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Hafnia Prospectus (2020)

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IMPORTANT NOTICE (FOR ELECTRONIC DELIVERY) THE ATTACHED PROSPECTUS IS AVAILABLE ONLY TO INVESTORS WHO ARE EITHER: (1) QIBS (AS DEFINED BELOW) UNDER RULE 144A; OR (2) OUTSIDE THE UNITED STATES IMPORTANT: You must read the following before continuing. The following applies to the attached prospectus (the “Prospectus”) relating to Hafnia Limited (the “Company”). You are advised to read this carefully before reading, accessing or making any other use of the Prospectus. In accessing the Prospectus, you agree to be bound by the following terms and conditions, including any modifications to them any time you receive any information from us as a result of such access. You acknowledge that this electronic transmission and the delivery of the attached Prospectus is intended for you only and you agree you will not forward this electronic transmission or the attached Prospectus to any other person. THE SHARES IN THE COMPANY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OF THE UNITED STATES, OR UNDER THE APPLICABLE SECURITIES LAWS OF AUSTRALIA, CANADA, HONG KONG OR JAPAN. SUBJECT TO CERTAIN EXCEPTIONS, THE SHARES MAY NOT BE OFFERED OR SOLD WITHIN AUSTRALIA, CANADA, HONG KONG, JAPAN OR THE UNITED STATES. THE ATTACHED PROSPECTUS MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT IN WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. This electronic transmission and the attached Prospectus are only addressed to persons in Norway and persons in any other member states of the European Economic Area (the “EEA”) who are qualified investors within the meaning of Regulation (EU) 2017/1129 of the European Parliament (“Qualified Investors”). In addition, in the United Kingdom, this electronic transmission and the attached Prospectus are only addressed to Qualified Investors who (i) are persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (ii) are persons who are high net worth entities falling within article 49(2)(a) to (d) of the Order or (iii) are other persons to whom they may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). This electronic transmission and the attached document must not be acted or relied on (i) in the United Kingdom, by persons who are not Relevant Persons or (ii) in any member state of the EEA, other than Norway, by persons who are not Qualified Investors. Confirmation of your Representation: This electronic transmission and the attached Prospectus are delivered to you on the basis that you are deemed to have represented to the Company and the Managers that: (i) you have understood and agree to the terms set out herein; (ii) you consent to delivery of such Prospectus by electronic transmission; and (iii) you are any of the following (a) a person in Norway, (b) a QIB acting on your own behalf or behalf of another QIB, (c) a person in a member state of the EEA, other than Norway, who is a Qualified Investor and/or a Qualified Investor acting on behalf of Qualified Investors or Relevant Persons, (d) a person in the United Kingdom who is a Relevant Person and/or a Relevant Person acting on behalf of Relevant Persons or Qualified Investors, or (e) you are an institutional investor that is otherwise eligible to receive this electronic transmission and the attached document in accordance with the laws of the jurisdiction in which you are located. You are reminded that the Prospectus has been delivered to you on the basis that you are a person into whose possession the Prospectus may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver or disclose the contents of the Prospectus to any other person. The Prospectus has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and, consequently, none of the Company, the Managers nor any of their respective affiliates accepts any liability or responsibility whatsoever in respect of any difference between the Prospectus distributed to you in electronic format and the hard copy version available to you on request. Restriction: Nothing in this electronic transmission or the attached Prospectus constitutes, and this electronic transmission and the attached Prospectus may not be used in connection with, an offer of securities for sale to persons other than the specified categories of buyers described above and to whom it is addressed to and access has been limited so that it shall not constitute a general solicitation. The Managers and any of their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of such document or any such statement. No representation or warranty, express or implied, is made by any of the Managers or any of their respective affiliates as to the accuracy or completeness of the information set out in this document or the Prospectus. The Managers are acting exclusively for the Company and no one else in connection with the Listing. They will not regard any other person (whether or not a recipient of this document) as their respective clients in relation to the Listing and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients nor for giving advice in relation to the Listing or any transaction or arrangement referred to herein. You are responsible for protecting against viruses and other destructive items. Your use of this electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. Page has intentionally been left blank PROSPECTUS Hafnia Limited (An exempted company limited by shares incorporated under the laws of Bermuda) Listing of the Company's shares on the Oslo Stock Exchange The information in this prospectus (the "Prospectus") relates to the listing of all common shares, each with a par value of United States Dollar ("USD") 0.01 (the "Shares") in Hafnia Limited (the "Company" or "Hafnia"), an exempted company limited by shares incorporated under the laws of Bermuda (together with its subsidiaries, the "Group") on the Oslo Stock Exchange, a stock exchange operated by Oslo Børs ASA (the "Oslo Stock Exchange") (the "Listing"). The Shares have been listed on Oslo Axess ("Oslo Axess"), a regulated market operated by Oslo Børs ASA ("Oslo Børs") since 8 November 2019 under the ticker code "HAFNIA" with ISIN "BMG4233B1090". On 26 April 2020, the Company applied for the Shares to be admitted to trading and listing on the Oslo Stock Exchange. The Company's listing application is expected to be approved by the board of directors of the Oslo Stock Exchange (as defined in Section 20 "Definitions and glossary) on 28 April 2020. Upon Listing, the Shares will be deregistered from Oslo Axess and will be admitted to trading through the facilities of the Oslo Stock Exchange. Trading in the Shares on the Oslo Stock Exchange is expected to commence on 30 April 2020, under the ticker code "HAFNIA". Pareto Securities AS ("Pareto") and Skandinaviska Enskilda Banken AB (Publ.) Oslofilialen norsk avdeling av utenlandsk foretak ("SEB") are acting as managers in connection with the Listing (the "Managers"). The Shares are registered in the Norwegian Central Securities Depository (Nw.: Verdipapirsentralen i Norge) (the "VPS") in book-entry form. See Section 13.9 "VPS registration of the Shares" for information on the VPS registration. All Shares rank in parity with one another and carry one vote. The distribution of this Prospectus in certain jurisdictions may be restricted by law. Persons in possession of this Prospectus are required to inform themselves about and to observe any such restrictions. See Section 18 "Selling and transfer restrictions". THIS PROSPECTUS SERVES AS A LISTING PROSPECTUS ONLY. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OF, OR INVITATION TO PURCHASE, SUBSCRIBE OR SELL ANY OF THE SECURITIES DESCRIBED HEREIN, AND NO SHARES, BENEFICIAL INTERESTS OR OTHER SECURITIES ARE BEING OFFERED OR SOLD IN ANY JURISDICTION PURSUANT TO THIS PROSPECTUS. Investing in the Shares involves a high degree of risk. Prospective investors should read the entire Prospectus and, in particular, consider Section 2 "Risk factors" beginning on page 11 when considering an investment in the Company. Managers Pareto Securities AS Skandinaviska Enskilda Banken (Publ.) Oslofilialen norsk avdeling av utenlandsk foretak The date of this Prospectus is 28 April 2020 HAFNIA LIMITED - PROSPECTUS IMPORTANT INFORMATION This Prospectus has been prepared in connection with the Listing and in order to provide information about the Group and its business. For definitions of certain other terms used throughout this Prospectus, see Section 20 "Definitions and glossary". This Prospectus has been prepared to comply with the Norwegian Securities Trading Act of 29 June 2007 no. 75, as amended (the "Norwegian Securities Trading Act") and related secondary legislation, including Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, as amended and as implemented in Norway in accordance with Section 7-1 of the Norwegian Securities Trading Act (the "EU Prospectus Regulation").
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