OSLO, NORWAY: Gram Car Carriers ASA signed an agreement to acquire the Pure Car Truck Carrier “Paglia” (5,000 CEU) from F. Laeisz GmbH (the “Seller”) for a total consideration of USD 49 million.

The Transaction is expected to facilitate increased dividend distributions over time and adheres to the Company’s strategic aim of pursuing accretive growth opportunities.

Of the total purchase price of USD 49 million, USD 39.2 million will be settled in cash and USD 9.8 million will be settled through the issuance of 563,218 new GCC shares to the Seller at USD 17.4 per share, determined through a Net Asset Value (NAV) framework.

The Seller will be subject to a 12-month customary lock -up on the consideration shares. The Paglia was built in 2010 at the Zhejiang Yangfan shipyard in China. The vessel is currently on a timecharter contract until May 2028 at USD 33,300 per day.

Georg A. Whist, the CEO of GCC, commented: “We are delivering on our stated commitment to selectively pursue growth opportunities which create shareholder value. The Transaction is accretive on earnings per share, adds approximately USD 70 million of revenue backlog and supports our plan to provide our shareholders with predictable, attractive dividends on a quarterly basis.”

The consideration shares will be issued to the Seller under the board of director’s authorisation to increase the share capital of GCC, granted by the Company’s annual general meeting on 12 May 2022. The Seller is the largest shareholder of GCC, controlling 25.49% of the shares before the Transaction, and is expected to control 26.92% after completion.

The purchase price is set in accordance with recent market transactions, and the agreement is entered into by the Company’s 100% vessel-owning subsidiary Gram Car Carriers Shipowning AS on arm’s length terms.

In addition, the Company has commissioned Arctic Securities AS to provide an independent fairness opinion to the Company’s board. The Seller’s representative on the Company’s board has reclused himself from both discussion and decision-making processes related to the Transaction.

The Transaction is subject to customary conditions precedent, including approval of transfer of the timecharter contract to GCC and the execution of long-term debt financing. Completion of the Transaction is expected to take place during the fourth quarter of 2022.