Hamburg and MSC Mediterranean Shipping Company agree on long-term strategic partnership

• Hamburg will retain a majority stake in the company (50.1%). MSC intends to acquire a 49.9% share.
• MSC guarantees increased throughput in Hamburg, starting in 2025 in several steps to at least 1,000,000 TEU per year from 2031 onwards.
• MSC will establish its German headquarters in Hamburg.

Hamburg and MSC today signed a binding preliminary agreement establishing a strategic partnership with regard to HHLA AG. The Free and Hanseatic City of Hamburg currently holds around 69% of the shares in the listed logistics company, which among other things operates container terminals in the Port of Hamburg.

MSC will make a tender offer for all shares currently freely traded and today published the announcement for a takeover offer at a price of 16.75 euros per share (a 57% premium over the 30-day volume-weighted average trading price).

HHLA is to be run as a joint venture in the future, with the city's shareholding at 50.1% and MSC's at up to 49.9%.

As part of the agreement, MSC will significantly expand its cargo handling at HHLA terminals in Hamburg from 2025. From 2031 onwards, a minimum volume of 1,000,000 TEU will be handled by MSC in Hamburg.

MSC will also relocate its German headquarters with several hundred employees to Hamburg. Hamburg and MSC have further agreed to draw up a long-term investment plan, which will be developed jointly with HHLA.

The aim of the partnership is to create a strong and, in particular, well-funded basis for the further development of HHLA and the entire Port of Hamburg in a way that is fit for the future. The Port of Hamburg will thus become an important hub in MSC's global shipping and intermodal network and expand its position as a leading north-west European trading hub.

In recent years, HHLA has developed into a European logistics company. In addition to the terminals in the Port of Hamburg, its activities also include container terminals in Odessa, Talinn and Trieste, as well as an extensive network of hinterland connections and rail transport routes operated by HHLA subsidiary METRANS. HHLA also has a dense infrastructure of excellently connected intermodal hubs in Central and Eastern Europe.

Dr. Peter Tschentscher, First Mayor of the Free and Port City of Hamburg: "The strategic partnership of the City of Hamburg with one of the world's leading shipping companies, MSC, is a milestone in the further development of our port. It picks up on a strong commitment by MSC to the Port of Hamburg, is in line with the strategic goals of the Senate in port policy and can give our entire maritime economy the boost it needs in difficult times."

Soren Toft, CEO of MSC Mediterranean Shipping Company: "The city of Hamburg and MSC have been closely linked for decades. With today's agreement, we are expanding this long-standing partnership and integrating Hamburg and the German market even more strongly than before into our global shipping network and the numerous existing intermodal connections throughout Europe. With this partnership, we are expanding MSC's reach and at the same time opening up further trade potential for Hamburg and Germany.As a family-run company, we have traditionally had close ties with our employees, customers and partners.We associate a long-term perspective with this partnership and see it as an exciting opportunity to expand our long ties with Hamburg and Germany."

Dr. Melanie Leonhard, Senator for Economics and Innovation: "The Port of Hamburg is one of the largest industrial locations in Europe, where goods are not only shipped and handled, but also processed.We are advancing port development in line with our long-term strategy - and to this end we are joining forces today with MSC as one of the world's leading container shipping companies.In this way, we are driving forward digitalization and the transformation of logistics in the Port of Hamburg, thereby securing value creation and jobs.I am convinced that the Mediterranean Shipping Company, with its expertise in maritime logistics, is an extremely reliable and trustworthy partner for the development we are striving for."

Dr. Andreas Dressel, Senator of Finance: "The majority stake in HHLA remains in the hands of the city. The company remains in the Hamburg Group family.Through joint management under the City and MSC, we are increasing the Senate's control options at HHLA.The future corporate structure will express the partnership-based management of the company between the City of Hamburg and MSC - the City will continue to have the right to propose candidates for the positions of Chairman of the Executive Board and Chairman of the Supervisory Board. The proven social partnership in the port with corresponding employee co-determination has also been bindingly agreed and remains secure.The result is a respectable one, especially in view of the municipal interests of the Group, and is in the best interests of all concerned!"

With the partnership agreed today, MSC acquires a strategic stake in HHLA's logistics network, continuing its investment in expanding its portfolio of logistics offerings. MSC had invested significantly in transport offerings across modes in recent years, including a rail link from Sines in Portugal to Trieste in Italy, and is making efforts to increasingly shift the transportation of cargo from road to rail.This will reduce land-based emissions and contribute to decarbonization goals.Through the collaboration, MSC is also further expanding its terminal portfolio.Through its subsidiary Terminal Investments Limited (TiL), MSC operates 70 terminals around the world, including Antwerp, Rotterdam, Singapore and Rotterdam.To further expand this commitment, MSC had recently invested in logistics provider Africa Global Logistics (AGL), which has a strong presence in the African market.MSC operates a fleet of 760 ships globally and is currently implementing extensive modernization projects in the field of fuel-efficient ship propulsion technology, including the development of the particularly efficient Celestino Maresco ship class with a capacity of more than 24,000 TEU, with more than 90 new ships to be built within the next three years.

The MSC shipping company operates a fleet of 760 ships globally and is currently implementing extensive modernization projects in the field of fuel-efficient ship propulsion technology with more than 90 new ships being built within the next three years, including the development of the particularly efficient Celestino Maresco ship class with a capacity of more than 24,000 TEU.

The partnership is for an indefinite period, with termination possible after 40 years at the earliest.Both partners agree that this partnership is and should remain open to all other existing and future partners of the Port of Hamburg, HHLA and its terminals.

In a next step, MSC will prepare the offer document for the takeover.This will be submitted for approval to the German Federal Financial Supervisory Authority (BaFin) within the next four weeks, with a regular processing time of ten working days.Immediately after approval, the offer document will be published (probably in the second half of October). During the subsequent four-week offer period, which is followed by a mandatory two-week period, investors can decide whether to accept the offer. The closing of the transactions is subject to regulatory approvals and the consent of the Parliament of the Free and Hanseatic City of Hamburg.