Höegh Autoliners announces intention to list on Euronext Growth Oslo
Oslo, 12 November 2021: Höegh Autoliners ASA (“Höegh Autoliners” or the “Company”), one of the leading global operators in the Roll On Roll Off (“RoRo”) shipping segment, today announces its intention to launch a private placement of new shares in the Company (the “Offering") and to list the Company’s shares on Euronext Growth Oslo (the “Listing”).
Höegh Autoliners is one of the leading global providers of deep-sea RoRo transportation services, operating a fleet of around 40 Pure Car and Truck Carriers (“PCTC”) sailing in global trade systems. Offering safe and secure deep-sea transportation of cargo such as cars, high and heavy machinery and breakbulk, its customers include most of the leading global vehicle and equipment manufacturers. With an average carrying capacity of around 6,700 car-equivalent units (“CEU”) per vessel, the Company has the largest average vessel size and lowest emissions in the industry.
Höegh Autoliners is owned by Leif Höegh & Co Holdings AS (“LHC”) with 60.5%, A.P. Møller - Mærsk A/S with 38.2%, and the Company's CEO, Andreas Enger, with 1.3%.
The Company has a solid history of delivering emission cuts and long-term sustainability results. Since 2008, the Company has achieved an improved carbon intensity of 37% across its fleet, putting it at the forefront of sustainable shipping and substantially ahead of the IMO 2030-target of 40% reduction.
To accelerate its green transition, expand the fleet and deliver market leading low-to-zero emission transportation services to its customers, Höegh Autoliners has launched a transformational newbuilding program. The Company has entered into a Letter of Intent (“LOI”) with China Merchants Heavy Industry (“CMHI”) to build a series of multi-fuel and ammonia ready Aurora class vessels. Under the terms of the LOI with CMHI, the first two vessels will be delivered in H2 2024 and the next two vessels in H1 2025. In addition, Höegh Autoliners has options for another four + four Aurora class vessels. With a capacity to carry up to 9,100 cars, the Aurora class will be the world’s largest and most environmentally friendly PCTCs.
The Offering will comprise a private placement of new shares expected to raise gross proceeds to the Company in the region of NOK 1 billion (the “Offer Shares”). The net proceeds from the Offering will primarily be used to equity finance the delivery of four Aurora class vessels. Four cornerstone investors; LHC, KLP Kapitalforvaltning AS, Intertrade Shipping AS and Global Value Investment Corp (the “Cornerstone Investors”), have undertaken to subscribe for shares for a total amount of approximately NOK 425 million (equivalent to USD 50 million) in the Offering (of which LHC has committed NOK 250 million), subject to certain conditions and for a price per share of up to NOK 21.00, which equates to a pre-money equity value of the Company of NOK 2,766 million (equivalent to USD 325 million). In addition to the underwriting commitments from the Cornerstone Investors mentioned above, the Company has received significant anchor interest from several international shipping sector specialists as well as other local and international generalist investors.
Leif O. Høegh, Höegh Autoliners Chair, commented:
“We are very pleased to announce our intention to list Höegh Autoliners and open the next chapter in its history. By raising capital and listing the Company, we will be able to accelerate investments and further strengthen our customer service and leading position in decarbonisation and cargo efficiency.”
Andreas Enger, Höegh Autoliners CEO, commented:
“Listing on the Euronext Growth confirms our ambitions and capability as a company. The global market in our sector is rapidly strengthening through increased volumes and decreasing global capacity. We have secured yard slots to build the first four ammonia ready multifuel vessel, making us the undisputed frontrunner in our industry’s path to a zero emissions future.”
The Company has seen strong improvement in performance through 2021, with adjusted EBITDA growing from USD 38 million in Q1 2021 to USD 51 million in Q3 2021 with further improvement to around USD 65 million expected in Q4 2021. The Company expects adjusted EBITDA for the full-year 2021 to be in the range of USD 195 – 200 million. The Company sees a strong outlook for 2022. As of 30 September 2021, the average broker estimates give a value adjusted equity of USD 550 million for the owned fleet, with a further USD 54 million in additional value of lease options and profit share for chartered vessels, i.e. in total USD 604 million.
ABG Sundal Collier ASA and DNB Markets, a part of DNB Bank ASA, are acting as Joint Global Coordinators and Joint Bookrunners in respect to the Offering and Listing (the “Joint Global Coordinators”). Clarksons Platou Securites AS and Skandinaviska Enskilda Banken AB (publ) are acting as Joint Bookrunners in connection with the Offering (together with the Joint Global Coordinators, the “Managers”).
Advokatfirmaet Thommessen AS is acting as legal counsel to the Company, while Advokatfirmaet Wiersholm AS is acting as legal counsel to the Managers, in connection with the Offering and Listing.
Subject to receiving the relevant approvals from the Oslo Stock Exchange, as well as prevailing equity capital market conditions, the Company is expected to have its first day of trading on Euronext Growth Oslo in Q4 2021. Further announcements relating to the Offering and Listing, including the number of Offer Shares to be offered and the indicative price range in which such Offer Shares will be marketed (if any) will be made in due course.
For further information, please contact:
Andreas Enger, CEO
+47 901 31 228
Per Øivind Rosmo, CFO
+47 400 39 938
Safia Reddy, Head of Communications
+47 400 39 857
These materials do not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of Höegh Autoliners ASA in the United States or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.
In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any Member State).
In the United Kingdom, this communication is only addressed to and is only directed at Qualified Investors who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
This statement contains certain forward-looking statements concerning future events, including possible issuance of equity securities of the Company. Forward-looking statements are statements that are not historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" 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. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in investment levels and need for the Company's services, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company's ability to attract, retain and motivate qualified personnel, changes in the Company's ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. Such risks, uncertainties, contingencies and other important factors include, but are not limited to, the possibility that we will determine not to, or be unable to, issue any equity securities, and 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. Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise.
The Managers are acting exclusively for the Company and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein. Neither the Managers nor any of their respective affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.
This announcement is for information purposes only. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.
The Offering may be influenced by a range of circumstances, such as market conditions, and there is no guarantee that the Offering will proceed and that the Listing will occur.
Certain figures contained in this document, including financial information, may have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this document may not conform exactly with the total figure given.
The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions. Specifically, neither this announcement nor the information contained herein is for publication, distribution or release, in whole or in part, directly or indirectly, in or into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Hong Kong, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The publication, distribution or release of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
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