DFDS Dover Pitch Deck

Risk Factors Risks related to the bonds All investments in interest bearing securities have associated risks. The risks are related to the general volatility in the market for such securities, varying liquidity in a single bond issue as well as Issuer specific risk factors. An investment in interest bearing securities is only suitable for investors who understand the risk factors associated with this type of investments and who can afford a loss of all or part of the investment. Risks related to the market value of the bonds There is a risk that the value of the Bonds may decrease due to changes in relevant market risk factors. The price of a single bond issue will, generally, fluctuate due to general development in financial markets, as well as investor interest in the bonds, and developments in the markets in which the Group operates. Accordingly, there is a risk that the value of the Bonds may decrease despite an underlying positive development in the Group's business activities. Risks related to the Issuer's requirement to meet financial obligations There is a risk that the value of the Bonds may decrease due to changes in relevant market risk factors. The price of a single bond issue will, generally, fluctuate due to general development in financial markets, as well as investor interest in the bonds, and developments in the markets in which the Group operates. Accordingly, there is a risk that the value of the Bonds may decrease despite an underlying positive development in the Group's business activities. Risks related to the bonds being unsecured The bonds are unsecured. Consequently, right to receive payment on the Bonds in a default and enforcement scenario will be subject to all secured creditors first receiving due payments. Under insolvency proceedings, the Bondholders will not receive any payment unless there are remaining funds after the secured creditors of the Group have received payment in full. Insolvency proceedings could involve that the Bondholders only receive payments in part or not at all. The Group is dependent upon cash flow from its subsidiaries to meet its obligations, in general and under the Bonds The Group currently conducts a significant portion of its operations through, and a significant portion/most of its assets are owned by, its subsidiaries. As such, the cash that the Company obtains from its subsidiaries is an important source of funds necessary to meet its obligations. Contractual provisions or laws, including laws or regulations related to the repatriation of foreign earnings, corporate benefit and financial assistance, as well as its subsidiaries' financial condition, operating requirements, restrictive covenants in their debt arrangements and debt requirements, may limit the Company's ability to obtain cash from its subsidiaries that they require to pay their expenses or meet their current or future debt service obligations. The inability of the Company's subsidiaries to transfer cash to the Company may mean that, even though the Company may have sufficient resources on a consolidated basis to meet its obligations under its debt agreements, it may not be able to meet such obligations. A payment default by the Company, or any of its subsidiaries, on any debt instrument may have a material adverse effect on the Group's business, results of operation and financial condition. The Bonds will be structurally subordinated to the liabilities of the Company's subsidiaries None of the Company's subsidiaries will guarantee or have any obligations to pay amounts due under the Bonds or to make funds available for that purpose. Generally, claims of creditors of a subsidiary, certain hedge providers and trade creditors of the subsidiary, will have priority with respect to the assets and earnings of the subsidiary over the claims of creditors of its parent entity, including by holders of the Bonds. In the event of any foreclosure, dissolution, winding-up, liquidation, reorganization, administration or other bankruptcy or insolvency proceeding of any of its subsidiaries, holders of their indebtedness and their trade creditors will generally be entitled to payment of their claims from the assets of those subsidiaries before any assets are made available for distribution to its parent entity. The Company's creditors (including the bondholders) will have no right to proceed against the assets of such subsidiary. As such, the Bonds will be structurally subordinated to the creditors (including trade creditors) of the Company's subsidiaries. 24 43 > DFDS

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