DGAP-News: Hapag-Lloyd successfully places Additional Notes

DGAP-News: HAPAG - LLOYD AG / Key word(s): Issue of Debt
Hapag-Lloyd successfully places Additional Notes

09.10.2013 / 17:48

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Hamburg, 9 October 2013
 

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE
UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE
U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN
MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF
COLUMBIA (SEE 'OFFER AND DISTRIBUTION RESTRICTIONS' BELOW)

Hapag-Lloyd successfully places Additional Notes

Volume of EUR 150 million / Emission price of 101.75% / Proceeds will be
used for redemption of existing Euro Notes

Hapag-Lloyd AG ('Hapag-Lloyd') has successfully placed Additional Notes
with a volume of EUR 150 million with institutional investors. The
Additional Notes are issued under the indenture dated September 27, 2013
with a maturity of five years and a coupon of 7.75%. The emission price was
101.75%.

The proceeds from the sale of the Additional Notes will be used to redeem a
portion of Hapag-Lloyd's existing 9% Senior Euro Notes due 2015 ('Euro
Notes'). Deutsche Bank, London Branch has launched an intermediate tender
offer ('Tender Offer') for an amount equal to the gross proceeds from the
sale of the Additional Notes (excluding any accrued interest to be paid).
The purchase price for the Euro Notes tendered will be 105.25%. The Tender
Offer will expire on October 17, 2013 and will settle on October 21, 2013.
The Tender Offer has been followed today by a further call for redemption
in relation to the balance between the amount of Euro Notes tendered under
the Tender Offer and the gross proceeds from the offering of the Additional
Notes.

The Additional Notes will be listed on the Luxembourg Stock Exchange. The
offering was supported by Deutsche Bank as lead left manager and bookrunner
as well as by Citigroup and J.P.Morgan as joint lead managers and
bookrunners. Co-managers were Berenberg Bank, IKB Deutsche Industriebank,
M.M.Warburg and Morgan Stanley. (Dieser Text liegt nur in englischer
Sprache vor.)

NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR
AUSTRALIA.
These materials are not an offer of securities for sale in the United
States. The securities to which these materials relate have not been
registered under the U.S. Securities Act of 1933, as amended (the
'Securities Act'), and may not be offered or sold in the United States
absent registration or an exemption from registration under the Securities
Act. There will be no public offering of the securities in the United
States.

The tender offer (the 'Tender Offer') is not being made, and will not be
made, directly or indirectly, in or into, or by use of the mails of, or by
any means or instrumentality of interstate or foreign commerce of, or of
any facilities of a national securities exchange of, the United States.
This includes, but is not limited to, facsimile transmission, electronic
mail, telex, telephone, the internet and other forms of electronic
communication. The Notes may not be tendered in the Tender Offer by any
such use, means, instrumentality or facility from or within the United
States or by persons located or resident in the United States. Accordingly,
copies of the Tender Offer Memorandum and any other documents or materials
relating to the Tender Offer are not being, and must not be, directly or
indirectly, mailed or otherwise transmitted, distributed or forwarded
(including, without limitation, by custodians, nominees or trustees) in or
into the United States or to any persons located or resident in the United
States. Any purported tender of Notes in the Tender Offer resulting
directly or indirectly from a violation of these restrictions will be
invalid and any purported tender of Notes made by a person located in the
United States or any agent, fiduciary or other intermediary acting on a
non-discretionary basis for a principal giving instructions from within the
United States will be invalid and will not be accepted.

Neither this announcement nor the Tender Offer Memorandum is an offer of
securities for sale in the United States or to U.S. persons. Securities may
not be offered or sold in the United States absent registration under, or
an exemption from the registration requirements of, the United States
Securities Act of 1933, as amended (the Securities Act). The New Notes have
not been, and will not be, registered under the Securities Act or the
securities laws of any state or other jurisdiction of the United States,
and may not be offered, sold or delivered, directly or indirectly, in the
United States or to, or for the account or benefit of, U.S. persons. The
purpose of this announcement and the Tender Offer Memorandum is limited to
the Tender Offer and this announcement  and the Tender Offer Memorandum may
not be sent or given to a person in the United States or otherwise to any
person other than in an offshore transaction in accordance with Regulation
S under the Securities Act.

Each holder of Notes participating in the Tender Offer will represent that
it is not located in the United States and is not participating in the
Tender Offer from the United States or it is acting on a non-discretionary
basis for a principal located outside the United States that is not giving
an order to participate in the Tender Offer from the United States. For the
purposes of this and the previous two paragraphs, United States means the
United  States of America, its territories and possessions (including
Puerto Rico, the U.S Virgin Islands, Guam, American Samoa, Wake Island and
the Northern Mariana Islands), any state of the United States of America
and the District of Columbia.

These materials are not an invitation nor are they intended to be an
inducement to engage in investment activity for the purpose of Section 21
of the Financial Services and Markets Act 2000, as amended ('FSMA'). These
materials are directed only at (i) persons outside the United Kingdom; or
(ii) persons in the United Kingdom that are 'qualified investors' within
the meaning of Section 86(7) of FSMA that are also (a) persons  authorized
under FSMA or otherwise having professional experience in matters relating
to investments and qualifying as investment professionals under article 19
of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the 'Financial Promotion Order'); or (b) high net worth
companies, unincorporated associations and other persons to whom article
49(2) (a) to (d) of the Financial Promotion Order applies; or (c) any other
persons to whom these materials for the purposes of Section 21 of FSMA can
otherwise lawfully be made available (all such persons together being
referred to as 'Relevant Persons'). Any person in the United Kingdom that
is not a Relevant Person should not act or rely on these materials. The
securities or any investment or controlled activity to which such
securities relate are only available to, and will be engaged in only with,
Relevant Persons.


End of Corporate News

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09.10.2013 Dissemination of a Corporate News, transmitted by DGAP - a
company of EQS Group AG.
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233983 09.10.2013