Wallenius Wilhelmsen

Investor Presentation • Sep 24, 2017

WWL ASA Fixed income investor meetings

September 2017

DISCLAIMER

This presentation (the "Presentation") has been prepared by Wallenius Wilhelmsen Logistics ASA ("WWL" or the "Company" and together with its subsidiaries the "WWL Group"). The Presentation has been prepared and is delivered for information purposes only. It has not been reviewed or registered with, or approved by, any public authority, stock exchange or regulated market place.

The contents of the 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.

The Company makes no representation or warranty (whether express or implied) as to the correctness or completeness of the information contained herein, and neither the Company nor any of its subsidiaries, directors, employees or advisors assume any liability connected to the Presentation and/or the statements set out herein. This Presentation is not and does not purport to be complete in any way. By receiving this Presentation you acknowledge that you will be solely responsible for your own assessment of the Company, its financial position and prospects and that you will conduct your own analysis and be solely responsible for forming your own view of any refinancing and the potential future performance of the Company's business.

The information included in this Presentation may contain certain forward-looking statements relating to the business, financial performance and results of the WWL Group 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. The forward-looking statements contained in this Presentation, including assumptions, opinions and views of the Company or cited from third party sources are solely views and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. None of the Company or any other company in the WWL Group, or any of its advisors or any of their parent or subsidiary undertakings or any such person's affiliates, officers or employees provides any assurance that the assumptions underlying such forward-looking statements are free from errors nor does any of them accept any responsibility for the future accuracy of the opinions expressed in this Presentation or the actual occurrence of the forecasted developments. The Company assumes no obligation to update any forward-looking statements or to conform these forward-looking statements to the WWL Group's actual results. Investors are advised, however, to inform themselves about any further public disclosures made by the Company, such as filings made with Oslo Børs or press releases.

This Presentation does not constitute any solicitation for any offer to purchase or subscribe any securities and is not an offer or invitation to sell or issue securities for sale in any jurisdiction, including the United States. Distribution of the Presentation in or into any jurisdiction where such distribution may be unlawful, is prohibited. The Company and its advisors require persons in possession of this Presentation to inform themselves about, and to observe, any such restrictions.

This Presentation speaks as of the date set out on the front page, and there may have been changes in matters which affect the WWL Group subsequent to the date of this Presentation. Neither the issue nor delivery of this Presentation shall under any circumstance create any implication that the information contained herein is correct as of any time subsequent to the date hereof or that the affairs of the WWL Group have not since changed, and the Company does not intend, and does not assume any obligation, to update or correct any information included in this Presentation.

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 with Asker and Bærum District Court as exclusive venue. By receiving this Presentation, you accept to be bound by the terms above.

Investment highlights

1	Global market leader in the vehicle logistics segment
2	Diversified and solid customer base with long term contracts
3	Diversified business model with both Ocean and Landbased logistics
4	Committed to USD 100m synergy target
5	Profitable and positive cash flow despite challenging market
6	Strong cash position and clear target to strengthen balance sheet
7	Improving market fundamentals

Agenda

WWL ASA in brief

WWL ASA financials

Market and business outlook

Q&A

Appendix

WWL ASA in brief

WWL ASA – Among the largest listed shipping / logistics companies

6 th largest listed shipping / logistics company globally (Market cap USD billion)

We have a proud history of 156 years with solid and stable owners

WWL ASA is the undisputed market leader for vehicle logistics globally

1) Proforma figures Q2 2016 – Q1 2017 and Adjusted EBITDA and revenues for Q2 2017. Not including Holding segment of negative USD 15 million

WWL ASA is a clear market leader and the #1 operator globally, both in terms of CEU¹ capacity and number of vessels

Average # of hoistable decks

1) Car equivalent units, a standardized capacity measurement unit 2) Roll on - roll off shipping

3) High and heavy cargo (e.g. buses, trucks, agriculture, construction or mining machines)

WWL ASA has a combined fleet of 127 vessels

Group fleet of 127 vessels with more than 800,000 CEU¹ capacity

• No further CAPEX planned past four post Panamax newbuildings with expected delivery in 2018/ 2019 (installments of USD ~170 millions remaining)
• Additional capacity need will be acquired in the charter market
• WWL ASA strives to have fleet flexibility through combination of owned and chartered tonnage

WWL ASA has an unrivalled global RoRo¹ network and unique agility to meet changing demand

127 vessels with more than 1,300 sailings and 9,000 port calls per year

Overview of key trade routes

1) Roll on - roll off shipping

Diversified customer portfolio with long term contracts

• Majority of volume from Auto
• High & Heavy and Breakbulk maximize cubic utilization
• Unique handling capabilities of High & Heavy and Breakbulk cargo

Main customers include all major OEMs² Size of cargo segments globally

1) Cubic meters, unit of measurement used in rate calculations 2) Original equipment manufacturer

The landbased services network is also global

Our Landbased services portfolio

Main customers include all main OEMs globally Landbased services portfolio Main customers Marine Terminals Technical Services Inland Distribution Auto High & Heavy Breakbulk Stevedoring Custom clearance Receive and delivery Cargo handling Accessory fitting Pre delivery inspections Repairs and rectifications Storage management Primarily procurement model Revenue share: 64% EBITDA margin: 13% Revenue share: 23% EBITDA margin: 13% Revenue share: 13% EBITDA margin: 7%

WWL ASA Financials

Negative trend in financial performance turned in 2017 driven by higher volumes, improved cargo mix and cost reductions

Consolidated results - Total income and EBITDA1, 2, 3

USD million

Comments

• Total income adjusted was USD 1 864 million, up 4% from the same period last year driven by increased ocean volumes in the second quarter
• EBITDA adjusted was USD 331 million, an underlying improvement of 10% compared with same period previous year driven by a strong second quarter
• Positive development for ocean results driven by higher volumes and reduced SG&A costs
• The positive development for landbased continues with an underlying improvement of ~20% compared to first half 2016
• Organizational restructuring and synergies well on the way with approximately half of the USD 100 million synergy target confirmed (USD 5 million realized in Q2)

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1) Adjusted for extraordinary items; Merger accounting loss of USD 62m and organizational restructuring cost of USD 20m in Q2 2017 and USD 14m in Q4 2016 2) Comparable numbers for FY2016, H1 2016 and Q1 2017 are pro forma numbers as if the transaction had taken place back in time, and adjusted for anti-trust 3) Historical performance adjusted for discontinued business

Landbased segment – first half year 2017

Total income and EBITDA Landbased segment1, 2

USD million

Comments

• Landbased income was USD 378 million, up 11% from the same period last year
• EBITDA adjusted for organizational restructuring cost was USD 49 million, up 20% from the same period last year
• Continued strong performance for technical services supported by stable volumes and an increase in value-adding services for VSA
• Terminals show improved performance in line with ocean volumes, with the terminals in Baltimore, Port Hueneme, Pyeongtaek and Zeebrugge as the main positive contributors

1) Adjusted for extraordinary items

2) Comparable numbers for FY2016, H1 2016 and Q1 2017 are pro forma numbers as if the transaction had taken place back in time

Balance sheet

Unaudited Balance Sheet 30.06.2017

USD billion Comments

• Net interest bearing debt of USD ~3.2 billion, of which cash and cash equivalents of USD 755 million
• Equity ratio at 34.7%
• USD ~310 million in provisions remain to cover extraordinary costs in jurisdictions with ongoing anti-trust investigations, of which Europe is the main outstanding jurisdiction
• Fair value of assets and liabilities at merger date (except 100% owned WW ASA entities)

WWL has access to a broad range of capital markets

WWL ASA group interest bearing debt 30.06.2017

USD billion

Comments

• Investments and operations funded from several capital sources, including the commercial bank market (incl. export credit agencies), through financial lease structures and from the Norwegian bond market
• Funding in place but not yet drawn for four newbuildings with expected delivery in 2018/ 2019
• Cash position USD 755m per Q2 2017
• Undrawn facilities of USD 220m per Q2 2017

Project well on the way to streamline legal and financial structure and refinance upcoming maturities

Guidelines for financial restructuring Target legal and funding structure

Establish a legal structure which reduces risk and supports flexibility
Maintain flexibility for growth and access to diverse capital sources
Strengthen balance sheet to ensure low funding cost and continuous access to all capital sources
Seek to reduce annual cash outflow through longer repayment profiles and increased share of bond debt
Simplify financial structure to improve transparency and reduce administration

• Establish legal and funding structure consistent with business unit structure
• Refinance 2018 and 2019 Wallenius and Wilhelmsen ship loan maturities
• Bilateral amendments to move Wallenius and Wilhelmsen ship loans into new WWL Ocean group
• Harmonize covenants as part of the process

Market and Business Outlook

Global shipping markets are highly volatile and currently challenged, but for an industrial player as WWL, the rates are much more stable

WWL net freight / CBM¹ vs. time charter rate development Indexed to 100 per Q2 2014

Improving market fundamentals

1) High and heavy cargo (e.g. buses, trucks, agriculture, construction or mining machines)

Total light vehicle sales expected to show modest growth

Global auto sales development forecast Million units, 2016-2021E

Global auto exports per main region¹ CAGR² 2016-2021, CAGR Q2'17 vs Q1'17

Source: IHS

1) Size of circle indicates auto sales Q1 2017 2) Compound annual growth rate

Moderately improving outlook for Construction and Agriculture

Construction growth picking up

World construction spending (% y/y), 12-20E¹

• World construction growth is picking up, and infrastructure projects look increasingly important in mid-term spending prospects
• Equipment sales in the China-driven Asian market is the current growth engine

Mixed outlook for Agriculture equipment

• Low crop and dairy prices put pressure on the agricultural equipment segment, but sentiment is improving in some key regions
• Mixed outlook for equipment market, with South America outperforming the other regions in the short term

1) Source: IHS Construction and IMF (International Monetary Fund) | World Construction Spending (% growth y/y in real terms (\$2010)) 2) Source: CEMA (European Agriculture Machinery)) | Business Barometer (Index = sum of 1) evaluation of the current business situation & 2) turnover expectation, 100/-100)

The recovery in the mining segment has just started

Continued uptick in global equipment deliveries Global surface mining equipment shipments (Index '07 = 100), 07-17¹

Several regions have seen imports bottom out

Customs trade flows of non-rolling mining machines (L12M avg units), 12-17²

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• Average mining equipment age is at a level not observed since the 1990's, and the older fleet is driving higher demand for parts and eventually replacements
• OEMs³ are reporting significantly growing sales with Asia looking the strongest, but much of the growth is related to aftermarket or smaller machines for coal mining activity
• The increase in mining shipments are mainly driven by intraregional shipments of smaller machines in Europe (Russia) and South Asia
• Larger equipment for more traditional regions (Australia, Canada, Peru) also expected to slowly recover, but no significant improvement expected before 2019/2020

1) Source: Parker Bay | Surface Mining Equipment Index (Indexed value of surface mining equipment shipments in real terms (\$2010), 2007 = 100) 2) Source: IHS Global Trade Atlas | Non-rolling mining equipment deliveries in regions as reported by customs for individual cargo values > USD 20.000. (12 month rolling average (L12M) units) (Data edge: 04.2017) 3) Original equipment manufacturer

Moderate net fleet growth forecasted going forward

Source: SeaWeb, Lloyds List Intelligence Unit

1) Car equivalent units, a standardized capacity measurement unit

Appendix

Strong Senior Management Team with +20 years industry experience on average

Experienced Board of Directors with broad industry knowledge and presence – independent Chair and two independent Board Members

Significant cost reductions and efficiency gains from a "cleaner" and more transparent organizational structure following merger

Build new effective structure Realize up towards USD 100m in cost synergies

• All vessels under one single management
• One common structure

• Clear separation between Ocean and Logistics Services

• Significant efficiency improvements

• One common core ocean operations IT system
• Close collaboration to improve earnings and save cost

WWL ASA financial policy

DIVIDEND POLICY

"Wallenius Wilhelmsen Logistics ASA's ("WWL ASA") objective is to provide shareholders with a competitive return over time through a combination of rising value for the WWL ASA share and payment of dividend to the shareholders. The Board targets a dividend which over time shall constitute between 30 and 50% of the company's profit after tax. When deciding the size of the dividend, the Board will consider future capital requirements to ensure the implementation of its growth strategy as well as the need to ensure that the Group's financial standing remains warrantable at all times. Dividends will be declared in USD and paid out semi-annually"

WWL ASA bonds

Ticker	Name	Currency	Max. nominal	Net outstanding	Coupon	Final maturity
WWI22	FRN 13/18	NOK	1 000	700	3M NIBOR + 2.35%	13.06.2018
WWI23	FRN14/19	NOK	800	800	3M NIBOR + 1.80%	09.04.2019
WWI09	FRN 05/20	NOK	1 000	78.5	3M NIBOR + 1.05%	30.03.2020
WWI19PRO	FRN 07/22	NOK	1 000	108.5	3M NIBOR + 1.05%	25.01.2022
N/A	6% 17/22	USD	80	80	6% (PIK)	31.12.2022

Free cash flow from operations

Cash flow Q2 2017²

USD million

Debt Maturity profile

Debt Maturity profile 30.06.2017 USD billion