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21 September 2016 HANDELSBANKEN TRANSPORT SEMINAR

HANDELSBANKEN TRANSPORT SEMINAR - Torm · HANDELSBANKEN TRANSPORT SEMINAR. 2 SAFE HARBOR ... (split by ECO and ECO-modified), d’Amico(composite of MR and Handy), Frontline 2012,

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2 1 S e p t e m b e r 2 0 1 6

HANDELSBANKEN TRANSPORT

SEMINAR

2

SAFE HARBOR STATEMENT

Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and statements other than statements of historical facts. The words “believe,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect,” “pending” and similar expressions generally identify forward-looking statements.

The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although the Company believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies that are difficult or impossible to predict and are beyond our control, the Company cannot guarantee that it will achieve or accomplish these expectations, beliefs or projections.

Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward- looking statements include the strength of the world economy and currencies, changes in charter hire rates and vessel values, changes in demand for “ton miles” of oil carried by oil tankers, the effect of changes in OPEC’s petroleum production levels and worldwide oil consumption and storage, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled dry-docking, changes in TORM’s operating expenses, including bunker prices, dry-docking and insurance costs, changes in the regulation of shipping operations, including requirements for double hull tankers or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents, political events or acts by terrorists.

In light of these risks and uncertainties, you should not place undue reliance on forward-looking statements contained in this release because they are statements about events that are not certain to occur as described or at all. These forward-looking statements are not guarantees of our future performance, and actual results and future developments may vary materially from those projected in the forward-looking statements.

Except to the extent required by applicable law or regulation, the Company undertakes no obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

3

Orion purchase price considerations

AGENDA

Fully integrated and transparent business model

Complex and volatile shipping niche with attractive fundamentals

Interesting key metrics

1

2

3

4

TORM AT A GLANCE

A world-leading pure product tanker company

• One of the largest owners and operators of product

tankers in the world

• More than 125 years of track record

• Customers consist of major independent oil

companies, state owned oil companies, oil traders and

refiners

• 3,000 seafarers and 270 land-office employees

• TORM plc is listed on Nasdaq Copenhagen

Global footprint with presence in all major segmentsKey Facts

On-the-water

Newbuildings

10

LR2

LR1

MR

Handysize

7

53

11

+4300

326

1,524

688

World fleet

5Selective fleet growthStrong capital structure

One TORM – Superior integrated operating platformPure-play product tanker owner

TORM AIMS TO BE REGARDED AS THE REFERENCE COMPANY IN THE PRODUCT TANKER SEGMENT

One TORM – Superior integrated operating platform

Global

scaleOne

TORM

Financial

flexibilityGrowth

Active in all large segments to meet customer demands

~80 owned product tankers

Primarily spot-oriented

Limited T/C-in (off-balance sheet)

commitments

In-house technical and commercial management (preferred by

customers)

Enhanced responsiveness to

customers and higher TCEs

Cost-efficient without leakages

May serve as consolidator

Selective growth based on

projected financial returns

In-house S&P team with relationships with

brokers, yards, banks and shipowners

Focused on profitabilityModerate debt levels with

attractive debt profile

Financial strength to pursue growth

Strong balance sheet gives a competitive advantage

when pursuing vessel acquisitions from lenders and yards

Semi-annual distribution policy of 25 to 50% of net income (after

fixed payment of USD 25m in September 2016)

6

Notes:

• Peer group is based on Ardmore (split by ECO and ECO-modified), d’Amico (composite of MR and Handy), Frontline 2012, BW, Norden, Teekay Tankers and Scorpio, OSG

• BW reporting include for Q1 and Q2 2015 (based on prospectus in 2015)

USD/day

PEER COMPARISON SHOWS THAT TORM HAS CONTINUED TO PERFORM COMMERCIALLY DESPITE AN OLDER FLEET

7

Orion purchase price considerations

AGENDA

Fully integrated and transparent business model

Complex and volatile shipping niche with attractive fundamentals

Interesting key metrics

1

2

3

8

PRODUCT TANKER FREIGHT RATES ARE CURRENTLY CLOSE TO 5 YEAR LOWS

Source: Clarksons. Spot earnings: LR2: TC1 Ras Tanura-> Chiba, LR1: TC5 Ras Tanura-> Chiba and MR: average basket of Rotterdam->NY, Bombay->Chiba, Mina Al Ahmadi->Rotterdam, Amsterdam->Lome,

Houston->Rio de Janeiro, Singapore->Sidney

FREIGHT RATES IN ‘000 USD/DAY

West

• Despite high product stockpiles, the transatlantic trade volumes were at

a healthy level driven by high gasoline demand in the US

• US exports of clean petroleum products increased compared to last

quarter

• Naphtha arbitrage trade from West to East declined

• Economic and political issues in West Africa reduced imports to the

region

• These negative factors kept freight rates at lower levels compared to

previous quarters despite the fundamentally strong US gasoline imports

and clean product exports

East

• Far East naphtha imports weakened due to maintenance in the

petrochemical sector and an increase in the use of liquefied petroleum

gas as substitution for naphtha

• In addition, the markets were negatively impacted by lower exports out of

India due to increased domestic consumption as a result of strong

economic growth and drought reducing available hydro power

9

SOLID LONG-TERM FUNDAMENTALS FOR PRODUCT TANKERS

Increasing Oil Demand

• IEA forecasts future global oil demand to be above the long-

term average of just below 1 mb/d

• US gasoline demand grew by 1.9% y-o-y in Q2 to the highest

level for Q2 since 2007

Refinery Dislocation

• Over the longer term, refinery rationalization will continue in

Europe and the Pacific, while more capacity will be added in

Asia and the Middle East supporting long-haul trade

REFINERY NET EXPANSIONS AND OIL DEMAND GROWTH 2014-2021

-1.0

-0.5

0.0

0.5

1.0

1.5

2.0

2014 2015 2016f 2017f 2018f 2019f 2020f 2021f

Mill

. b/d

North America Europe Latin America

Middle East OECD Pacific Asia

Other Total CDU net additions Global oil demand growth

Sources: IEA, TORM Research

10

SUPPLY OUTLOOK FOR THE PRODUCT TANKER FLEET VARIES BY SEGMENT

Notes: * The number of vessels at the beginning of 2016 was: LR2 284, LR1 325, MR 1,488, Handy 680 (includes chemical vessels). Net fleet growth: gross order book adjusted for expected scrapping, delivery

slippage and TORM assumptions on additional ordering. Currently confirmed orders account on average for 48% of forecast deliveries in 2018. Source: TORM Research

NET FLEET GROWTH Y-O-Y (NO. OF VESSELS)*

MR ORDER BOOK AS PERCENTAGE OF THE FLEET (DWT)

• Ordering of product tanker newbuildings has

remained very limited, so far, this year

• Consequently, the product tanker order book to

fleet ratio has fallen to 15%, the lowest since mid-

2013

• For the MR segment, the order book to fleet ratio is

just below 12%, the lowest level for at least 20

years

• Product tanker deliveries totaled 2.8m dwt during

Q2 which combined with limited scrapping activity

resulted in a 1.6% net fleet growth in Q2

• In the first half of the year, the total product tanker

fleet grew by 3.6%, and for the total year, the fleet

is expected to grow by slightly more than 6%

• The LR2 and LR1 segments are set to lead the

growth, while the MR growth is expected to slow

down from the 2015 level

2005-2015 average fleet growth for

LR2, LR1, MR and Handysize%

m dwt

11

• Second-hand market activity increased from Q1,

but remained at low levels

• In spite of some activity, the second-hand tanker

prices continued to slide throughout Q2

• The newbuilding sector experienced historically

low activity across all segments and with the

negative sentiment, prices came under renewed

pressure

• The restructuring of the Korean yard industry

initiated by the Korean government further

reduced the activity

• Cancellation of orders in Korea at distressed

yards has not, so far, materialized in replacement

orders elsewhere

• Lack of financing remained an important factor

throughout the quarter

Source: Clarksons

USDm

LR1 - Newbuilding MR - Newbuilding

USDm

MR - 5 yr. Second-Hand

USDk/day

MR 1Yr T/C

VESSEL PRICE DEVELOPMENT

LR2 - Newbuilding

PRODUCT TANKER VESSEL PRICES

12

INTERESTING INDICATORS FOR PRODUCT TANKER TRADES

Sources: EIA – www.eia.gov/petroleum/data.cfm#summary

13

LPG-NAPHTHA PRICE RATIO, AN INDICATOR FOR PRODUCT TANKER TRADES

Source: Reuters

LPG spot: PRO-TYO, LPG Forward: PVFEPROMswc1Naphtha spot: NACFRJPSWMc1, Naphtha Forward: NACFRJPSWMc2, NACFRJPSWMc3, NACFRJPSWMc4

LPG-naphtha price ratio below 95% incentivizes Asian petrochemical industry to shift part of feedstock to LPG

14

A RECENT EXAMPLE OF PRODUCT TANKER MARKET VOLATILITY

• The Colonial Pipeline (depicted to the left) moves an average daily

volume of 2.6m barrels to the Northeast US

• Line 1 was closed on September 9 for unscheduled repairs, thus creating

an immediate need to transport ~1.3m b/d by other means of

transportation

• The Colonial Pipeline’s reduced capacity made an instant impact on the

the product tanker market as shown below

15

Orion purchase price considerations

AGENDA

Fully integrated and transparent business model

Complex and volatile shipping niche with attractive fundamentals

Interesting key metrics

1

2

3

16

EBITDA OF USD 57M AND A POSITIVE PBT OF USD 15M FOR Q2 2016

• EBITDA of USD 57m and a positive profit

before tax of USD 15m for Q2 2016

• Q2 2016 Equity of USD 985m and cash

and cash equivalents of USD 117m

• Q2 2016 RoIC of 6.2% and Earnings per

share of USD 0.2 (or DKK 1.3)

• Q2 2016 Tanker freight rates of USD/day

17,594, which is very competitive

compared to peers

USDmQ2 2016

Pro forma

Q2 2015* H1 2016

Pro forma

H1 2015*

Pro forma

2015*

P&L

TCE Earnings 123 142 261 288 582

Gross profit 68 86 148 174 361

Sale of vessels 0 0 0 0 0

EBITDA 57 75 126 152 319

Profit before tax 15 45 46 89 188

Balance sheet

Equity 985 865 985 865 976

NIBD 602 596 602 596 612

Cash and cash equivalents 117 111 117 111 168

Key figures

Earnings per share (USD) 0.2 - 0.7 - -

Return on Invested Capital (RoIC) 6.2% 14.0% 8.2% 14.2% 14.1%

Net Asset Value (NAV) 873 - 873 - 1,169

Number of vessels (#) 81 78 81 78 78

Tanker TCE/day (USD) 17,594 22,469 18,713 22,672 22,879

Tanker OPEX/day (USD) 6,914 7,289 7,155 7,318 7,193

* Pro forma figures for 2015 presented as though the Restructuring occurred as of 1 January 2015 and include the combined TORM and Njord fleet

17

Unfixed days

2017 2018

27,659

4,015

17,520

2,5553,569

26,401

3,990

17,265

2,5102,637

Q3 – Q4 2016

12,258

1,848

8,350

1,188872

HandyMRLR1LR2

Illustrative change in cash flow generation potential for the TORM fleet

∆ Average TCE/day Q3 – Q4 2016 2017 2018

USD 2,000 24.6 52.8 55.1

USD 1,000 12.3 26.4 27.6

USD (1,000) (12.3) (26.4) (27.6)

USD (2,000) (24.6) (52.8) (55.1)

USDm

# of days

Of total earning days 84% 92%

TORM HAS SIGNIFICANT OPERATING LEVERAGE IN THE

PRODUCT TANKER MARKET

93%

18

TORM’S NET ASSET VALUE ESTIMATED AT USD 873M

30117168

720201

Net Asset

Value

873

Working

Capital

CashCommitted

CAPEX

Outstanding

debt

Total vessel

value

1,614

Value of

newbuildings

Value of

vessels

on water

1,414

LTV of 55%

• Based on broker values, TORM’s vessels

including newbuildings were estimated at

USD 1,614m as of 30 June 2016

• With an outstanding debt of USD 720m

and committed CAPEX of USD 168m,

TORM’s Loan-to-Value was at 55%

ensuring a strong capital structure

• Adjusting for cash and working capital,

TORM’s Net Asset Value (NAV) was

estimated at USD 873m

• On a per share basis*, the NAV was

estimated at USD 14.0 or DKK 93.9

30 June figures, USDm

* Calculated based on 62,232,097 shares (excluding 66,749 treasury shares) and USD/DKK exchange rate of 6.7

19

TORM has, in order to allow for dividend

payments, terminated the cash sweep

mechanism under the term facility and will

start to pay fixed amortization from Q3

2016

Ample headroom under our attractive

covenant package:

Minimum liquidity: USD 75m*

Minimum book equity ratio: 25%

(adjusted for market value of vessels)

* Of which USD 20m must be cash or cash equivalent

57

15072

7363720

Hereafter

304

2020

repayment

2019

repayment

2018

repayment

2017

repayment

ROY 2016

repayment

Debt as of

30 Jun 2016

1688662

20

Total201820172016

75117

Available

debt facility

Cash position

CAPEX commitments Available liquidity

CAPEX and liquidity as of 30 June 2016 (USDm)

TORM is well-positioned to service future

CAPEX and debt commitments

On 8 July TORM finalized financing of the

LR2 newbuildings of up to USD 115m (up

to 60% financing) with 12 years maturity

at attractive terms

Strong operational cash flows expected in

2016

Scheduled debt repayments (USDm)

100% 9% 10% 10% 21% 8% 42%

TORM HAS A FAVOURABLE FINANCING PROFILE AND STRONG LIQUIDITY POSITION

Financing of LR2

newbuildings

Total available

liquidity

307

192

115

20

TORM HAS DISTRIBUTED A TOTAL OF USD 45M TO SHAREHOLDERS FOLLOWING THE SEPTEMBER DIVIDEND

2016 distribution to shareholders (USDm)

Yield of 8% *

50-90% of 2016 Net Income

• In connection with the Corporate Restructuring TORM plc has made

accretive share repurchases for an amount of USD 19m covering 2.4% of

the outstanding TORM A/S shares

• During June and July 2016 TORM plc has repurchased 113,347 shares on

Nasdaq Copenhagen for a total consideration of USD 1m, at a significant

discount to NAV, TORM may from time to time continue to conduct limited

share purchase in the market

• On 15 September 2016 TORM plc paid a USD 25m dividend, the USD

25m in dividend corresponds to a dividend per share of USD 0.41 or DKK

2.74*

• During 2016 TORM has distributed a total of USD 45m to shareholders, in

addition to any further purchase in the market, corresponding to a yield of

8% *Total distributionSeptember

dividend

119

Market purchaseRepurchase

from Corporate

Reorganization

25

45

Potential further distributions

TORM’s distribution policy from 2017

• 25 to 50% of Net Income

• Semi-annual distribution

• Dividend and/or share repurchase

• Policy reviewed periodically

* Based on share price as of 12 August and a USD/DKK exchange rate of 6.7

21

EBITDA

(USDm)

Profit before

tax (USDm)

Earnings per

Share (USD)

2016 full-year result USD/day 1,000

freight rate change

210 – 250 +/- 12

50 – 90 +/- 12

+/- 24

+/- 24

+/- 0.2

FORECASTED EBITDA IN THE RANGE OF USD 210M TO USD 250M FOR FY2016

With 12,258 unfixed earning days as of 30 June 2016, TORM’s financial result is highly exposed to freight

rate fluctuations.

USD/day 2,000

freight rate change

0.8 – 1.4

Earnings per

Share* (DKK)+/- 1.35.3 – 9.6

* Earning per Share in DKK is calculated assuming an USD/DKK exchange rate of 6.7 and 62.2m shares

+/- 0.4

+/- 2.6

22

Orion purchase price considerations

KEY TAKE-AWAYS

Fully integrated and transparent business model

Complex and volatile shipping niche with attractive fundamentals

Interesting key metrics

1

2

3