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Investor Presentation

TB Marine February 2017

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Introduction (I/II)

TB Marine Shipmanagement GmbH & Co. KG (“TB Marine” or the

“Company”) is a specialist independent management company in liquid

oil, product and chemical tanker transportation

The Company is a medium niche player in the energy market, with 35

technical and highly sophisticated IMO II+III tankers under ownership /

management

TB Marine serves the transport needs of all oil major companies and

trading entities, including Exxon, Shell and Chevron

The Company manages a fleet of its own tankers and on behalf of third

parties (including private equity / family offices)

An opportunity exists to invest directly in the fleet expansion either

through an SPV or a fund structure

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Introduction (II/II)

Each tanker purchase has a transaction value of US$25 – US$30 million

(depending on the investment), which are 60-65% debt funded and the

balance (including initial working capital) equity funded

- TB Marine co-invests in every transaction, thereby aligning its interests with

investors

Despite prevailing oil market conditions (excess supply, falling prices),

charter rates are rising from cyclical lows, with positive long term

fundamentals and supply conditions in the tanker market driving demand

The Company has access to tanker vessels at attractive valuations from

distressed owners through its relationships within the industry and with

financing banks

Target 8 - 12% dividend income based on prevailing 2 to 5 year charter

rates plus the potential of additional terminal value from the sale of the

vessel(s)

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Tanker Shipping Market

Tanker Shipping MarketMacro

Factors

Long Term

Demand for

Oil

Storage /

Contango

Structural

Factors

Supply of

New Builds

Existing

Transport

Capacity

Ship Owner

Terms

Charter Rates

Demand /Supply of Vessels

The tanker shipping market is driven by several demand and supply side

factors, which are reflected by the daily charter rates (pricing) achieved for

the various vessel types

- Has a direct impact on the structure of the vessel market in terms of the number

of new ships commissioned, the valuation of the second hand market and

scrappage

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The Company (I/II)

The company was founded 2005, respectively

the Technical Shipmanagement company in

2007, by Steffen Thate and Stephan Bracker,

two operators with over 65 years combined

experience in shipping

The Company is headquartered in Hamburg,

with crew offices in Riga (Latvia), Limassol

(Cyprus) and Odessa (Ukraine)

- Employs a total of 1.100 sea faring staff and 60

office staff

TB Marine operates 35 IMO II + III tankers

serving prime oil companies and traders

The Company undertakes the full suite of

services, including commercial, operations,

technical, nautical, crewing, safety & quality, IT

and financial / accounting

Key Clients

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The Company (II/II)

TB Marine is technically audited & approved as ‘Management Company’

by Oil Majors; retains highest level of industry association standards like

OCIMF ( Oil Company International Marine Forum) through management

and operation review (“TSMA” - Tanker Self Management Assessment)

The Company has extensive experience in the transportation of clean

petroleum products (“CPP”), dirty petroleum products (“DPP”) and

chemical markets, giving customers optional trading at lower cost

TB Marine is a pool member in LR8 pool (70-75,000 tons – Navig8) as

well as Nordic Tanker “Ice class pool” (Chemicals 16.500-25.000 tons)

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The Fleet

Fleet Composition (2017) Vessels

Total Deadweight: 1,475,000 tonnes

Average Age of Feet: < 5,4 years

25

10

Chemical Tankers

Product Tankers

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34 years experience in ship management and commercial relations- 16 years as Director and Managing Director/Partner- 10 years as Partner/Owner of TB Marine Shipmanagement GmbH & Co. KG

Extensive sale and purchase experience- Initiating new build/ second hand contracts from the project stage- Initiating pre- and post financing and - Private equity placements

All areas of full management services- Established management offices in Hong Kong, Cyprus and Riga

34 years experience in commercial management, chartering and project business

- 10 years in Mexico Central America as Managing Director/Partner - 10 years as Partner/Owner of TB Marine Shipmanagement GmbH & Co. KG

Strong customer relationship experience - To main global traders and decision-maker in the shipping industry- Tonnage provider and pool representative - Initiating tailor made commercial services for medium and long term

commitments, focus of strategic alliance partnership and trades

All areas of full management services- Established management offices in Mexico, Cyprus and Riga- Chartering / Agency / Logistic / Trading branch office serving all Mexican ports

Steffen Thate

Founder / Managing Director

Stephan Bracker

Founder / Managing Director

Senior Management

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Engine / Technical

Luboil

Deck / Nautical

Operations

Crewing

Safety & Quality/ Vetting / IT

Insurance

Management / Controlling / Commercial

TB Marine Daily Operating Expenses (OPEX) Daily Financing Expenses

Vessel Economics

Management Services

- Commercial

- Operations

- Technical

- Nautical

- Insurance

- Crewing

- Safety & Quality

- Vetting

- IT

- Controlling

- Accounting

Crew: 63%

Deck & Engine Maintenance:16%

Insurance: 11%

S&Q Vetting: 6%

Luboil:4%

Daily running expenses are comprised of “operating expenses” and “financing

expenses” (principal + interest repayments)

- The bulk of operating costs is made up of crew expenses (63%)

- Insurance coverage for the vessel is for 130%

The daily time charter equivalent income (“TCE”), less running expenses (Daily

Operating Expenses + Daily Financing Expenses), yields to profit/dividends.

Vessel “Example”

Crew: 63%

Deck & Engine Maintenance:16%

Insurance: 11%

S&Q Vetting: 6%

Luboil:4%

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Deck / Nautical

Vessel Economics

The daily running expenses (OPEX) are actual costs for proper manning, insurance

and maintenance. Expenses for extraordinary repairs are not budgeted but are

subject to fall under the respective insurance cover.

Types of vessel insurance

There are three different main insurances covering expenses for or resulting out of

repairs exceeding the normal OPEX:

- Repairs concerning the Hull & Machinery – Deductible depending on insurance

terms

- Loss of Hire (income) – in case of repairs exceeding 14 days, Loss of Hire

insurance is applicable. The insurance is paying a fixed hire rate compensating

the income.

- P&I is applicable for all crew related issues (illness, death), damage to third

party (cargo damages) and Oil pollution (insured up to 1 Billion).

Vessel Insurance

Loss of Hire

Protecion & Indemnity

Hull & Machinery

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Investment Opportunity

An opportunity exists to invest in the purchase of second hand tanker

vessel assets, either directly through an SPV or via a fund structure

The Company has a current pipeline of up to 4 tanker vessels, with a

typical transaction value of about US$25-30 million (depending on the

investment)

- A number of these assets are from distressed owners and are available at low

break even charter rate valuations

The purchase of the vessels are funded via a combination of bank debt

(60-65%) and equity (35-40%)

The Company’s principals invest alongside external investors, up to 10%

of the total equity

TB Marine has a successful track record of raising third party equity from

German family offices

TB Marine would undertake to charter and fully manage the vessel, as

with their current fleet

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Investment Structure

An investment can be made directly into

the SPV or via an existing offshore Isle of

Man fund structure

Each vessel is owned by a separate Ship

SPV

The type of investment structure will

depend on the equity commitment per

vessel

Advantage German SPV

Foreign investors may be able to take

advantage of the German tonnage tax -

profits taxed at about 0.1% - if double

taxation treaties are applicable (i.e.

within the EU)

Ship SPV

TB Marine Investment

Vessel

100%

Bank

Potential Investment Structure

60-65%

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Conclusion & Next Steps

An opportunity exists to invest in tanker vessels with a first class

management company in TB Marine

The Company has access to assets from distressed owners at valuations

with relatively low break even charter rates

TB Marine will undertake full management and chartering of the vessel(s)

to prime counterparties

Long term fundamentals are favourable for the market, with charter rates

firming recently

Potential dividend income of c. 8-12% per annum, plus scope for

additional upside from the sale of the vessel

There is scope to arrange meetings with senior management and

undertake due diligence at their offices in Hamburg

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TB Marine owns and manages a tanker fleet of 35 vessels- 10 product/oil tankers and 25 chemical tankers

- A total deadweight of 1,475,000 tonnes

TB Marine also undertakes third party management

Average age of the fleet is 5,4 years

Container, Bulker and Multipurpose tonnage is not part of our portfolio yet

These three segments have not been attractive so far and we are waiting for theright investment opportunity. TB Marine is fully qualified to manage thesesegments

The Fleet (I/VII)

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CLIO built at New Times Shipbuilding Co Jing Jiang – China built 08/2008

- LR2 fully coated – Aframax Tanker – 112.705 DWT

- On time charter to SHELL, trading CPP Europe worldwide

HERMIONE built at NCS – China 08/2008

- LR1 fully coated - Panamax Tanker - 73,000 DWT

- Employed in the LR8 Pool of Navig8, trading CPP worldwide for e.g. SHELL, BP, Vitol

GINNY built at NCS – China 09/2008

- LR1 fully coated - Panamax Tanker - 73,000 DWT

- Employed in the LR8 Pool of Navig8, trading CPP worldwide for e.g. SHELL, BP, Vitol

ARIANE built at NCS – China 12/2007

- LR1 fully coated - Panamax Tanker - 73,000 DWT

- On time charter to Cape Tankers, trading DPP worldwide for e.g. SHELL, Lukoil, Chevron

NEW YORK STAR built at NCS – China 12/2006

- LR1 fully coated - Panamax Tanker - 73,000 DWT

- Employed in the LR8 Pool of Navig8, trading CPP worldwide for e.g. SHELL, BP, Vitol

ALIA built at Daedong Shipbuilding – Korea 03/2003- 35,000 DWT

- Employed in the Handy Pool of Navig8, trading DPP worldwide

The Fleet (II/VII)

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Harbour Pioneer built at Yangfan built 11/2010- 19000 dwt IMO II Chemical Tanker Ice Class 1A

Harbour Progress built at Yangfan 11/2010- 19000 dwt IMO II Chemical Tanker Ice Class 1A

Harbour Fashion built at Yangfan 01/2011- 16500 dwt IMO II Chemical Tanker Ice Class 1A

Harbour Feature built at Yangfan 01/2011- 16500 dwt IMO II Chemical Tanker Ice Class1A

Harbour Fountain built at Yangfan 03/2011- 16500 dwt IMO II Chemical Tanker Ice Class 1A

Harbour First built at Yangfan 06/2011- 16500 dwt IMO II Chemical Tanker Ice Class 1A

- All six Harbour vessels are on time charter to Clipper, trading CPP / easy chemicals

mainly Europe/Canada (ice trade)

The Fleet (III/VII)

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Rhonestern built at Gdynia, Poland built 06/2000- 25000 dwt Chemical Tanker Type 2 / Oil tanker, Ice Class 1A

Wolgastern built at Gdynia, Poland 12/1999- 25000 dwt Chemical Tanker Type 2 / Oil tanker, Ice Class 1A

Weichselstern built at Gdynia, Poland 12/1999 - 25000 dwt Chemical Tanker Type 2 / Oil tanker, Ice Class 1A

Themsestern built at Gdynia, Poland 06/2000 - 25000 dwt Chemical Tanker Type 2 / Oil tanker, Ice Class 1A

- All four Stern vessels are employed in a Strategic Cooperation, trading CPP

The Fleet (IV/VII)

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3rd Party Management

Aurelia built at Dubai Dry Docks built 06/2007- 7511 dwt Oil Tanker, for carriage of bunker fuel

Navig8 Sirius built at Kitanihon, Japan 06/2016- 25000 dwt Stainless Steel Tanker

Navig8 Sky built at Kitanihon, Japan 08/2016- 25000 dwt Stainless Steel Tanker

Navig8 Spark built at Kitanihon, Japan 10/2016- 25000 dwt Stainless Steel Tanker

Navig8 Stellar built at Kitanihon, Japan 10/2016- 25000 dwt Stainless Steel Tanker

Navig8 Saiph built at Kitanihon, Japan 01/2017- 25000 dwt Stainless Steel Tanker

Navig8 Sceptrum built at Kitanihon, Japan del. 05/2017- 25000 dwt Stainless Steel Tanker

The Fleet (V/VII)

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3rd Party Management

Navig8 Almandine built at HMD – Korea built 02/2015- 37000 dwt Product / Chemical Tanker Type 2

Navig8 Amber built at HMD – Korea 02/2015- 37000 dwt Product / Chemical Tanker Type 2

Navig8 Amazonite built at HMD – Korea 05/2015- 37000 dwt Product / Chemical Tanker Type 2

Navig8 Alabaster built at MIPO – Korea 11/2015

- 37000 dwt Product / Chemical Tanker Type 2

Navig8 Victoria built at HHI Vinashin – Vietnam 01/2015- 49000 dwt Product / Chemical Tanker Type 2

Navig8 Violette built at HHI Vinashin – Vietnam 03/2015- 49000 dwt Product / Chemical Tanker Type 2

The Fleet (VI/VII)

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3rd Party Management

Navig8 Turquoise built at STX – Korea built 04/2016- 49000 dwt Product / Chemical Tanker Type 2

Navig8 Topaz built at STX – Korea 07/2016- 49000 dwt Product Tanker / Chemical Tanker Type 2

Navig8 Tourmaline built at STX – Korea 10/2016- 49000 dwt Product Tanker / Chemical Tanker Type 2

Navig8 Tanzanite built at STX – Korea 11/2016- 49000 dwt Product Tanker / Chemical Tanker Type 2

Navig8 Express built at STX – Korea built 05/2016- 74000 dwt Product Tanker

Navig8 Executive built at STX – Korea 05/2016- 74000 dwt Product Tanker

Navig8 Excellence built at STX – Korea 05/2016- 74000 dwt Product Tanker

The Fleet (VII/VII)

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Disclaimer

All data, forecasts and calculations in this presentation have been put

together with care with a view to giving a realistic picture of risks and

opportunities. They are based on currently available market data and our

current business strategy. We are not liable for the accuracy of any

information provided, especially information from third parties, for the

reasonableness of assumptions as to developments in the future as

presented nor for the realization of economic forecasts, revenues and

opportunities of an investment as described. The foregoing does not

apply to the extent we have acted with gross negligence or intentionally

when preparing this presentation. We do not have an obligation to update

the information provided. The information provided does not represent a

concrete offer for the investment opportunities described and does not

constitute an investment advice or investment brokerage. This

presentation is provided to you for information purposes only and may not

be copied or replicated and/or distributed to other persons without our

prior written consent. Before making an investment you should seek

further advice and form your own opinion about any investment. For a

specific investment information will be provided in separate documents.