Havila Kystruten AS: Entry Into Comprehensive Debt Refinancing Agreement

Havila Kystruten AS (“Havila Kystruten” or the “Company”) has today entered into a comprehensive refinancing of its outstanding debt totalling EUR 456 million. The transaction is expected to close by 25 November 2025, subject to customary closing conditions.

The transaction provides the Company with a 15-year financing, providing stability and flexibility to the Company, while also containing flexibility for potential refinancing during the facility period.

The new EUR equivalent 456 million facility refinances approximately EUR 331 million of senior secured bonds, including accrued interest and call premiums, and approximately EUR 116 million of unsecured shareholder loans. It provides around EUR 4 million in additional liquidity to the Company net of transaction fees.

This refinancing significantly reduces the Company’s effective interest cost from high double-digit levels to an all-in cost of approximately 10 percent, with call options available from year three onwards. It also prevents further increases in the call premium associated with the Company’s existing bond debt maturing in January 2027, while providing a more flexible and market-based financing arrangement.

The refinancing is structured as a 15-year financial lease facility provided by a fully owned subsidiary of Havila Holding AS, the Company’s majority shareholder. The facility is divided into a senior EUR tranche of 250 million, a senior USD tranche of 105 million and a junior EUR tranche of 116 million, matching both the revenue streams of the Company and the residual value of the vessels.

The financial lease facility has a total hire equivalent to EUR 150,000 per day, with a fixed portion of hire related to the senior tranches, and a variable portion of hire related to the junior tranche payable in cash or by payment in kind (PIK) at the discretion of the Company. The financial lease agreement includes customary covenants for transactions of this nature.

The refinancing fully repays the Company’s existing bond debt maturing in January 2027, the existing shareholder loans maturing in 2027 and 2028, and does not involve issuance of new equity or convertible instruments. The transaction ensures that Havila Kystruten is fully financed through the current tenor of its contract with the Norwegian government under the coastal route, while securing a long-term commitment from its majority owner. Furthermore, the transaction provides stability and allows the company to focus on optimizing operations and position itself for the upcoming renewal of the governmental contract for the Coastal Route.

Havila Kystruten views this refinancing as a facility that can be optimized or refinanced at a later stage once the Company’s operational ramp-up has matured and its business model is further proven.

The refinancing has been approved by the Board of Directors of the Company. The Board considers that this refinancing package, which follows a lengthy assessment of possible alternative financing structures, was the best alternative available to the Company. The board members representing Havila Holding AS did not participate in the Board's consideration of the refinancing.

The Company was advised by Wiersholm as legal counsel and Svalner Atlas as advisor on related party elements of the transaction.

Contacts:

Chief Executive Officer: Bent Martini,

Chief Financial Officer: Aleksander Røynesdal,  114