (EU) 2017/1129 (as amended, together

with any applicable implementing measures in any Member State, the "Prospectus

Regulation"). In any EEA Member State that has implemented the Prospectus

Regulation, this communication is only addressed to and is only directed at

qualified investors in that Member State within the meaning of the Prospectus

Regulation. In addition, in the United Kingdom, this announcement is not being

distributed, nor has it been approved for the purposes of Section 21 of the

Financial Services and Markets Act 2000 ("FSMA"), by a person authorized under

FSMA and is directed only at persons who (i) are outside the United Kingdom,

(ii) are investment professionals falling within Article 19(5) of the U.K.

Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as

amended) (the "Order") or (iii) high net worth companies, and other persons to

whom it may lawfully be engaged with, falling within Article 49(2)(a) to (d) of

the Order (all such persons in (i), (ii) and (iii) above together being referred

to as "relevant persons"). Under no circumstances should persons who are not

relevant persons rely or act upon the contents of this announcement. Any

investment or investment activity to which this announcement relates in the

United Kingdom is available only to, and will be engaged only with, relevant

persons.

Matters discussed in this announcement may constitute forward- looking

statements. Forward-looking statements are statements that are not historical

facts and may be identified by words such as "believe", "expect", "anticipate",

"strategy", "intends", "estimate", "will", "may", "continue", "should" and

similar expressions. The forward-looking statements in this release are based

upon various assumptions, many of which are based, in turn, upon further

assumptions. Although the Company believes that these assumptions were

reasonable when made, these assumptions are inherently subject to significant

known and unknown risks, uncertainties, contingencies and other important

factors which are difficult or impossible to predict and are beyond its control.

Such risks, uncertainties, contingencies and other important factors could cause

actual events to differ materially from the expectations expressed or implied in

this release by such forward-looking statements.

The information, opinions and forward-looking statements contained in this

announcement speak only as at its date, and are subject to change without

notice. The Company does not undertake any obligation to review, update,

confirm, or to release publicly any revisions to any forward-looking statements

to reflect events that occur or circumstances that arise in relation to the

content of this announcement.

The Manager is acting exclusively for the Company and no one else in connection

with the Private Placement and assume no responsibility for this announcement.

Neither the Manager or any of its respective directors, officers, employees,

advisers or agents accepts any responsibility or liability whatsoever for/or

makes any representation or warranty, express or implied, as to the truth,

accuracy or completeness of the information in this announcement (or whether any

information has been omitted from the announcement) or any other information

relating to the Company, its subsidiaries or associated companies, whether

written, oral or in a visual or electronic form, and howsoever transmitted or

made available or for any loss howsoever arising from any use of announcement or

its contents or otherwise arising in connection therewith.

This information is subject of the disclosure requirements under section 5-12 of

the Norwegian Securities Trading Act.