DFDS A/S – 28.06.2012
Registration Document
Registration Document
DFDS A/S
Copenhagen, 28.06.2012
Prepared according to Commission Regulation (EC) No 809/2004 - Annex IX
DFDS A/S – 28.06.2012
Registration Document
Important notice
The Registration Document is based on sources such as annual reports and publicly available
information. This Registration Document has been prepared in cooperation with the Arranger. This
is subject to the general business terms of the Arranger. Confidentiality rules and internal rules
restricting the exchange of information between different parts of the Arranger may prevent
employees of the Arranger who are preparing this presentation from utilizing or being aware of
information available to the Arranger and/or affiliated companies and which may be relevant to the
recipients' decisions.
The Arranger and/or affiliated companies and/or officers, directors and employees may be a
market maker or hold a position in any instrument or related instrument discussed in this
Registration Document, and may perform or seek to perform financial advisory or banking services
related to such instruments. The Arranger's corporate finance department may act as manager or
co-manager for this Issuer in private and/or public placement and/or resale not publicly available
or commonly known.
Copies of this presentation are not being mailed or otherwise distributed or sent in or into or made
available in the United States other than on the Issuer’s web page. Persons receiving this
document (including custodians, nominees and trustees) must not distribute or send such
documents or any related documents in or into the United States.
Other than in compliance with applicable United States securities laws, no solicitations are being
made or will be made, directly or indirectly, in the United States. Securities will not be registered
under the United States Securities Act of 1933 and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
The distribution of the Registration Document may be limited by law also in other jurisdictions, for
example in Canada, Japan and in the United Kingdom. Verification and approval of the Registration
Document by Finanstilsynet (The Financial Supervisory, Authority of Norway) implies that the
Registration Document may be used in any EEA country. No other measures have been taken to
obtain authorisation to distribute the Registration Document in any jurisdiction where such action is
required.
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Table of Contents:
1. Risk factors ..................................................................................................................... 4
2. Persons responsible ......................................................................................................... 7
3. Definitions ...................................................................................................................... 8
4. Third part information and forward looking statements ......................................................... 9
5. Statutory auditors .......................................................................................................... 10
6. Information about the issuer ............................................................................................ 11
7. Business overview .......................................................................................................... 13
8. Market outlook ............................................................................................................... 21
9. Administrative, management and supervisory bodies .......................................................... 22
10. Major shareholders ....................................................................................................... 26
11. Financial information concerning the issuer's assets and liabilities, financial position and profits
and losses ......................................................................................................................... 27
12. Documents on display ................................................................................................... 28
13. Cross reference list: ...................................................................................................... 29
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Registration Document
1. Risk factors
Macro-economic and market risks
The market for sea transport of freight and passengers is affected by the general level of demand
and by the state of the economy. Significant drops in demand will in most situations lead to
overcapacity and increased price pressure in the market. Partly in order to counteract these cyclical
risks, part of the DFDS ro-ro freight fleet consists of chartered vessels. The aim is that a certain
proportion of the chartered tonnage will be for contracts of less than a year with the option of
extensions, which facilitates the return of tonnage at short notice. All of the DFDS passenger ships
are owned by DFDS, which limits the options for adapting passenger capacity in the short term.
The container fleet is all chartered. Logistics activities make widespread use of subcontractors for
land transport, and leased equipment, leading to a high proportion of variable costs and therefore
substantially lower cyclical risk.
The UK market is DFDS’ single largest market which comprises both logistics activities and shipping
routes. However, DFDS’ geographic diversification across Northern Europe as well as activities
aimed at Russia and the surrounding countries reduces dependence on developments in any single
region. The number of routes and other activities also helps balance commercial risks.
The market for sea transport of freight and passengers is also affected by industry-specific
conditions, including changes in the market for alternative forms of transport, such as road, rail
and air, the latter of which mainly impacts upon the passenger sector. In addition, the market is
influenced by changes in local and regional competition, including the opening of competing routes
and the deployment of additional capacity on existing routes.
A significant proportion of the freight on some routes stems from a small number of customers.
The risk inherent in such relationships is partly limited by entering into long-term partnership
agreements.
Risks associated with business development and investments
Business development and investment risks stem from DFDS’s growth strategy, which includes
both organic growth (e.g. the acquisition of tonnage) and growth through the acquisition of
companies and activities. The most important risks associated with organic growth are related to
capacity utilisation on the existing route network when deploying new or larger tonnage.
Acquisitions of companies and activities involve significant risks, which increase in line with the size
of the investment and the complexity of the subsequent integration process.
Risks associated with all forms of business development are managed by means of in-depth
planning and decision-making processes based on internal policies and guidelines for investment,
including a required rate of return.
The tonnage market
DFDS mainly charters freight tonnage, which involves risks associated with price trends and the
availability of sufficient tonnage in relation to the company’s needs. Similar risks are also relevant
when chartering out excess tonnage. In addition, certain risks are associated with price trends and
the time periods involved in ordering newbuildings.
Due to the ongoing process of replacing and renewing the DFDS fleet, the sale of tonnage or the
annulment of contracts may result in gains, losses and costs that are not included in annual profit
forecasts.
Security and environment risks
DFDS uses freight and passenger ships, port terminals, warehouses and cargo carrying equipment
and other operating equipment, all of which involve operational risks. These risks are controlled
and minimised partly through compliance with safety requirements and routines, as well as
preventative work, and partly through insurance against risk.
Environmental and safety measures are based on DFDS’ environmental and safety policies, as well
as official regulations and customer demand. Changes in these factors can increase costs. The
Group is insured against environmental risks as far as possible, and participates in preparatory
legislative procedures through industry organisations.
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The DFDS CR report, for 2011 issued as an integrated part of the DFDS annual report, also
accounts for safety and environmental risks as well as DFDS’ control practices and prevention
efforts.
Political and legal risks
DFDS’ activities are affected by legal and regulatory changes regarding the shipping and transport
sector as well as the overall conditions for infrastructure in northern Europe. In addition to political
bodies, DFDS is subject to International Maritime Organisation (IMO) conventions. The IMO is the
UN body responsible for
maritime issues, primarily safety and the environment.
Changes in laws and regulations regarding DFDS’ overall conditions can lead to negative
consequences, including higher costs. This risk is linked to the requirement of lowering the sulphur
content in bunkers to 0.1% in 2015 in the Baltic and the North Sea.
This is accounted for in the environmental section of the CR report.
Other significant political risks concern changes to taxation arrangements for staff at sea, loss of
duty-free sales in Norway if the country were to join the EU, the cancellation of VAT exemption on
tickets and on-board sales and change of tonnage tax schemes.
DFDS is actively monitoring developments in these areas, including through participation in
industry organisations.
FINANCIAL RISK
As an international company, DFDS is exposed to financial risks relating to changes in exchange
rates, interest rates, oil prices and other factors. Such risks are managed in accordance with DFDS’
agreed policy for financial risk management. Decisions about risk management are discussed
regularly by Executive Management, and the Board of Directors is regularly informed about risks
and hedging.
The overall financial structure and financial needs are balanced. DFDS owns several ships without
collateral, as a result of which refinancing risks are considered to be limited. The main focus in
2011 has been on ensuring future liquidity.
DFDS’ shipping activities involve a relatively high degree of capital intensity, and demand for
transport services is cyclical to a certain degree. Together, this implies a risk of large fluctuations in
earnings, and financial flexibility is therefore maintained through the capital structure. At the end
of 2011, DFDS’ equity ratio was 54%. In light of DFDS’ growth strategy and the current increased
uncertainty about the future macro outlook, the capital structure is deemed to be satisfactory.
The most important financial risk factors for DFDS are oil, interest rate, currency, investments and
liquidity. It is the policy of the Group not to enter into active speculation in financial risks. The
intention of the financial risk management of the Group is only to manage the financial risks
attached to operational and financing activities.
The Group uses forward exchange contracts and currency options to hedge forecasted transactions
in foreign currencies. Furthermore, the Group uses interest rate swaps to hedge the forecasted
transactions related to interest transactions as well as forward oil contracts to hedge the forecasted
oil expenses.
Currency risks
Financial currency risks arise from translation of net investments in foreign companies (translation
risks) and from other investments or liabilities denominated in foreign currencies (transactions
risks). Currency risks are monitored continuously to ensure compliance with the financial risk
management policy.
DFDS actively aim to reduce currency exposure by matching the currency positions, obtaining multi
currency loans and by directing all currency balance positions towards the Parent Company DFDS
A/S (the transaction risk) if possible.
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Transaction risks
The Group’s and the Parent Company’s most substantial currency balance position is in SEK. A
strengthening of SEK, GBP and NOK, would have increased/decreased equity and profit or loss by
the amounts presented in note 28 in the Annual Report 2011. This analysis is based on foreign
currency exchange rate variances that the Group considered to be reasonably possible at the end
of the reporting period. The analysis assumes that all other variables, in particular interest rates,
remain constant. As all subsidiaries are operating in their own functional currency no effect will
occur on the equity. Hedging is only done in the Parent Company. The Parent Company is
furthermore exposed against fluctuations in EUR vs. DKK. Due to the recent turbulence in the
EURO zone this risk is regularly monitored.
Translation risks
Translation risks relate to translation of profit and loss and equity of foreign group enterprises into
DKK. These risks are to some extent covered by loans in the respective foreign currencies.
Derivatives are to some extent used to hedge translation risks.
Interest rate risks
DFDS is primarily exposed to interest rate risks through the loan portfolio. The intention of the
interest rate risk management is to limit the negative effects of interest rate fluctuation on the
earnings. It is DFDS’ strategy that 40-70% of the net loan portfolio must be fixed-rate loans when
taking contracted interest rate swaps and long term charter agreements into consideration.
Oil risks
Financial oil risks in the DFDS Group are caused by oil swaps used to hedge bunker costs. In the
freight area, oil-price risks are hedged to a large extent by price-adjustment clauses in transport
contracts. The degree of hedging is also affected by capacity utilisation, i.e. all things being equal,
greater utilisation will lead to a higher coverage ratio. It is estimated that a price change of 1% will
entail a financial impact of approximately DKK 6.0m compared to the oil price level mid-February
2012, which was approximately USD 700 per ton.
Liquidity risks
DFDS aims to maintain a minimum cash resource of DKK 400 million, which is regarded sufficient
for the current operation. The cash resources are managed at Group level, and 12-months rolling
cash forecasts are prepared on a monthly basis. The cash resources at 30 March 2012 were DKK
888 million. The central treasury department manages excess liquidity and cash resources. Cash at
bank and in hand are primarily placed in the short money market as well as short term bonds, and
due to banks are drawn mostly on overdraft facilities.
Credit risks
DFDS’s primary financial assets are trade receivables, other receivables, cash at bank and in hand
and derivative financial instruments. The credit risk is primarily attributable to trade receivables
and other receivables.
Operational risks
Operational risks arise from the cash flow transactions. The size of the transactions made through
the financial year is affected by the change in different market rates such as interest and foreign
exchange rates. Currency risks are monitored continuously to ensure compliance with the financial
risk management policy.
More information regarding the Company’s risk factors, refer to Annual Report 2011
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2. Persons responsible
DFDS A/S confirm that to the best of their knowledge, after having taken all reasonable care to
ensure that such is the case, the information contained in this Registration Document is in
accordance with the facts and contains no omission likely to affect its import.
Copenhagen, 28.06.2012
DFDS A/S
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3. Definitions
Company / Parent Company /
Issuer / DFDS
-
DFDS A/S
CR report
-
Corporate Responsibility report
Lo-Lo vessels
-
Vessels where cargo needs to be lifted-on/lifted off
Ro-Pax Vessels
-
Vessels designed for transport of rolling cargo and
Passengers
Ro-Ro vessels
-
Roll-on/roll-off vessels designed for transport of
rolling cargo
The Group
-
DFDS A/S and its subsidiaries
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4. Third part information and forward looking statements
If not otherwise indicated, DFDS A/S is the source of information in this Registration Document.
Information which has been sourced from a third party has been accurately reproduced. As far as
the Company is aware and able to ascertain from information published by such third parties, no
facts have been omitted which would render the reproduced information inaccurate or misleading.
The Registration Document is based on sources such as annual reports and publicly available
information and forward looking information based on current expectations, estimates and
projections about global economic conditions, the economic conditions of the regions and industries
that are major markets for the Issuer's (including subsidiaries and affiliates) lines of business.
Important factors that could cause actual results to differ materially from those expectations
include, among others, economic and market conditions in the geographic areas and industries that
are or will be major markets for the Issuer's businesses, market acceptance of new products and
services, changes in governmental regulations, interest rates, fluctuations in currency exchange
rates and such other factors as may be discussed from time to time in the Registration Document.
Although it is believed that the expectations are based upon reasonable assumptions, the Issuer
can give no assurance that those expectations will be achieved or that the actual results will be as
set out in the presentation.
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5. Statutory auditors
The Company auditor for the period covered by the historical financial information in this
Registration Document has been KPMG, located at Osvald Helmuths Vej 4, Postboks 250,
2000 Frederiksberg, Denmark.
KPMG is member of The Danish Institute of Public Accountants.
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6. Information about the issuer
DFDS A/S is a Danish Public Company founded in year 1866 and is regulated by the Danish
Companies Act and supplementing Danish laws and regulations. DFDS court of domicile is
Københavns Byret. The Company Registered number is CVR-NR 14194711 and its registered
business address is Sundkrogsgade 11, 2100 Copenhagen, Denmark, Phone: +45 3342 3342.
Website: http://www.dfdsgroup.com/. The Company also carries on business under the secondary
name “Det Forenede Dampskibs-Selskab, Aktieselskab”.
DFDS A/S is the parent company of the Group. For an overview of all its subsidiaries, see the DFDS
annual report 2011 – note 42. DFDS A/S is also an operating company, which owns part of the
fleet and operates a number of routes. DFDS Seaways operates a network of 25 routes with 50
freight and passenger ships, while DFDS Logistics provides freight solutions in Europe with trailers,
containers, and rail. DFDS has around 5,100 employees in 20 countries.
DFDS works as part of the European transport sector, focusing on Northern Europe, Eastern Europe
and Russia. DFDS’ routes link ports in the Baltic and in the North Sea and combine transport of
freight and passengers, depending on market requirements. DFDS operates liner services with
fixed schedules. DFDS’ transport and logistics activities primarily operate in the same markets
covered by the route network. These services also support the capacity utilisation of the route
network by specialising in transport solutions that involve shipping.
The history of DFDS - from 1866 to today
DFDS was founded in 1866, when C. F. Tietgen merged the three biggest Danish steamship
companies of the day.
From its inception, DFDS was a part of Denmark’s industrial and maritime history.
Since 1866, DFDS has been involved in domestic as well as international trade, transporting both
freight and passengers. DFDS’ international activities started in the North Sea and the Baltic Sea,
followed later by the Mediterranean. Towards the end of the 19th century, routes were also
established to the USA and South America.
Land-based transport and logistics also became a part of DFDS’ business activities as freight
transport by land began to grow, and in the 1960s the company introduced a door-to-door concept
for freight.
A passenger route between New York and Miami, based on a cruise-ferry concept, was opened in
1982 but did not live up to expectations and closed in 1983. Subsequently, the DFDS Group was
restructured and the activities in the Mediterranean and the routes to the USA and South America
were sold.
Since then, DFDS’ geographic focus for shipping has been northern Europe.
Land-based haulage and logistics activities were developed on the basis of organic growth and
company acquisitions. By the late 1990s, DFDS Dan Transport had become one of the largest landbased transport companies in northern Europe.
DFDS Dan Transport, however, was sold in 2000 to focus the Group’s resources on shipping.
Since then, freight and passenger shipping has been developed on the basis of organic growth and
a series of acquisitions. The most important investments have been in the Swedish passenger and
freight shipping company Tor Line in the early 1980s, the Norwegian freight shipping company
North Sea Line in the late 1990s, the Lithuanian freight and passenger shipping company LISCO in
2001 and the Norwegian freight shipping company Lys-Line in 2003.
In 2004, the Company made a major investment in six ro-ro newbuildings from Flensburg
Shipyard, which increased freight capacity and stimulated organic growth.
In 2007, a new management was appointed, and a new growth strategy was embarked on. After a
period of setting the house in order and preparing for growth, DFDS fulfilled the strategic ambitions
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and goals by signing an agreement with AP Moller-Maersk to acquire its shipping and logistics
company Norfolkline in late 2009.
The acquisition was completed in July 2010, making DFDS the leading integrated shipping and
logistics companies in northern Europe. This is based on a comparison of the revenue of DFDS and
the revenue of DFDS’ primary competitors according to the companies’ 2011 annual reports.
Among the largest competitors in terms of revenue are Stena Line and Finnlines. In 2011 DFDS’
revenue was 1,560 million Euros. In comparison the revenue for Stena Line was 9,684 million SEK
which amounted to 1,086.7 million Euros based on the end of 2011 exchange rates of Danmarks
Nationalbank. The revenue of Finnlines was 605.2 million Euros.
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7. Business overview
DFDS combines sea and land transport
DFDS provides sea and land transport services to freight customers and passengers. DFDS is
currently Northern Europe’s largest integrated shipping and logistics company. This is based on a
comparison of the revenue of DFDS and the revenue of DFDS’ primary competitors according to the
companies’ 2011 annual reports. Among the largest competitors in terms of revenue are Stena Line
and Finnlines.
To maximise the capacity utilisation of the route network, DFDS actively seeks to expand each
route's catchment area to attract more customers.
Volumes on freight routes are supported by local sales offices and own transport companies operated by the Logistics Division - specialized in traffic with an element of sea transport.
On the passenger side, the majority of bookings are made on the internet, where the goal is to
make it as easy as possible for customers to book their journeys.
Routes, ships and the network
DFDS' route network encompasses both pure freight routes and combined freight & passenger
routes. The network's freight routes are supported by DFDS' landbased logistics services.
An important success factor for DFDS is the ability to deploy ships on each route that matches the
requirements of customers with regard to capacity, time schedule, reliability and facilities onboard.
The largest freight vessels transport 3,000-5,000 metres of freight, measured by the space that
the cargo takes up on the decks (lanemetres). These ships can only accomodate twelve
passengers, primarily drivers.
Combined freight and passenger ships typically have a freight capacity of 1,500 -3,000 lane
metres, and room for 600-1,200 passengers.
Passenger ships typically carry 1,500-2,000 passengers, while the freight capacity is around 1,0001,500 lane metres.
DFDS' organisational structure
DFDS’ business structure consists of two divisions: Shipping Division and Logistics Division.
Corporate functions are grouped into two areas: People & Ships and Finance.
DFDS' ro-ro freight and passenger shipping activities are operated under the DFDS Seaways brand
and organised in the Shipping Division. Landbased trailer operations, logistics contracts, and
container shipping are operated under the DFDS Logistics brand and organised in the Logistics
Division.
Sales of freight solutions that cut across business areas and the network in general are coordinated through Freight Sales Solutions.
The Shipping Division operates DFDS' route network, divided into four business areas:
o North Sea, Baltic Sea, English Channel and Passenger.
The Logistics Division operates DFDS' logistics activities, divided into five business areas:
o Nordic Transport, Continental Transport, European Contract, Intermodal and Nordic
Contract.
People & Ships provide HR services including crewing of ship for both freight and passenger
ships. Furthermore, People & Ships provide ship maintenance and ship operations,
including bunker optimization programmes.
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Finance provides IT, procurement, legal and financial services for the Group. Financial
services include services conducted by Group Treasury, Group Accounts, and Investor
Relations.
Organisation:
CEO
People and Ships
HR
Crewing
Technical
Finance
Supply Chain
Logistics Division
Nordic
Transport
Continantal European
Transport
Contract
Intermodal
IT
Finance
Shipping Division
Nordic
Contract
North Sea
Baltic Sea
English
Channel
Passenger
Freight Sales Solutions
SHIPPING DIVISION
The Shipping Division operates DFDS’ route network which is northern Europe’s most
comprehensive network. The route network is divided into four business areas: North Sea, Baltic
Sea, Channel and Passenger.
The activities of the Shipping Division include freight transported by Ro-Ro and Ro-Pax tonnage. In
addition, the Shipping Division operates a number of passenger vessels. Furthermore, the Shipping
Division operates port terminals in Gothenburg, Esbjerg, Vlaardingen, Immingham, Dunkirk, and
Copenhagen.
In 2011 the North Sea was the largest business area within the Shipping Division generating 44%
of revenues. The primary market areas of the North Sea business area are Denmark, Sweden,
Norway, Germany, Benelux, and Great Britain.
The customer segments in the North Sea business area are mainly forwarding companies, hauliers,
and manufacturers of heavy industrial goods. Manufacturers of heavy industrial goods as a
customer segment in the North Sea primarily consist of manufacturers of motor vehicles, paper,
steel, and chemicals.
DFDS has a range of competitors in the North Sea. Among these competitors are Cobelfret, P&O
Ferries, and Stena Line. However, DFDS also faces competition from road and rail transport in
general in the North Sea business area.
The primary market areas of the Baltic Sea business area are Denmark, Sweden, Germany, the
Baltic States and Russia and other CIS countries. In 2011 the Baltic Sea business area generated
18 % of the total revenue for the Shipping Division of DFDS.
The customer segments in the Baltic Sea business area are mainly forwarding companies, hauliers,
and manufacturers of heavy industrial goods. In the case of the Baltic Sea, manufacturers of heavy
industrial goods primarily consist of manufacturers of motor vehicles and forest products.
Furthermore, the Shipping Division provides services for passengers travelling with or without cars
as a customer segment in the Baltic Sea business area.
The main competitors in the Baltic Sea business area are Scandlines, Stena Line, Tallink, and
TransRussiaExpress (Finnlines). Furthermore, DFDS faces competition from road and rail transport
in the Baltic Sea business area.
The primary market areas of the Channel business area are Great Britain and Eastern and Central
Europe. In 2011 the Channel generated 13 % of the total revenue for the Shipping Division.
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The customer segments of the Channel business area are mainly forwarding companies, hauliers
and passengers with cars. The primary competitors in this business area are Eurotunnel and P&O
Ferries.
The Passenger business area generated 24 % of the total revenue of the Shipping Division in 2011.
The primary market areas are Denmark, Norway, Great Britain, Benelux and overseas markets.
The customer segments for the Passenger business area are mainly mini cruise, passengers with
cars, conference guests, forwarding companies, and hauliers. Color Line, P&O Ferries, and Stena
Line are the main competitors. However, DFDS also faces competition in the Passenger business
area from various airlines.
In order to service all four business areas DFDS operates a fleet of Ro-Ro, Ro-Pax, and passenger
vessels. Ro-Ro vessels are designed for transport of rolling cargo, eg. trailers and industrial cargo
on cassettes, whereas Ro-Pax vessels also transport passengers. In the North Sea markets trailers
are mainly unaccompanied, whereas in the Baltic and Channel markets trailers are mainly
accompanied requiring passenger facilities onboard the vessels.
The passenger vessels are designed primarily for passenger transportation and entertainment.
These vessels are characterized by a high quality of on-board facilities.
SHIPPING DIVISION
Share of
Shipping
Division
revenue
2011
Routes
North Sea
44%
Baltic Sea
18%
Channel
13%
Passenger
24%
GothenburgBrevik/Imming
ham
GothenburgTilbury
GothenburgBrevik/Ghent
EsbjergImmingham
EsbjergHarwich
CuxhavenImmingham
VlaardingenFelixstowe
VlaardingenImmingham
RosythZeebrugge
FredericiaAarhus/
Copenhagen/Kl
aipeda
Kiel-Klaipeda
KarlshamnKlaipeda
SassnitzKlaipeda
KielKarlshamn/St
Petersburg
YstadSwinoujscie
(discontinued
end October
2011)
KapellskärPaldiski (from
October 2011)
Ust-Luga-Kiel
Dover-Dunkirk
Dover Calais
(started
February 2012)
Copenhagen-Oslo
AmsterdamNewcastle
Esbjerg-Harwich
Ships
19 ro-ro
1 ro-pax
2 ro-ro
7 ro-pax
4 ro-pax
Port
terminals
Gothenburg
Esbjerg
Vlaardingen
Immingham
None
Dunkirk
1 ro-pax
4 passenger
vessels
Copenhagen
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Customer
segments
Forwarding
companies
Hauliers
Manufacturers
of heavy
industrial
goods (motor
vehicles,
paper, steel,
chemicals)
Primary
market
areas
Denmark
Sweden
Norway
Germany
Benelux
Great Britain
Main
competitor
s
Cobelfret
P&O Ferries
Stena Line
Road and rail
transport
Forwarding
companies
Hauliers
Manufacturers
of heavy
industrial goods
(motor vehicles,
forestry
products)
Passengers,
with and
without cars
Russia, other
CIS countries
Germany
Sweden
Denmark
Forwarding
companies
Hauliers
Passengers
with cars
Mini Cruise
Passengers with
cars
Conference
guests
Forwarding
companies
Hauliers
Great Britain
Eastern and
Central Europe
Denmark
Norway
Great Britain
Benelux
Overseas
markets
Scandlines
Stena Line
Tallink
TransRussiaExp
ress
Road and rail
transport
Eurotunnel
P&O Ferries
Color Line
P&O Ferries
Stena Line
Airlines
At the end of 2011 DFDS operated 49 ships. A complete list of DFDS’ fleet as of December 31 st
2011 can be found in the 2011 annual report on page 124.
Financial information for the business areas of the Shipping Division can be found in the 2011
annual report on page 25.
THE DFDS FLEET
DFDS operated 49 ships at the end of 2011, predominantly ro-ro freight ships, ro-pax ships, and
passenger ships.
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Freight ships (ro-ro):
Ficaria Seaways
Tor Freesia
Tor Begonia
Primula Seaways
Petunia Seaways
Magnolia Seaways
Selandia Seaways
Suecia Seaways
Britannia Seaways
Ark Futura
Flandria Seaways
Anglia Seaways
Tor Botnia
Tor Finlandia
Maas Viking (2)
(2)
Humber Viking
(2)
Tor Corona
Hafnia Seaways (2)
(2)
Fionia Seaways
(2)
Jutlandia Seaways
(2)
Tor Dania
Transpulp (2)
Year built
2006/09
2005/09
2004/09
2004
2004
2003
1998
1999/11
2000/11
1996/00
2000
2000
2000
2000
2009
2009
2008
2008
2009
2010
1978/95
2006
GT
Lanemeter
Deployment
37 939
4 650
Gothenburg-Brevik-Immingham
37 722
4 650
Gothenburg-Brevik-Immingham
37 722
4 650
Gothenburg-Brevik-Immingham
32 289
3 831
Gothenburg-Brevik-Gent
32 289
3 831
Gothenburg-Brevik-Gent
32 289
3 831
Gothenburg-Brevik-Gent
24 196
2 772
Gothenburg-Tilbury
24 196
2 772
Vlaardingen-Felixstowe
24 196
2 772
Vlaardingen-Felixstowe
18 725
2 308
On charter
13 073
1 692
Vlaardingen-Felixstowe
13 073
1 692
Vlaardingen-Immingham
11 530
1 899
Kiel-Karlshamn-St. Petersburg
11 530
1 899
Zeebrugge-Rosyth
29 004
3 663
Vlaardingen-Immingham
29 004
3 663
Vlaardingen-Immingham
25 609
3 322
Fredericia-Copenhagen-Klaipeda
25 609
3 322
Cuxhaven-Immingham
25 609
3 322
Esbjerg-Immingham
25 609
3 322
Esbjerg-Immingham
21 491
2 562
Cuxhaven-Immingham
23 128
2 774
Gothenburg-Tilbury
Freight ships (ro-ro) for delivery in 2012:
(4)
Year built
GT
Lanemeter TEU
2012
33 300
3 000
342
2012
33 300
3 000
342
Stralsund NB 500 (Ark Germania)
Stralsund NB 501 (Ark Dania)
Ro-pax ships
(3):
Dunkerque Seaways
Delft Seaways
Dover Seaways
(1)
Regina Seaways
Lisco Maxima
Lisco Optima
Dana Sirena
Liverpool Seaways
Patria Seaways
Kaunas
Vilnius Seaways
Norman Spirit (2)
Year built
2005
2006
2006
2010
2009
1999
2002/03
1997
1991
1989/94
1987/93
1992
GT
Lanemeter Passengers
Deployment
35 923
2 000
1 000
Dover-Dunkirk
35 923
2 000
1 000
Dover-Dunkirk
35 923
2 000
1 000
Dover-Dunkirk
25 518
2 496
550
Kiel-Klaipeda
25 518
2 496
550
Kiel-Klaipeda
25 206
2 300
328
Karlshamn-Klaipeda
22 382
2 056
623
Esbjerg-Harwich
21 856
2 200
340
Karlshamn-Klaipeda
18 332
1 710
222
Paldiski-Kapellskär
25 606
1 539
262
Kiel-Sassnitz-Ust-Luga
22 341
1 700
132
Sassnitz-Klaipeda
28 833
1 784
1 100
Dover-Dunkirk
Passenger ships:
Pearl Seaways
Crown of Scandinavia
King Seaways
Princess Seaways
Princess Maria (Queen of Scandinavia)
Year built
1989/01/05
1994/05
1987/93/06
1986/93/06
1981/00
GT
Lanemeter Passengers
Deployment
40 039
1 482
2 166
Copenhagen-Oslo
35 498
1 370
2 026
Copenhagen-Oslo
31 788
1 410
1 534
Amsterdam-Newcastle
31 356
1 410
1 364
Amsterdam-Newcastle
34 093
1 050
1 762
On charter
Page 17 of 29
DFDS A/S – 28.06.2012
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Sideport ships:
Year built
Lysvik Seaways 1998/04
Lysbris
1999/04
Lysblink
2000/03
(2)
Lystind
1990/00
(2)
Tistedal
1996
(4)
BT TEU
7 409
160
7 409
160
7 409
160
4 471
56
4 464
129
Deployment
Oslo Fjord-Continent/UK
Oslo Fjord-Continent/UK/Spain/UK
Oslo Fjord-Continent/UK/Spain/UK
Western Norway-Northern Ireland/Scotland
Western Norway-UK/Continent
Container ships:
Dana Hollandia
Endeavor (2)
Rheintal (2)
(2)
Year built BT TEU (4)
Deployment
2002
6 370
698 Ireland-Continent
2005
7 642
750 UK-Ireland-Spain
1996
3 824
390 Norway-Continent
Notes:
(1) Chartered tonnage (bareboat charter)
(2) Chartered tonnage (time charter)
(3) Ro-pax: Combined ro-ro and passenger ship
(4) TEU: 20 foot container unit
For more technical information regarding the vessels please see:
http://freight.dfdsseaways.com/ferry_fleet/
LOGISTICS DIVISION
The Logistics Division operates DFDS’ land transport and logistics activities divided into five
business areas: Nordic Transport, Continental Transport, European Transport, Intermodal, and
Nordic Contract.
The Nordic Transport business area generated 15 % of the total revenue of the Logistics Division in
2011. The main activity of Nordic Transport is forwarding, mainly full and part loads.
DFDS’ primary customer segments for the Nordic Transport business area are industrial production,
automotive, and consumer goods. The main competitors for this business area are NTEX, DSV,
Schenker, Blue Water, and various Lo-Lo operators.
The Continental Transport business area generated 31 % of the total revenue of the Logistics
Division in 2011. The main activity for this business area is forwarding, mainly full and part loads.
The primary customer segments for the Continental Transport business area are industrial
production, 3rd and 4th party logistics, high value sector goods, and temperature controlled goods.
Cobelfret, P&O Ferrymasters, and LKW Walter are some of the main competitors. However, DFDS
also faces competition from various Lo-Lo operators.
In order to ensure efficient operations and a competitive cost structure for the Nordic Transport
and Continental Transport business areas, DFDS has established a Trailer Pool which serves both
business areas. The Trailer Pool consists of approximately 2,350 trailers and 100 trailer units.
The main activity for the European Contract business area is contract logistics and in 2011 this
business area generated 20 % of the total revenue of the Logistics Division. The European Contract
business deploys approximately 750 trailers and 40 tractor units.
The customer segments of European Contract are mainly temperature controlled and ambient
cargo for retailers/manufacturers, and aquaculture. Main competitors are amongst others
McBurney Transport, Montgomery Transport, and STEF-TFE Tradimar.
The Intermodal business area generated 24 % of the total revenue of the Logistics Division in
2011. The main activities consist of rail transport services and container routes. The customer
segments for the Intermodal business area are retail, contract management, paper industry, and
industrial goods.
Page 18 of 29
DFDS A/S – 28.06.2012
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The Intermodal business area deploys 3 chartered container vessels, 3,750 containers, and 850
swap bodies. The main competitors for the Intermodal business area are BG Freight, Cobelfret
Containers, Eucon (Irish Continental Group), MacAndrews, Samskip, and Tschudi Lines.
The main activity of the Nordic Contract business area is paper shipping logistics. The Nordic
Contract business area generated 10 % of the Logistics Divisions total revenue in 2011.
The paper industry is the primary customer segment and Nordic Contract operates 5
sideport/container vessels on several routes. The competitors for the Nordic Contract business area
consist of various Lo-Lo operators and container operators.
Logistics Division
Share of
Logistics
Division’s
revenue,
2011
Nordic
Transport
Continental
Transport
European
Contract
Intermodal
Nordic Contract
15%
31%
20%
24%
10%
Container
routes:
Forwarding,
mainly full and
part loads:
Main
Activities
Equipmen
t
Sweden-UK
Denmark – UK
Norway- UK
Warehousing
UK
SwedenBaltic/Russia
Forwarding,
mainly full and
part loads:
Holland – UK
Germany-UK
Belgium - UK
Belgium –
Scandinavia
FranceScandinavia
Trailer Pool serving Nordic
Transport and Continental
Transport
2,350 trailers
100 tractor units
Warehous
es
Sales
offices
15,000 m²
Immingham
Gothenburg
2,750 m²
Vlaardingen
Immingham
Oslo
Gothenburg
Copenhagen
Immingham
Dublin
Hamina
Kristiansand
Hamburg
Vlaardingen
Gent
Brugge
Immingham
Contract
logistics:
UK/Ireland
domestic
UK - Continent
Northern
Ireland retail
distribution
Seafood
distribution
Warehousing
750 trailers
40 tractor
units
18,600 m²
Peterborough
Larkhall
Belfast
Aberdeen
Peterborough
Larkhall
Belfast
Limerick
Boulogne Sur
Mer
Norway – UK
Norway –
Continent
Ireland –
Continent
Ireland Spain
Rail transport
services:
Nordic - Italy
UK – Italy
Italy –
Germany,
Benelux
Warehousing
Italy
3 container
vessels
3,750
containers
850 swaps
8,000 m²
Milano
Rotterdam
Immingham
Belfast
Oslo
Moss
Brevik
Kristiansand
Fredericia
Copenhagen
Dublin
Immingham
Paper shipping
logistics:
Norway –
Ireland
Norway –
UK/Continent
Norway –
UK/Continent/S
pain
5 sideport/
container
vessels
26,000 m²
Moss
Immingham
Oslo
Moss
Kristiansand
Brevik
Immingham
Page 19 of 29
DFDS A/S – 28.06.2012
Registration Document
Rotterdam
Milano
Helsingborg
Rattingen
Waterford
Customer
segments
Primary
competito
rs
Industrial
production
Automotive
Consumer
goods
NTEX
DSV
Schenker
Blue Water
Lo-Lo
Operators
Industrial
production
3rd and 4th
party logistics
High value
sector
Temperature
controlled
Cobelfret
P&O
Ferrymasters
LKW Walter
Lo-Lo Operators
Temperature
controlled and
ambient cargo
for retailers /
manufacturers
Aquaculture
Retail
Contract
management
Paper
industry
Industrial
goods
Paper industry
McBurney
Transport
Montgomery
Transport
STEF-TFE
Tradimar
BG Freight
Cobelfret
Containers
Eucon (Irish
Continental
Group)
MacAndrews
Samskip
Tschudi
Lines
Lo-lo operators
Container
operators
Financial information for the business areas of the Logistics Division can be found in the 2011
annual report on page 31.
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DFDS A/S – 28.06.2012
Registration Document
8. Market outlook
The current economic situation in Europe, including developments in foreign exchange rates, the oil
price and interest rates, implies a higher degree of uncertainty than usual.
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DFDS A/S – 28.06.2012
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9. Administrative, management and supervisory bodies
BOARD OF DIRECTORS:
Bent Østergaard - Chairman of the Board
Born in 1944. Bent Østergaard joined the Board of Directors in 2009 and was re-elected in March
2012.
Positions:
Lauritzen Fonden, CEO.
Chairman of the Board at:
Cantion A/S, Fonden Kattegat Silo, Frederikshavn Maritime Erhvervspark A/S, J. Lauritzen A/S,
DFDS A/S, Kayxo A/S, NanoNord A/S,
Member of the Board of Directors at:
Comenxa A/S, Intelligent Building System Ltd (Durisol UK), With Fonden, Mama Mia Holding A/S,
Royal Arctic Line A/S,Meabco A/S, Meabco Holding A/S
Special competencies:
41 years of experience within the international shipping Industries.
Experience as board member in International companies and companies quoted on the
stock exchange.
Extensive experience within shipping and financing.
Vagn Sørensen - Director, Vice-chairman of the Board
Born in 1959. Vagn Sørensen joined the Board of Directors in 2006 and was re-elected in March
2012.
Managerial positions:
CEO GFKJUS 611 ApS,
VOS Invest ApS
Chairman:
British Midland Ltd., E-Force A/S, FLSmidth A/S, FLSmidth & co A/S, KMD A/S, KMD Equity Holding
A/S, KMD Holding A/S, Scandic Hotels AB, Select Service Partner Ltd., TDC A/S
Board member:
Air Canada Inc., Braganza A/S, CP Dyvig & Co A/S, Koncertvirksomhedens Fond, Det Rytmiske
Musikhus Fond, Lufthansa Cargo AG, Royal Carribbean Cruises Ltd
Special competencies:
International management experience, including as CEO of Austrian Airlines
Experience as board member in international companies and companies quoted on the
stock exchange
Airlines, including air freight
Claus Hemmingsen - Board member
Partner and CEO, board member
Born in 1962. Claus Hemmingsen was elected to the Board of Directors in March 2012.
Position:
CEO, Maersk Drilling, Partner in A.P. Moeller-Maersk A/S.
Claus Hemmingsen’s responsibilities in A.P. Moeller-Maersk A/S cover Maersk Tankers, Maersk
Supply Service, Maersk FPSO (Floating Production, Storage og Offloading units)
Chairman:
Denmark Hong Kong Trade Association
Deputy Chairman of the board:
Danish Shipowners’ Association
Board member:
Egyptian Drilling Company, International Association of Drilling Contractors (IADC), Danish Chinese
Business Forum, EU Hong Kong Business Co-operation Committee.
The Board of Directors is of the opinion that Claus Hemmingsen possesses the following special
competences: International management and expertise in shipping and liner service.
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Anders Moberg - Board member
Director, board member
Born in 1950. Anders Moberg joined the Board of Directors in 2002 and was re-elected in March
2012.
Chairman:
Biva A/S, Clas Ohlson AB, OBH Nordica
Board member:
Ahlstrom Corporation OY, Amor GmbH, BYGGmax AB, HEMA BV, Husqvarna AB, ITAB AB, Rezidor
AB, ZetaDisplay AB.
Special competencies:
International management experience
Experience as board member in international companies and companies quoted on the
stock exchange
Retail trade
Ingar Skaug - Board member
Managing director, board member
Born in 1946. Ingar Skaug joined the Board of Directors in 1998 and was re-elected in March 2012.
Chairman:
Center for Creative Leadership, Bery Maritime AS, Ragni Invest AS
Deputy Chairman of board:
J. Lauritzen A/S
Board member:
Miros AS, Berg-Hansen AS, BLG GmbH & Co. KG.
Special competencies:
International management experience
Experience as board member in international companies and companies quoted on the
stock exchange
Shipping and logistics
Airlines and service companies
Jill Lauritzen Melby - Board member
Accounts manager, board member
Born in 1958. Jill Lauritzen Melby joined the Board of Directors in 2001 and was re-elected in March
2012.
Chairman:
Biva A/S, Clas Ohlson AB, OBH Nordica
Board member:
Ahlstrom Corporation OY, Amor GmbH, BYGGmax AB, HEMA BV, Husqvarna AB, ITAB AB, Rezidor
AB, ZetaDisplay AB
Special competencies:
Financial control
Lene Skole - Board member
Group director, board member
Born in 1959. Lene Skole joined the Board of Directors in 2006 and was re-elected in March 2012.
Position:
Group Director, Coloplast A/S
Board member:
Coloplast Danmark A/S, Coloplast Ejendomme A/S, Tryg A/S
Special competencies:
International management experience
Financial control
Kent Vildbæk - Staff representative
Commercial Head, staff representative
Born in 1964.
Kent Vildbæk joined the Board of Directors in 2011.
Page 23 of 29
DFDS A/S – 28.06.2012
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Tony Tranekjer Smidt - Staff representative
Chief Officer, staff representative
Born in 1976.
Tony Tranekjer Smidt joined the Board of Directors in 2011.
Annette Bjerre Bjerregaard - Staff representative
Dispatcher, staff representative
Born in 1974.
Annette Bjerre Bjerregaard joined the Board of Directors in 2011.
Jens Otto Knudsen - Staff representative
Captain, staff representative
Born in 1958.
Jens Otto Knudsen joined the Board of Directors in 2011.
EXECUTIVE MANAGEMENT
Niels Smedegaard - President and CEO
Born in 1962. Niels Smedegaard has been President and CEO of DFDS A/S since 2007.
He holds an M.Sc. in Business Administration.
Previous positions:
Executive Vice President of Gate Gourmet Global Sales Solutions
President and CEO of e-gatematrix
Executive Vice President and CFO of Gate Gourmet Group
Vice President of Swissair Associated Companies
Finance Manager of SAS Service Partners
Torben Carlsen - CFO
Born in 1965. Torben Carlsen has been CFO of DFDS A/S since 2009.
He holds a M.Sc. in Finance.
Previous positions:
Partner, Odin Equity Partners
COO and CFO, e-gatematrix
Director & Partner, Polaris Private Equity
Vice president Corporate Finance, Gate Gourmet
Peder Gellert Pedersen - Executive Vice President Shipping Division
Born in 1958. Peder Gellert Pedersen is Executive Vice President of DFDS' shipping division which
covers all passenger, Ro-Ro and Ro-Pax activities and their associated terminals.
He is a licensed shipbroker and HD (O).
He joined DFDS in 1994 after 15 years with Fredericia Shipping A/S.
Eddie Green - Executive Vice President Logistics Division
Born in 1958. Eddie Green is Executive Vice President for DFDS's Logistics Division which includes
all land transport on roads and railways, and also includes container and side port activities.
He holds a degree in Economics.
Eddie Green joined DFDS in 2010 after DFDS's acquisition of Norfolkline having joined Norfolkline
as a Transport Manager in 1988. He later became UK Managing Director in Norfolkline (1992) and
in 2007 he became Managing Director of the newly formed Norfolkline Logistics Division.
Henrik Holck - Executive Vice President People & Ships
Born in 1961. Henrik Holck is DFDS' Executive Vice President People & Ships, which includes
responsibility for technical management of ships, crewing and all land HR, as well as environment
and sustainability.
He holds a Master of Psychology.
Henrik Holck joined DFDS in 2007 having previusly been a Management Consultant, HR
Director/Vice President at Oticon, Orange and Foss.
As a result of his executive functions for the Company’s principal shareholder, Lauritzen Fonden ,
Bent Østergaard cannot be considered independent as per the recommendations on corporate
governance. Due to the family relations to DFDS' majority shareholder, Lauritzen Fonden, Jill
Lauritzen Melby is not considered independent as per the recommendations on Corporate
Page 24 of 29
DFDS A/S – 28.06.2012
Registration Document
Governance. Ingar Skaug has been a Board member for more than 12 years and according to the
recommendations on corporate governance he is therefore not considered independent.
Other than the above mentioned, there are no conflicts of interests between any duties to the
issuing entity of the persons referred to above and their private interests or other duties.
All the members of the boards and management can be reached at the Company’s head office,
Sundkrogsgade 11, 2100 Copenhagen, Denmark.
Page 25 of 29
DFDS A/S – 28.06.2012
Registration Document
10. Major shareholders
The Company’s share capital amounts to DKK 1 485 608 100. The share capital consists of one
class of shares distributed on 14,856,081 shares, each with a nominal value of DKK 100. The DFDS
share, ISIN DK0010259027, is listed on NASDAQ OMX Copenhagen under the ticker DFDS.
The ownership structure of DFDS:
Share of Capital %
Lauritzen Fonden
1
1
A.P. Møller-Mærsk
Other institutional and financial investors
Other registered shareholders
Own shares
Non-registered shareholders
Total
1 All
36,3 %
31,3 %
17,8 %
6,2 %
2,4 %
6,0 %
100,0%
with residence in Copenhagen
Lauritzen Fonden is the single largest shareholder of the Issuer and therefore has indirect control
over the Company. Until 2010 Lauritzen Fonden owned more than 50% of all shares but in relation
to the acquisition of Norfolkline from A. P. Møller-Mærsk A/S the Issuer arranged for a share issue
by which the Lauritzen Fonden was diluted to its current ownership level. As part of the said
transaction Lauritzen Fonden and A.P. Møller-Mærsk A/S entered into a shareholders’ agreement
which by the European Commission was deemed to establish sole control for Lauritzen Fonden
when the transaction was considered for merger control purposes.
Page 26 of 29
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11. Financial information concerning the issuer's assets
and liabilities, financial position and profits and losses
The financial information has been prepared in accordance with International Financial Reporting
Standards as adopted by the EU and additional Danish disclosure requirements for annual reports
of listed companies.
The financial information is incorporated by reference to the DFDS Financial Reports as follows:
2011
DFDS A/S - Parent
Income statement
Balance sheet
Cash flow statement
Notes
Page 62
Page 64-65
Page 70
Page 72-122
DFDS A/S - Group
Income statement
Balance sheet
Cash flow statement
Notes
Accounting principles
Auditors report
Page 62
Page 64-65
Page 70
Page 72-122
Page 115-121
Page 123
Financial reports
2010
Q1 2012
Q1 2011
Page 42
Page 44-45
Page 49
Page 50-102
Page 42
Page 11
Page 9
Page 44-45 Page 13-14 Page 11-12
Page 49
Page 16
Page 14
Page 50-102 Page 17-18 Page 15-16
Page 96-101
Page 17
Page 15
Page 103
http://www.dfdsgroup.com/Investors/Reports/
The historical financial information for 2011 and 2010 has been audited. The historical financial
information for the interim reports has not been audited.
There are no governmental, legal or arbitration proceedings (including any such proceedings which
are pending or threatened of which the Issuer is aware), during a period covering at least the
previous 12 months which may have, or have had in the recent past, significant effects on the
Issuer and/or Group's financial position or profitability.
There is no significant change in the financial or trading position of the Group which has occurred
since the end of the last financial period for which either audited financial information or interim
financial information have been published.
There has been no material adverse change in the prospects of the Issuer since the date of its last
published audited financial statements.
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DFDS A/S – 28.06.2012
Registration Document
12. Documents on display
For the life of the registration document the following documents (or copies thereof), where
applicable, may be inspected:
(a) the memorandum and articles of association of the issuer;
(b) all reports, letters, and other documents, historical financial information, valuations and
statements prepared by any expert at the issuer's request any part of which is included or
referred to in the registration document;
(c) the historical financial information of the issuer or, in the case of a group, the historical
financial information of the issuer and its subsidiary undertakings for each of the two
financial years preceding the publication of the registration document.
The documents may be inspected at http://www.dfdsgroup.com/ or at the Issuer head office.
Page 28 of 29
DFDS A/S – 28.06.2012
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13. Cross reference list:
In section 1 in the Registration Document information regarding risk factors are incorporated by
reference to the Annual Report 2011 page 33-35, CR Report on page 38-55 and note 28.
In section 7 in the Registration Document information regarding subsidiaries are incorporated by
reference to the Annual Report 2011 – note 42.
In section 11 in the Registration Document the financial information is incorporated by reference to
the DFDS Financial Reports
as follows:
2011
DFDS A/S - Parent
Income statement
Balance sheet
Cash flow statement
Notes
Page 62
Page 64-65
Page 70
Page 72-122
DFDS A/S - Group
Income statement
Balance sheet
Cash flow statement
Notes
Accounting principles
Auditors report
Page 62
Page 64-65
Page 70
Page 72-122
Page 115-121
Page 123
Information
Information
Information
Information
concerning
concerning
concerning
concerning
Financial reports
2010
Q1 2012
Q1 2011
Page 42
Page 44-45
Page 49
Page 50-102
Page 42
Page 11
Page 9
Page 44-45 Page 13-14 Page 11-12
Page 49
Page 16
Page 14
Page 50-102 Page 17-18 Page 15-16
Page 96-101
Page 17
Page 15
Page 103
2011 is incorporated by reference from DFDS A/S – Annual Report 2011.
2010 is incorporated by reference from DFDS A/S – Annual Report 2010.
Q1 2012 is incorporated by reference from DFDS A/S – First Quarter 2012.
Q1 2010 is incorporated by reference from DFDS A/S - First Quarter 2011.
The financial reports are available at:
http://www.dfdsgroup.com/Investors/Reports/
Page 29 of 29