MaritiMe Values - Rickmers Group Values annual report 2012 our financial year 2012 Key performance...

MaritiMe Valuesa n n u a l r e p o r t 2 0 1 2

our financial year 2012

Key performance indicators for the Rickmers Group 1

in € million 20122011

(pro forma)2012 vs 2011

(pro forma) 2011

(as reported)

revenues 618.3 574.3 7.7% 517.9

eBitDa 244.4 203.0 20.4% 152.6

eBit 114.7 90.5 26.7% 70.5

eBt 25.1 14.6 71.9% 15.2

net income 22.5 13.8 63.0% 14.4

Balance sheet total 2,765.0 2,989.0 -7.5% 2,060.0

equity 719.5 753.1 -4.5% 313.9

equity ratio in % 26.0 25.2 3.2% 15.2

net debt 1,768.8 1,926.2 -8.2% 1,564.4

Cash flow from operating activities 111.3 160.0 -30.4% 134.8

number of employees2 3,494 3,409 2.5% 3,409

Maritime Assets



(pro forma)2011

(as reported)

revenues 355.6 309.4 14.9% 238.9

eBitDa 260.6 202.3 28.8% 151.8

eBit 139.7 91.8 52.2% 71.8

number of employees 39 110 -64.5% 110

Maritime Services



(pro forma)2011

(as reported)

revenues 152.5 115.2 32.4% 115.2

eBitDa 12.7 8.6 47.7% 8.6

eBit 5.0 8.4 -40.5% 8.4


Rickmers-Linie



(pro forma)2011

(as reported)

revenues 209.4 218.3 -4.1% 218.3

eBitDa -17.2 -3.9 > -100% -3.9

eBit -17.8 -4.4 > -100% -4.4

number of employees 178 176 1.1% 176

1 Differences in significant items listed in the income statement and the balance sheet are shown in the comparison between the pro forma financial statements 2011 and the audited consolidated financial statements 2011. these differences are primarily attributable to the consolidation of rickmers Maritime.

2 including employees at sea from external crewing agencies.Rickmers Holding GmbH & Cie. KG

neumuehlen 1922763 HamburgGermanytel.: +49 40 38 91 77 - 0Fax: +49 40 38 91 77 - 500e-mail: [email protected] Ri

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Mobile

Middlesbrough

Yangoon

Ningbo

Port SudanAltamira

Manzanillo

Panama

Buenaventura

SantaMarta

Vancouver

Long Beach

San Diego Savannah

NorfolkMorehead City

Poti

Mersin

Iskenderun

Jizan

Djibouti

Brownsville

Buenos Aires

Santos

Rio de JaneiroVitória

Masan

Mokpo

Bogotá

Budapest

Mexico City

Prague

ShenzhenChangsha

Chengdu

Chongqing

Laem Chabang

Haiphong Kaohsiung

Ho Chi Minh City

Chennai

Chittagong

Kuala Lumpur

Jakarta

Jebel Ali

Abu Dhabi

Bahrain

Dammam

Urumqui

Raslaffan

Port Said

Cape Town

Lisbon

Zurich

ViennaKoper

London

Bergen

Copenhagen

Oslo

Tallinn

Gothenburg

HelsinkiSt.Petersburg

MoscowGdansk KlaipedaRiga

Philadelphia

Montoir

Istanbul

Kolkata

Toronto

New YorkChicago

San Francisco

Manila

KarachiMuscat

Aqaba

Jeddah

Bilbao

Umm Qasr

Kuwait

Colombo

Porto Marghera

Izmir

Mäntyluoto

Vejle

Port Kelang

Mumbai

Genoa

Houston

Düsseldorf

Douglas

Constanta

Limassol

Antwerp

Hamburg

Bejing

Shanghai

Yokohama

Hong Kong

Singapore

Dalian

SeoulTianjin & Xingang

Qingdao

New Orleans

Tokyo

KobeNagoya

Büro und/oder Hauptanlaufhafen Agentur und/oder Hauptanlaufhafen Agentur und bei Bedarf zu bedienender Hafen Auswahl von bei Bedarf zu bedienenden Häfen Round-the-World Pearl String Service Europa nach Mittelost und Indien Möglicher Vorlauftransport für Mittelost/Indien Dienst ab USA Indien und Mittelost nach Europa „NCS“-Dienst zur Nordküste Südamerikas Westbound Round-The-World Service Mögliche Vor- und Nachlauftransporte

Office and/or base port Agency and/or base port Agency and inducement port Selection of inducement ports Round-the-World Pearl String Service

Europe to Middle East and India Possible pre-carriage for Middle East/IndiaService

India and Middle East to Europe “NCS”-Service to North Coast South America Westbound Round-The-World Service Possible pre- or on-carriage transportation

• office and/or base port

• agency and/or base port

• agency and inducement port

• selection of inducement ports

• • • round-the-World pearl string service

• • • europe to Middle east and india

• • • possible pre-carriage for Middle east/india service from the usa

• • • india and Middle east to europe

• • • ‘nCs’-service to north Coast south america

• • • Westbound round-the-World service

• • • possible pre- or on-carriage transportation

represented internationally by more than 20 offices and over 50 sales agencies.

Rickmers Group the business activities of the rickmers Group and its three business segments cover a broad range of services in the shipping supply chain.

Competences Adaptability based on a 179-year long traditiona core competence of the company with its 179-year long history is adaptability. the rickmers Group has always known how to adapt to new circumstances inherent in the various stages of market develop-ment, and has exploited oppor-tunities as they arise. reliability, quality and efficiency are strengths our clients can rely on, strengths backed by the competences and an entrepreneurial mind-set of our employees.

Markets 90 percent market share of goods traded globally - dynamic growth and efficiency gains With the growth in the global economy and vigorously expand-ing international trade, shipping has grown dynamically because 90 percent of globally traded goods are transported by sea. the advantages for clients in terms of efficiency are thus immense. Com-pared with air freight, seaborne container freight is much more cost-effective and environmentally friendly.

Ships 109 ships operating around the world the rickmers fleet comprises 109 ships, including 83 container ships from small feeders to 13,100 teu, 15 multi-purpose carriers that transport breakbulk, heavy lift and project cargoes, six conbulk-ers, two bulk carriers and three car carriers. We are the sole owners of 53 of these ships, which on aver-age are six years old.

Clients A loyal client base and new client groupsthe rickmers Group has an impressive international client base, with client relationships cultivated over many years. We are the preferred shipping partner for many well-known global players. Besides our loyal long-stand-ing client base, we have also tapped new client groups. Drawing on our specific expertise in the market, we support institutional investors and banks in their efforts to exploit the opportunities in shipping.

Network Excellent relationships along the shipping supply chainWe have established a strong network that spans many sections of the ship-ping industry and a broad geographic coverage to serve the needs of our customers.

PresenceOffices and agencies aroundthe globetoday, the rickmers Grouphas offices and agencies aroundthe globe, offering a broad rangeof services in the shipping supplychain.

Maritime Assets plans, finances, acquires, and manages our assets as well as ships held in trust which are chartered out to liner operators.

Maritime Services provides pro-fessional ship management for rickmers ships and other leading companies in the shipping indus-try. services include technical and operational management, crewing and management of newbuilds.

Rickmers-Linie offers liner ser-vices for breakbulk, heavy lift and project cargoes, operating a fleet of multi-purpose carriers with heavy lift cranes. it also manages rickmers’ investment in a heavy lift/breakbulk terminal in Hamburg.






(pro forma) 2011

(as reported)

revenues 618.3 574.3 7.7% 517.9

eBitDa 244.4 203.0 20.4% 152.6

eBit 114.7 90.5 26.7% 70.5

eBt 25.1 14.6 71.9% 15.2

net income 22.5 13.8 63.0% 14.4


equity 719.5 753.1 -4.5% 313.9

equity ratio in % 26.0 25.2 3.2% 15.2

net debt 1,768.8 1,926.2 -8.2% 1,564.4



Maritime Assets



(pro forma)2011

(as reported)

revenues 355.6 309.4 14.9% 238.9

eBitDa 260.6 202.3 28.8% 151.8

eBit 139.7 91.8 52.2% 71.8


Maritime Services



(pro forma)2011

(as reported)

revenues 152.5 115.2 32.4% 115.2

eBitDa 12.7 8.6 47.7% 8.6

eBit 5.0 8.4 -40.5% 8.4


Rickmers-Linie



(pro forma)2011

(as reported)

revenues 209.4 218.3 -4.1% 218.3

eBitDa -17.2 -3.9 > -100% -3.9

eBit -17.8 -4.4 > -100% -4.4





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Contents

2 Chairman‘s Message

4 CEO‘s and Deputy CEO‘s Message

8 Extended Board Committee

10 Rickmers Group

12 Maritime Assets

20 Maritime Services

28 Rickmers-Linie

36 Corporate Governance

40 Group Management Report

71 Consolidated Financial Statements

101 Further Information

The Rickmers Group is an established international provider of services for the shipping industry with its business segments Maritime Assets, Maritime Services and Rickmers-Linie. We have a reputation for reliability, quality and efficiency. Adaptability and an entrepreneurial mind-set have been a tradition at Rickmers throughout its 179-year history.

We operate a fleet of 109 ships, with over 3,000 seafarers and currently around 480 staff ashore. We have 104 Group companies and seven minority holdings. Rickmers is internationally repre-sented through more than 20 offices and over 50 sales agencies. This network and a strong global management team secure the success of the company which remains true to its core values: Leadership. Passion. Responsibility.

We remain on course, even through turbulent seas. This is largely down to our adaptability - a distinction that is closely associated with our family shipping tradition, celebrating 180 years in 2014. A demanding financial environment, high operating costs and low freight rates - all these present the greatest challenges facing our industry. Nonetheless we remain optimistic. In 2012 we showed that even under the most difficult of circumstances we can still compete with the best. Although results in absolute terms are not as satisfactory as those we have produced over the last decade, it is still a respectable achievement to have remained profit-able in 2012.

The crisis in the shipping markets is an opportunity for us. Our prepara-tions for the new environment started at an early stage - remaining true to our ability to adapt. This is why we are not currently under pressure of having a huge pipeline of ships ordered at peak asset prices; our fleet is fully financed and our business is broadly diversified. We have begun addressing the energy efficiency of our ships, laying the foundation for increased earnings and strengthening our competitive position.

A good crew also needs good officers and not least a good captain: the Executive Board and our Extended Board reflect a high level of expertise in shipping, professional competence, an orientation towards the capital markets and management know-how. Ronald D. Widdows succeeded Jan B. Steffens as CEO effective 1 April 2012, to head the Rickmers Group and the Rickmers-Linie GmbH & Cie KG. He has more than 40 years’ ex-perience in shipping. For 31 of these years he was at American President Lines and Neptune Orient Lines, most recently as President and CEO. We are proud to have gained the services of Ron Widdows, who is currently Chairman of the World Shipping Council and one of the most experienced and talented top managers in the whole industry. Dr. Ignace Van Meenen, CFO of the Rickmers Group is deputy to Ron Widdows and has played a sig-nificant role in navigating our company safely through the last two years of the shipping crisis.

An experienced Advisory Board expertly supports our management team. Claus-Günther Budelmann, Jost Hellmann and Flemming R. Jacobs are valuable counsellors and we are grateful for their commitment. I would personally like to thank Jan B. Steffens, who left the Advisory Board of the Rickmers Group effective 30 June 2012, for the many years of friendship and successful collaboration.

2 Rickmers GroupChairman‘s Message

Bertram R. C. RickmersChairman Rickmers Group

Bertram R. C. Rickmers is the Chairman and owner of Rickmers Holding. As of 31 December 2012, he held 100 percent of the company‘s shares.

The Rickmers family can look back on 179 years‘ tradition in shipping. Bertram R. C. Rickmers set up MCC Marine Consulting & Contracting in 1982, the nucleus of the present-day Rickmers Group. With the re-vitalisation of Rickmers Reederei in 1984, the repurchase of Rickmers-Linie from Hapag-Lloyd and its introduction into the Group in 2000, he completed the current shipping and ship management activities of the Group.

Mr Rickmers has a degree in economics from the University of Freiburg.

The additional quality gained through our system of corporate leadership and control is clearly visible at all levels within the company. With our focus on Corporate Governance we have created organisational structures that are aligned with the requirements of the capital market. Rickmers has also implemented a compliance process across our company and is look-ing to set standards in compliance for our sector of the industry. Complete transparency towards banks, business partners and towards current and future investors has become a matter of course for us.

I am proud that we have created the essential requirements needed to make our company better prepared for the future. The staff, our manage-ment team, the organisation and the strategy all assure me that a stron-ger company will rise from the current market phase. We have developed the potential to actively shape the market in a demanding environment and to exploit the opportunities offered: a talent that sets us apart from the competition and places us in the position of continuing Rickmers’ his-tory by starting another successful chapter.

I would be pleased if we could continue this success story together under the nearly 180-year-old Rickmers flag.

Yours sincerely,

Bertram R. C. Rickmers

» We have developed the potential to actively shape the market in a demanding environment.«

3Annual Report 2012 Chairman‘s Message

Ladies and Gentlemen,Dear Friends of the Rickmers Group,

As shipping enters its fifth year of tough market conditions, it has become clear that not only to survive but also to prosper in this challenging environ-ment, a shipping company’s ability to change, to bring new capabilities and products to its customers and to differentiate its services from its competi-tion is crucial to its future prospects. Companies in a position to adapt to the new demands will emerge considerably stronger from the shipping crisis. At Rickmers, the transformation that began in 2010 continues.

The year 2012 was overshadowed by the continuing crisis in shipping, which had a firm hold on many companies: in Germany, as many as 150 single-ship KGs (limited partnerships) alone have filed for bankruptcy, and more than half of the 850 single-ship KGs are threatened with insolvency. Most sectors in shipping continue to sustain losses due to depressed freight rates, high operating costs and soft demand growth. The global supply of ships has in-creased dramatically in recent years due to the large number of deliveries of orders placed in past boom years: in 2013, container ship deliveries will reach a historic high, whilst charter rates for container tonnage and freight rates for container shipping as well as heavy lift, breakbulk and project cargoes remain at levels that are unsustainable. An example of just how challenging the shipping environment has become is to look at the Baltic Dry Index: in May 2008, this bulk cargo indicator stood at a record figure of 11,700 – by 3 February 2012 it had reached a historic low of 647 points, plummeting 94.5 percent. By the end of the year the index did not look much better, standing at 699 points. And the fuel price, which in the meantime accounts for more than three-quarters of vessel operating costs, has risen to well above $600 per ton, an almost fivefold increase since 2002.

These conditions, combined with the continuing turmoil in global financial markets, have also brought orders of new ships to a virtual standstill for most of the last two years. Shipyards have massive under-employment of their building capacity, competition for the few orders that have been placed is intense and the price for newbuilds has now reached an all-time low, having now dropped by more than 40 percent since 2008. The shipyards, who for most of the last decade were in a “sellers” market and were focused on optimising their production efficiency, now find themselves in a “buyers”

Ronald D. WiddowsCEO Rickmers Group and CEO Rickmers-Linie

Ronald D. Widdows has been CEO Rickmers Group and Rickmers-Linie since 1 April 2012. He has more than 40 years‘ experi-ence in shipping, 31 of these years at American President Lines and Neptune Orient Lines, most recently as President and CEO of Neptune Orient Lines. Currently he is also Chairman of the World Shipping Council in Washington D.C. and member of the Advisory Board of the International Transport Forum in Paris.

CEO‘s and Deputy CEO‘s Message

4 Rickmers GroupCEO‘s and Deputy CEO‘s Message

market and, in addition to competing heavily on price, they are beginning to focus proactively on developing much more fuel efficient ship designs and to respond more favourably to owners’ design requirements than was the case not very long ago. This opens the door to the development of the next generation of container ships with dramatically lower fuel consumption and emissions than the existing global fleet. As a result of low freight rates and high operating costs, our customers – the container shipping companies in particular – are desperately seeking means to lower their costs, reducing the fuel consumption of their existing fleet as well as beginning to plan to bring new ships which are substantially more fuel efficient and have significantly lower capital costs in to their fleet. Ad-ditionally, while the focus today is driven by an economic imperative, the industry knows that in the not too distant future, CO2, SOx and NOx emissions will become a significant issue and it must begin to move to a much more environmentally and cost efficient fleet. Against this background we initi-ated an energy efficiency programme in 2012, working closely with ABB to install new technology that will greatly assist our customers in managing fuel consumption. We are also making modifications to some vessels’ engines to enable more efficient slower steaming and are increasing our training of the ship management personnel to enhance their awareness with regards to fuel consumption. All these actions will lead to lower fuel costs for our customers as well as our own fleet in the heavy lift/breakbulk sector.

The transformation of Rickmers Group also aims to position us to take advantage of the uniquely favourable circumstances of historically low new-build prices. As the turmoil in global financial markets continues, traditional sources of equity and financing for new ship construction have dried up. German banks and the KG system that has built roughly 40 percent of the global supply of container ships over the last two decades are largely no longer supporting investment in shipping. Thus, sources of equity and debt financing will be quite different in the years ahead, and it has been clear to us for some time that in order to access these new sources of financing, Rickmers has needed to transform itself: from a family-owned German shipowner with a long, rich tradition into a more professionally-managed international shipping company that is geographically closer to its customers and sources of financ-ing. We believe that being prepared to access the capital markets as well as tapping other non-traditional sources of ship asset investment will be key

Dr. Ignace Van MeenenDeputy CEO and CFO

Dr. Ignace Van Meenen joined the Rickmers Group as Chief Financial Officer in October 2011, and was additionally appointed as Deputy CEO effective 1 April 2012. He is also a member of the Supervisory Board of Rickmers Maritime in Singapore.

After studying law in Ghent and Osna-brück, Dr. jur. Van Meenen started his career at Deutsche Bank AG where he held various positions in the finance sector in Germany and the USA. Later, he held leading management positions as finance director and CFO at the mining and chemi-cal group RAG AG, the international media company RTL Group S.A. and the real estate group DIC.

5Annual Report 2012 CEO‘s and Deputy CEO‘s Message

success factors and capabilities that will differentiate us from our competi-tion. Transparent financials, rigorous financial controls, corporate governance, compliance, and a stronger balance sheet will enable us to be successful in the new environment of shipping in the years ahead. In 2012 we made sig-nificant progress along this path of transformation.

In this demanding environment, our revenue rose by 7.7 percent to € 618.3 million compared to 2011. With an EBITDA of € 244.4 million (2011 pro forma: € 203.0 million), net income increased by 63 percent to € 22.5 mil-lion. With an equity ratio of 26.0 percent (2011 pro forma: 25.2 percent), we also have a solid financial base. Seen against the backdrop of the ongoing crisis in shipping, this is a positive development, which we have worked hard to achieve. However we are not resting on our laurels with this result and are committed to improving our financial performance in the years ahead.

Looking forward, we see many new opportunities for the Rickmers Group based on our existing strengths. Rickmers-Linie has established itself as a leader in the heavy lift/breakbulk sector with its reliable Round-the-World Liner service. We believe that the growth potential for scheduled routes from Asia to South America and for broadening our service capabil-ity within Asia and the Middle East are very promising. To take advantage of these developments, Rickmers-Linie is currently expanding its sales capability in the Americas, Asia and the Middle East. Furthermore, the company is growing a more considerable tramping capacity in developing project cargo markets. In addition to organic growth, we will continue to look for opportunities to grow through M&A and/or joint ventures.

Our Asset Management business is also in the process of a transformation of its own. We started to modernize our fleet with more efficient tonnage. On behalf of an independent owner we have signed contracts for two multi-purpose carriers (MPC) newbuilds that will be delivered in 2015 from the Houdong shipyard in China and join the Rickmers-Linie fleet. We have also begun to move a number of older, smaller container ships out of our fleet, a process that will continue in 2013.

As with our Asset Management business, we will grow our heavy lift, break-bulk and project cargo business organically and look for M&A opportunities in the German shipping business in 2013. To support our business growth, particularly related to newbuild projects, at the end of 2012 we established

6 Rickmers GroupCEO‘s and Deputy CEO‘s Message

a Capital Markets capability in Asia, based in Singapore. This will allow us to be more agile in working with financial institutions, export credit agencies and investors in the region of the world where most shipbuilding takes place.

Maritime Services’ expertise in technical and operational fleet management is being strengthened, particularly in Asia where we have increased our pres-ence to better serve the growing Asian shipping sector, where many of our customers and future business growth will come from. We see competitive advantage in our fuel conservation initiatives that are beginning to take hold and be embraced by our customers. These represent further growth oppor-tunities. Further, Rickmers has achieved an important milestone in China, becoming the first international company to obtain a licence for recruiting seafarers in China and has established its own crewing agency in Shanghai. We plan to increase the number of ships under our management through newbuild projects, acquiring additional third-party ship managment as well as consolidation activities the Group may embark upon over time.

We enter 2013 knowing that market conditions will continue to be very chal-lenging and that we will not likely see any market recovery for most of the next two years. The steps we continue to take to transform our company, to build more capability and to serve our customers better during these tough times, will help us to weather the near term challenges and position us to take advantage of improved industry conditions when they come in the future.

Our thanks go to our long-standing customers and business partners and to our employees ashore and at sea, without whom our successes in the past would not have been possible.

We look forward to guiding the Rickmers Group with you to further success in the future.

With best regards,

Ronald D. Widdows Dr. Ignace Van Meenen

7Annual Report 2012 CEO‘s and Deputy CEO‘s Message

Prof. Dr. Mark-Ken Erdmann PhDDeputy CFO (from 1 July 2012)

Prof. Mark-Ken Erdmann PhD was ap-pointed full-time Deputy CFO of the Rickmers Group effective 1 July 2012. In this function he is responsible, among other things, for the corporate divi-sions Mergers & Acquisitions, Financial Controlling, Accounting & Reporting, Tax, Legal Affairs, Human Resources, Organisation and IT. He was previously CEO of Bertelsmann Business Consulting, CIO of the Corporate Center and Senior Vice President for corporate financial reporting at Bertelsmann SE & Co. KGaA, latterly reporting to the group CEO. After graduat-ing in economics, he began his career at Ernst & Young AG in the assurance and advisory business services division. Fol-lowing executive education sojourns at INSEAD and the Harvard Business School, he has been visiting lecturer for the MBA programme at the Leipzig Graduate School of Management (HHL) since 2007 and has been a member of the Supervisory Board of Just Software AG since 2010.

Frank BünteChief Treasury & Risk Officer, Head of Capital Markets

Frank Bünte has been part of the man-agement of the Rickmers Group since 2011 and is head of the Treasury & Risk department. As from 1 April 2012, he is responsible for the Capital Markets division, where the Rickmers Group con-centrates its expertise in securing funding for its business segments. Previously, he held various positions in the lending department of HSH Nordbank, where he was latterly responsible for the domestic shipping market. Frank Bünte completed his bank training with the HSH Nordbank AG’s predecessor institution, Hamburgische Landesbank, in 1985 and then worked in the company’s various credit divi-sions. Following graduation in savings bank business management in 1994, he was responsible for parts of the bank’s international loan business from 1995 to 1999. In that year he switched to the HSH Nordbank Group’s shipping division.

The Deputy CFO, the Chief Treasury & Risk Officer, the Global Heads of the three business segments and the Chief Operating Officer of Rickmers-Linie make up the Extended Board Committee of the Rickmers Group.

Extended Board Committee

8 Rickmers GroupExtended Board Committee

Björn SprotteGlobal Head Maritime Services (from 10 January 2013)

Björn Sprotte joined Rickmers in May 2000 as a nautical officer. Following his career at sea, he held various management positions in the technical and commercial departments at Rickmers Reederei and in Rickmers Shipmanagement. In 2012 he was appointed Managing Director of Rickmers Shipmanagement (Singapore). On 10 January 2013 Björn Sprotte was also named Global Head of the Maritime Services business segment and Managing Director of Rickmers Shipmanagement in Hamburg.

Holger StrackGlobal Head Maritime Assets

After an apprenticeship as an industrial clerk, Holger Strack joined Rickmers Reederei in 1997 and worked in various departments and positions in account-ing and treasury. He has been Managing Director of Rickmers Reederei since 2010 and has been in charge of the newly cre-ated business segment Maritime Assets since 2011.

Rüdiger GerhardtGlobal Head Rickmers-Linie

Rüdiger Gerhardt began his training with Rickmers-Linie in 1978. Subsequently, he held various positions within the company in the areas of finance, controlling and personnel. In 2011 he was appointed Global Head of Rickmers-Linie and became Managing Director of Rickmers-Linie GmbH & Cie. KG.

Ulrich UlrichsCOO Rickmers-Linie (from 10 July 2012)

Ulrich Ulrichs joined Rickmers-Linie in 2005 and took over responsibility as General Manager Line Management, becoming a Director in 2008. From 1 July 2011, Mr Ulrichs has been Deputy Managing Director of Rickmers-Linie. In July 2012 he was appointed Chief Operating Officer and Managing Director.

9Annual Report 2012 Extended Board Committee

Rickmers Group

12 Maritime Assets

20 Maritime Services

28 Rickmers-Linie

36 Corporate Governance

Maritime Assets plans, finances, acquires, and manages our assets as well as ships held in trust which are chartered out to liner operators.

Maritime Services provides pro-fessional ship management for Rickmers ships and other leading companies in the shipping industry. Services include technical and op-erational management, crewing and management of newbuilds.

Rickmers-Linie offers liner services for breakbulk, heavy lift and project cargoes, operating a fleet of multi-purpose carriers with heavy lift cranes. It also manages Rickmers’ investment in a heavy lift/breakbulk terminal in Hamburg.

Rickmers Group The business activities of the Rickmers Group and its three business segments cover a broad range of services in the shipping supply chain.

Maritime Assets

Ships are considerable assets. As such, the core mission of asset management is not only to secure but also to maximise the capital invested in this asset category, exploiting the potential for long-term appreciation. In our opinion, this can only succeed by taking a holistic approach to the overall life-cycle of a vessel regarding its value creation and then preparing a dedicated investment strategy that takes account of investor expectations.

The service portfolio of asset management embraces every aspect of shipping – from financing, selection of proper ship type and design to realisation, optimisa-tion and chartering through to the final sale or scrapping of the vessel.

It’s expertise that counts

The Maritime Assets business segment focuses on container ships and multi-purpose carriers (MPC). We pursue a holistic, long-term strategy – long term in the sense that a shipping investment once undertaken is so sustainable that it can be successfully divested at the market place at any given time. However, the increasing impact of the capital market is creating new interfaces and with it ever more tasks with ever greater requirements. Our clients have divergent demands and these need to be analysed individually so we can derive the right course of action. Maritime Assets is facing up to this change. Fundamentally, we target a long-term relationship with our clients and are constantly on the look-out for ways to increase the value of the portfolio. But we are also capable of acting as trouble-shooters in acute problem situations. Often, time or financial emergencies can call for short-term measures.

For our clients: the best charterers in the shipping industry

By the end of 2012, around 83 percent of possible charter days in 2013 were fixed for the company’s own fleet of 53 vessels, for 2014 it was already 77 percent and for 2015 55 percent of our own capacity had already been contracted. Over 90 percent of Maritime Assets revenue is generated through its own fleet. With our worldwide network of brokers, Maritime Assets, together with our subsidiary Harper Petersen, is extremely successful in chartering out vessels and has been able to outperform the market significantly in the last years in various ship classes. Rickmers has charters to many of the leading companies in shipping: Maersk, MOL, MSC, OOCL, Evergreen, HMM and CMA CGM, to name but a few. Of the 103 ships in Asset Management, eleven are chartered out to the Rickmers-Linie.

Professional commercial management for owners: from financing and chartering out to sales

The capital market in general, but especially private equity and institutional in-vestors, all play an important role for the Rickmers Group. Together with Maritime Services, Maritime Assets leverages its expertise not only to design and order, but also to supervise the building of and to operate fuel-efficient, marketable vessels for the

14 Rickmers GroupMaritime Assets

investor. This enables Maritime Assets to develop an attractive portfolio that allows a maximum of fungibility on the capital market. Against this background, Maritime Assets set itself up to meet the increased requirements regarding reporting and con-trol systems. We are able to compile integrated reports at short notice for each ship and to monitor working capital and ship operating costs more efficiently. The value-oriented portfolio management is the key to successful investment. Furthermore, we support our clients with individual solutions to keep struggling KG companies’ ships in operation. This is what sets Maritime Assets apart – the ability to provide and implement solutions promptly.

» We are focused on building up lasting customer relationships and maximizing the value of the portfolio.« Holger Strack Global Head Maritime Assets

15Annual Report 2012 Maritime Assets

The right partner - even in special situations: developing values

The high level of interplay between a liner shipping company, asset management and technical ship management make the Group an excellent partner for institutional investors. For example, Maritime Assets made two construction contracts for multi-purpose ships marketable for an independent owner and the financing bank. Both ships were originally commissioned by a company that has since become insolvent. In collaboration with the Maritime Services segment, the ship design was significantly re-engineered to improve its long-term energy efficiency. With cuts in operating costs significantly increasing the competitiveness of both ships, Rickmers-Linie - as specialist in the project cargo business - will be able to operate the ships efficiently from spring 2015.

The fleet in asset management: 103 ships

At the centre of our fleet in asset management are the 77 container ships from smaller 900 TEU vessels to vessels with a capacity of 13,100 TEU. Maritime Assets also manages a fleet of 15 MPC ships with crane capacities of up to 640 tonnes (com-bined). The fleet also includes bulk carriers, conbulkers and car carriers. Maritime Assets currently manages a total of 103 ships. The Rickmers Group owns 53 of these ships. The company-owned vessels are on average six years old and have been fully financed until at least 2015.

Internationally well-positioned

Maritime Assets is well positioned internationally. The IPO of Rickmers Maritime in Singapore extended the presence of the Rickmers Group in Asia in 2007 and thereby created a new access to the capital market. Rickmers Maritime currently owns and operates 16 container ships ranging in size between 3,450 TEU and 5,060 TEU, most of which are chartered out to leading liner shipping companies on long-term contracts. With our focus on the Asian container shipping market, the Rickmers Group exploits the advantages presented by Singapore as a maritime base. The Trust is listed on the Mainboard of the Singapore Exchange Securities Trading Limited and included in the FTSE ST Maritime Index. The shareholders include the Rickmers Group with around 33.1 percent as well as institutional and private investors. Furthermore, besides Rickmers Reederei, as the principal asset management company, the Maritime Assets business segment also includes Polaris, EVT Elbe Vermögens Treuhand, Expert Shipping Service (since 1 January 2013) and Harper Petersen.


» As a specialised service provider, we are a strong team of experts. It’s a great help to me not only to know the commercial side, but also the nautical perspective from my time at sea.« Capt. Ralf Trützschler Senior Staff Surveyor & Head of Marine Consulting ExpErt Shipping SErvicE MaritiME aSSEtS


Maritime Services

The Maritime Services business segment provides professional ship management for Rickmers’ ships and other leading companies in the shipping industry. Services include technical and operational management, crewing and the management of newbuilds. Our competitive advantage lies in the skills of our employees. We attach great impor-tance to comprehensive training: an indispensable factor in securing safe and efficient ship operations. To the benefit of our customers, we not only focus on providing a high operational availability of the fleet at competitive cost, but also place great emphasis on defining best practice for fuel saving operations.

Strengthening the competitiveness of our clients

The Maritime Services segment combines client and industry-specific solutions to deliver safe and efficient technical and operational ship management. We also pay special attention to the selection, training and composition of crews. In addition, we have considerable expertise in planning ship newbuilds, retrofitting existing ships and carrying out regular dockings and maintenance. Our team of specialists use an integrated planning system to keep operational outages to a minimum. Our clients also benefit from our Group-wide cost-effective procurement of consumables, spare parts and services.

With fuel costs now accounting for over three-quarters of ship operating expenses, bunkers consumption is a vital factor in determining a ship’s profitability. We have initiated innovative projects to optimise energy efficiency and in January 2013 be-came the first German company to be accredited by GL Systems Certification in line with ISO 50001 (Energy Management System) for our offices in Hamburg and Sin-gapore and for the first ten ships. To achieve our goals, we have developed state-of-the-art technical systems in collaboration with renowned industrial partners. Professional services related to maritime insurance brokerage and worldwide claims management round off our portfolio.

Entrepreneurial thinking: ship-centric management

The long-term cost-efficiency of ship operations depends on a well-trained crew and professional on-board management that can guarantee high technical quality and high safety standards. Our concept of “ship-centric management” to optimise the operations of the Rickmers fleet is based on this conviction. According to this organ-isational principle a ship is regarded as a production unit within an organisation.

22 Rickmers GroupMaritime Services

The captain, officers and superintendent form the ship management team. This allows for a lean, efficient organisation and ensures that our high technical and safety stan-dards are adhered to on the ships. We run intensive interactive courses, which set international standards in terms of modern and responsible ship management, to

» We set standards: we are the first maritime company in Germany with a certified man-agement system for energy efficiency on board and the first international company with a crewing licence for China.« Björn Sprotte Global Head Maritime Services

23Annual Report 2012 Maritime Services

prepare our captains and officers for their management tasks. We train our on-board management in line with recognised techniques and methods tailored to meet the special requirements of operating at sea. Building on this, we have also developed special courses dealing with energy management.


Worldwide crewing expertise

The recruiting and composition of on-board crews - the crewing - is another key element of our service. In order to further improve the future availability of highly qualified crews and officers for the Rickmers Group in the Far East, we have reor-ganised our crewing activities in a number of countries, including Cyprus and China. Rickmers is the first foreign company to receive a licence for recruiting seafarers on international ships in China and has set up a crewing agency in Shanghai, Rickmers Shipping (Shanghai).

Maritime Services sets standards, targeting growth in Europe and Asia

Our offices at strategically important centres in Hamburg, Singapore and Limassol coordinate our worldwide activities. As a global maritime service provider, our aim is to achieve sustained profitable growth and contribute to the economic success of our clients by means of safe, efficient operations and continual improvements to our internal processes. By certifying our services in accordance with international stan-dards and regulations, we create a reliable basis for collaboration with our clients that is founded on trust.


» Apart from the technical improvements, there are a large number of variable factors in the energy efficiency of a ship that the team can influence. At Rickmers we regularly compare notes on best practice.« Captain Doru Dragomir Master Mv ricKMErS antWErp MaritiME SErvicES


Rickmers-Linie

Reliability, punctuality, safety and the highest levels of competence are what Rickmers-Linie is known for. With our Round-the-World Pearl String Service, we have established a liner service of unrivalled reliability in the heavy lift/breakbulk and project cargo sector and have built up a renowned, high-quality brand with excel-lent client relationships globally.

Prize-winning Maritime Logistics

Rickmers-Linie is a leading global specialist for the ocean transportation of break-bulk, heavy lift and project cargoes. Cargoes transported include transformers, gen-erators, pressure vessels, construction machinery, wind turbines, plant components for the chemical and petrochemical industries, breweries, cement plants, and even locomotives, sailing and motor yachts. In 2012, Rickmers-Linie was awarded ‘Best Shipping Line - Project Cargo’ at the Asian Freight & Supply Chain Awards, the ‘All India Maritime Logistics Award (MALA)’ and the ‘Gujarat Star Award’ for the premium quality of its services. Strengthened by these successes, Rickmers-Linie is looking to expand its sales network and add additional liner services for the high-growth project cargo trade flows of the world.

Liner services for breakbulk, heavy lift and project cargoes

For more than ten years, the Round-the-World Pearl String Service has been provid-ing fast transit times and a reliable schedule: in this liner service our multi-purpose carriers follow a fixed itinerary serving 16 ports around the globe on an eastbound route with two departures every month. The ports include Hamburg, Antwerp, Genoa, Singapore, Shanghai, Masan, Yokohama and Houston. Further ports of call along the main route may be added if there is sufficient demand. For clients of Rickmers-Linie, the Pearl String concept in practice also makes just-in-time deliver-ies possible, even in project cargo and heavy lift operations. Rickmers-Linie’s Round-the-world network of routes is complemented by liner services from Europe to the Middle East and India (and back), and the America-Asia service across the Pacific. Here, ships depart every three weeks. In 2013, Rickmers’ liner services will be further expanded to leverage our brand in the developing markets of Asia and Latin America.

Modern fleet for liner services

The Round-the-World Pearl String Service is operated with nine ships of the same type with a net tonnage of 30,000 dwt. Each ship has four cranes, the two largest of which (each 320 tonnes capacity) can be combined to lift up to 640 tonnes of cargo on board. Flexible tweendecks mean that the height of the cargo holds can be adapted to meet customer requirements. Dehumidification systems ensure improved air quality for moisture-sensitive cargoes.

30 Rickmers GroupRickmers-Linie

In its Middle East and India service, and across the Pacific from America to Asia, Rickmers-Linie operates long-term chartered tonnage. At present, Rickmers-Linie is extending its fleet to include two new multi-purpose ships which not only come equipped with high-performance cranes with a lifting capacity of twice 450 tonnes, at the same time they are considerably more energy efficient. It is anticipated that these new ships will be delivered in the spring of 2015.

» In 2013 Rickmers-Linie will be further expanding its liner services in the fastest growing regions of the world.« Rüdiger Gerhardt Global Head Rickmers-Linie

31Annual Report 2012 Rickmers-Linie

In-house cargo management system

The core business of Rickmers-Linie focuses on the ocean transportation of break-bulk, heavy lift and project cargoes from port to port. The portfolio also includes the door-to-door transportation from the factory to point of use. Here, Rickmers-Linie cooperates with reliable haulage partners in the respective country.

With the aid of the RICOSYS cargo management software developed by Rickmers in collaboration with its software partners, Rickmers-Linie advises its clients on how best to position and secure cargo.

Sea transportation of aircraft sections and even space equipment

As part of a long-term contract, since 2012 Rickmers-Linie has been transporting aircraft sections for the Airbus A350 from the USA to France. Another prime example from the past few years of the excellent competence and reputation of Rickmers- Linie in transporting sensitive loads is the transportation of the Kibo research module of the Japanese space agency Jaxa. Rickmers-Linie transported this module from Yo-kohama to Port Canaveral for onward transport by space shuttle to the International Space Station (ISS).


Worldwide sales network: growth in key markets

Rickmers-Linie operates 16 branch offices worldwide including Hamburg, Antwerp, Houston, Shanghai, Tokyo and Seoul. In addition, this network is supported by 50 agencies that enhance Rickmers-Linie’s global presence. Rickmers-Linie will be further expanding its capabilities in attractive growth markets. It has already strengthened its sales organisation in China with new partner offices in Chongqing, Changsha, Shenzhen and Chengdu. These join Rickmers branch offices in; Beijing, Shanghai, Dalian, Hong Kong, Tianjin, Xingang, Qingdao. Rickmers also maintains a sales agency in Urumqi (Xinjiang). Rickmers-Linie’s commitment to China has a long tradition: the company opened the first ‘representative office’ in Tianjin in Septem-ber 1985.

To drive our expansion in Asia, Rickmers-Linie opened its own branch office in Sin-gapore at the beginning of 2013. Furthermore, Rickmers-Linie is also expanding its sales network in the Americas. Since December 2011, Rickmers has been offering sea transportation of project cargoes under the US flag and cooperates with Maersk Line, Limited a company headquartered in the USA, under the name ‘Maersk-Rickmers U.S. Flag Project Carrier’.

Responsibility for employees, the environment and safety

Rickmers-Linie takes its responsibilities in respect of its employees and the environ-ment very seriously. Together with Maritime Services, we work continually to reduce emissions from our ships. Slow steaming, special energy efficiency training and in-vestment in energy-saving technologies have resulted in lowering fuel consumption and emissions. As these measures also reduce ship operating costs, they also help to improve profitability. In order to ensure the best-possible protection for the ship and its cargo, Rickmers-Linie meets strict safety regulations. To not only strengthen but also to extend our leading market position for the future, the selection of the best people, together with their professional qualifications and on-going development and training, is one of the most important corporate policies. Also contributing to our client’s satisfaction, which has top priority, are an open, honest and cooperative approach on the part of Rickmers-Linie management and an orientation towards delivering high quality. It is therefore a matter of course for us that Rickmers-Linie is certified by Germanischer Lloyd in line with ISO 9001:2008, ISO 14001:2004 and OHSAS 18001:2007. In November 2012, Rickmers-Linie was successfully recertified for a period of three years.


» As supercargo, I coordinate the loading and discharge of our vessels on the spot. And that’s exciting, because at Rickmers we hardly ever transport one cargo that’s the same as the one before. We have to adjust to new requirements every day.« Valeriy Rokotyanskyy Supercargo ricKMErS-LiniE


Corporate Governance

The Executive Board and the Advisory Board of Rickmers Holding are committed to securing the Company’s viability and to achieving a sustainable increase in enter-prise value through responsible long-term corporate governance and by endorsing the aims of the German Corporate Governance Code. Although Rickmers Holding is not listed, the framework of corporate governance at Rickmers widely follows the recommendations of the Code in the version dated 15 May 2012 primarily address-ing publicly listed companies.

Management

Rickmers Holding has a dual management system that distinguishes between the Executive Board as the managing body and the Advisory Board as the advising body.

The Executive Board of Rickmers Holding is responsible for the management of the company. Its responsibilities include determining company goals, defining the stra-tegic direction of the Group, managing the Group, corporate planning and Group financing. The Executive Board regularly reports to the Advisory Board in a timely and comprehensive manner on all issues relevant to the company, including business developments, the implementation of strategy, planning, cash flows and financial performance, and risk management. It ensures compliance with statutory provisions and internal Group regulations. The Chief Executive Officer coordinates cooperation with the Advisory Board and regularly consults with the Chairman of the Advisory Board.

The Advisory Board advises the Executive Board on strategic issues and important business transactions. The Executive Board and the Advisory Board have a close and mutually trusting working relationship to meet the requirement of quick, but dili-gent decision-making processes. Fundamental issues of corporate strategy and their implementation are openly discussed and deliberated at joint meetings.

36 Rickmers GroupCorporate Governance

Shareholders

After Bertram R. C. Rickmers acquired 4 percent of the limited partners’ shares in Rickmers Holding GbmH & Cie. KG from Jan B. Steffens on 1 July 2012, he is now the sole shareholder in the company. As the shareholder of Rickmers Holding he appoints the Executive Board and members of the Advisory Board.

Compliance

Rickmers Group and its business segments are active in many countries and various regulatory environments and are therefore subject to different cultural and national standards and legal provisions. It is therefore important that all employees at every level of the company understand the Group’s commitment to compliance and share the same values of integrity. Quintessential elements of the corporate culture at Rickmers are compliance with the law, incorruptibility and fair competition. Compli-ance with laws and internal regulations designed to avoid exposure to legal risks and their consequences has for this reason always enjoyed the highest priority at Rickmers and is now supported by a systematic process of training conducted by internal and external experts in the field.

Transparency

The core element of model corporate governance is the transparent presentation of developments and decisions within the enterprise. Constant and open dialogue with all stakeholders secures trust in the enterprise and its value creation.

In order to gain the trust of potential investors and maintain the esteem of the shareholder, Rickmers has embarked on a policy that ensures a high degree of trans-parency in financial communication. Shareholders, the Advisory Board, banks, inves-tors and business partners are actively provided with broad information to assess the company’s performance and financial strength.

Comprehensive information about Rickmers can also be found on our website at www.rickmers.com. The website contains current information about the business segments, direction and important business-related changes within the company.

37Annual Report 2012 Corporate Governance

Executive Board

Executive Bodies

Bertram R. C. Rickmers Chairman

Jan B. SteffensCEO (until 31 March 2012)

Ronald D. WiddowsCEO (from 1 April 2012) • Overall strategic, operational and com-

mercial responsibility of the Group• Corporate Communications

Dr. Ignace Van MeenenDeputy CEO und CFO• Accounting & Controlling• Corporate Finance• Human Resources• IT• Legal Affairs• M&A• Tax• Treasury & Risk

38 Rickmers GroupCorporate Governance

Advisory Board Bertram R. C. Rickmers ChairmanBertram R. C. Rickmers is the Chairman of the Advisory Board at, and sole shareholder in, Rickmers Holding. He set up MCC Marine Consulting & Contracting in 1982 and Rickmers Reederei in 1984 as the foundation for the current ship owing and ship management activities of the Group. In 2000 he purchased Rickmers-Linie back from Hapag-Lloyd.

Claus-Günther Budelmann Deputy ChairmanAfter his banking training and holding diverse positions at Bankhaus Joh. Berenberg, Gossler & Co. KG, Hamburg, Claus-Günther Budelmann was made General Manager of the bank in 1981. From 1988 to 2009 he was a general partner in the bank. Claus-Günther Budelmann is a member of various advisory boards.

Jost HellmannJost Hellmann is a law graduate. From 1982 he was responsible for setting up the international branches of the Hellmann Group. Since 1989 he has been Managing Partner of the Osnabrück-based group of companies Hellmann Worldwide Logistics GmbH & Co. KG. Jost Hellmann is a member of several advisory boards.

Flemming R. JacobsFrom 1960 to 1999 Flemming R. Jacobs worked for A.P. Moller-Maersk in various countries and posts, most recently from 1997 to 1999 as partner and CEO of Maersk Tankers. From 1999 to 2003 he was Group President and Chief Executive Officer and Director of the container shipping company Neptune Orient Lines, Ltd. and CEO of American President Lines (APL). He is currently a member of the supervisory and advisory boards of many companies.

Jan B. Steffens (from 1 April 2012 to 30 June 2012)Jan B. Steffens joined the Rickmers Group in 2002 as Managing Director of Rickmers-Linie. In 2005 he became CEO of Rickmers Holding and a partner in 2006. He left the Executive Board with effect 31 March 2012 and the Advisory Board effective 30 June 2012.

39Annual Report 2012 Corporate Governance

Group Management Report

42 The Rickmers Group

46 Economic Environment

50 Business Performance

53 Financial Performance

54 Cash Flows and Financial Position

57 Employees

60 Risk and Opportunity Report

67 Events after Reporting Date

68 Forecast

1 The Rickmers Group

1.1 Business operations

Business operations in the Rickmers Group are divided

into three segments: Maritime Assets, Maritime Services

and Rickmers-Linie (formerly: Logistics Services) and cover

a broad range of services in the shipping supply chain.

Maritime Assets plans, finances, acquires, and manages

our assets as well as ships held in trust which are chartered

out to liner operators.

Maritime Services provides professional ship management

for Rickmers ships and other leading companies in the

shipping industry. Services include technical and opera-

tional management, crewing and management of new-

builds.

Rickmers-Linie offers liner services for breakbulk, heavy

lift and project cargoes, operating a fleet of multi-purpose

freighters with heavy lift cranes. It also manages Rickmers’

investment in a heavy lift/breakbulk terminal in Hamburg.

As Group parent company, Rickmers Holding provides its

business segments with interdisciplinary services and

serves as a management holding company for the Group.

Amongst other things, this means acquiring, holding and

selling investments in other shipping companies and re-

lated maritime businesses. Moreover, Rickmers Holding

manages financing for the business segments.

1.2 Strategy and aims

The Rickmers Group has continued to develop its strategy

in the light of the on-going shipping crisis and the chal-

lenging situation on the capital market. Following up on

a detailed analysis of the shipping market, forecasts and

prevailing circumstances, Rickmers management has iden-

tified potential areas in which the company can achieve

profitable, sustainable growth.

Our strategy is based on the following assumptions:

1. Around 90 percent of goods traded globally are trans-

ported by sea. Consequently, clients stand to benefit from

reliability, safety, quality and low costs. Compared with

other transport modes, shipping’s significant advantages

based on economies of scale not only make it far much

more cost-efficient, it is also more environmentally friend-

ly, with much lower greenhouse gas emissions measured

per tonne. These benefits will also secure future growth in

shipping parallel to the development in world trade.

2. Ongoing tension in the shipping markets will continue

to add pressure in the industry to consolidate.

3. To meet the challenges of a demanding competitive en-

vironment and exploit the opportunities it presents, busi-

ness success hinges on a company’s standing on the capital

market and its particular shipping expertise - from asset

management and technical ship management through to

its liner shipping business.

4. In the future, the most significant impetus arising from

growth in international trade and the ensuing trade flows

will continue to come from Asia and South America.

Group Management Report

42 Rickmers GroupGroup Management Report

5. Capital investment in heavy industry and the construc-

tion of plant for power generation, the oil, gas and chemi-

cal industries, infrastructure and mining will grow world-

wide.

6. In the medium to long term, energy efficiency and re-

source-light shipping operations will grow in importance.

A fleet of low-cost vessels will be successful, even in a

market that remains plagued by over-capacity.

7. Besides the issues of energy and ecological efficiency,

qualities such as punctuality, cost efficiency and safe

transport will play an ever-greater role in future capital

goods logistics.

8. The recruiting and training of staff will become more

crucial determinants of competitiveness in the shipping

industry.

Rickmers has derived its strategy from just this scenario, a

strategy that aims to lead the company towards sustain-

able and profitable growth:

1. Meeting capital market requirements and tapping ad-

ditional sources of funds

In order to exploit market opportunities and to be able

to actively shape the anticipated consolidation, sound

corporate financing and access to the capital markets are

indispensable. The Rickmers Group is a soundly-financed

family-owned company whose financial structures and

reporting systems are aligned to meet the demands of

the international capital market. At the same time, the

ownership structure with its 179-year family tradition in

the shipping industry and experienced management team

guarantee sustainable management.

2. Reinforcing organic growth in the business segments

The Group’s three business segments, Maritime Assets,

Maritime Services and Rickmers-Linie cover a broad range

of services in the shipping supply chain and complement

each other supremely. Opportunities for growth are to be

had in all three business segments - either organically or

through active consolidation of the market. The aim of the

Rickmers Group is to set standards in its markets and to

offer clients premium services at very good performance

ratios. The fact that we cover a broad range of services in

the shipping supply chain enables us to have an excellent

understanding of our clients.

3. Expanding business in Asia and South America

The growth potential for trans-Pacific liner services, for

routes to South America and within Asia is highly promising,

which is why Rickmers-Linie is currently working intensely

to build up sales and new liner services in these areas.

The Maritime Services business segment has begun ac-

quiring new clients in Asia thanks to its skills in tech-

nical and operational fleet management. Maritime

Services is increasingly aiming to offer its services to

third-party companies and to gain additional cli-

ents, especially in Europe and Asia. On top of this, the

business segment is expanding its ability to recruit

new crew: Rickmers is the first international company

to hold a licence to crew seafarers from the People’s

Republic of China.

4. Creating added value as a service provider

Rickmers is an ideal partner for institutional investors

looking to exploit opportunities in the shipping market

and to control risks. In conjunction with the Maritime

Services business segment, Maritime Assets can coordinate

shipyard selection, newbuild design and supervision, and

the chartering out of ships to top-quality clients on be-

half of investors. It can also provide financial controlling,

reporting and accounting services and compile exit sce-

narios. Rickmers sees considerable potential in this service

business. Rickmers also offers to manage ships on behalf

of financing partners whose owners are no longer able

to cover on-going financing costs. As service providers to

these financers, Rickmers can significantly improve the

profitability of the ships by investing in measures such as

energy efficiency that have a relatively short payback peri-

od and by optimising operational processes. Rickmers also

offers solutions for special situations: in conjunction with

43Annual Report 2012 Group Management Report

Maritime Services, for example, Maritime Assets made two

construction contracts for multi-purpose carriers commer-

cially viable for an independent owner and the financing

bank. Both ships were originally commissioned by a com-

pany that has since become insolvent. The Rickmers Group

can significantly grow its services business and generate

high cash flows, all without having to tie up capital.

5. Exploiting energy-efficiency management to competi-

tive advantage

Through successful energy-efficiency management and

overall low ship operating costs, high capacity utilisation

at premium rates can still be achieved in a market char-

acterised by over-capacity. With fuel costs now accounting

for more than three-quarters of a ship’s operating costs,

charter clients much prefer fuel-saving vessels. This is

why we have initiated a comprehensive energy-efficiency

programme for our existing fleet. In terms of energy ef-

ficiency management, Rickmers is a global leader in the

shipping industry. Rickmers is the first German company

in the maritime industry to be certified in line with the

ISO 50001 energy management system standard.

6. Exploiting the low cost of newbuilds

The price of vessel newbuilds has today reached a historic

low, falling 40 percent since 2008. Moreover, vessels we

commission today will consume around 30 percent less

fuel than ships being delivered now. There are exciting op-

portunities in size classes over 5,000 TEU, especially in the

intra-Asian market and the trans-Pacific business which

make investing in newbuilds an attractive proposition even

in 2013 and beyond. However, other critical factors include

an intensive examination of terms offered by shipyards,

the energy efficiency of the vessels, the financial environ-

ment and the anticipated developments in the relevant

markets when decisions are made.

7. Managing ships analogous to a company production unit

The profit-oriented, commercially successful management

of ships is founded on the one hand on professional asset

management and, on the other, on entrepreneurial opera-

tional management. Rickmers achieves premium technical

quality, high safety standards and optimal vessel operating

costs through the concept of ‘ship-centric management’,

a system that handles a ship in a manner analogous to

a production unit within a company. Our ‘life cycle ap-

proach’ integrates best practices in all areas and ensures

cost-favourable, reliable operating procedures with pre-

dictable costs across the ship’s life cycle. This requires both

a well-trained crew and on-board management with an

entrepreneurial mind-set. For Rickmers, this business

management of a vessel is elementary to its corporate

strategy.

8. Investing in people

The Rickmers Group has recognised that employee train-

ing and development is crucial to the company’s achieve-

ment of its goals. This is why it has created a systematic

approach to personnel development and, in the Rickmers

Academy, created a central facility for learning and con-

tinuing education for our employees on shore. In interac-

tive courses our captains and officers are prepared for their

management tasks. For on-board teams, Rickmers provides

special courses focusing amongst other things on energy

management and on the provision of safe and appeal-

ing working and living conditions on board. Also, Rickmers

crewing programme has not only been developed for on-

board crews, but also as a key function for the professional

and targeted recruitment of employees within the holding

company.

1.3 Organisation and management structure

As well as Rickmers Holding GmbH & Cie. KG, the Rickmers

Group comprises 103 Group companies and seven consoli-

dated companies in which we have a non-controlling in-

terest. Rickmers Holding and its affiliated companies are

represented by over 20 branches in eleven countries (Ger-

many, Belgium, Isle of Man, Cyprus, Romania, Philippines,

China, Korea, Japan, Singapore, USA) and more than 50 sales

agencies.

Rickmers Holding is managed by a three-person Executive

Board - the Chairman, the CEO and the Deputy CEO & CFO.

Responsibility for the three business segments Maritime

Assets, Maritime Services and Rickmers-Linie lies with the

Global Heads of the respective business segments. As well

as Rickmers Holding, the main companies in the three seg-

ments are Rickmers Reederei (Maritime Assets), Rickmers

Shipmanagement (Maritime Services) and Rickmers-Linie

(Rickmers-Linie). The Deputy CFO, the Chief Treasury & Risk

Officer, the Global Heads of the three business segments


and the Chief Operating Officer of Rickmers-Linie make up

the Extended Board Committee of the Rickmers Group. In

this function, the Executive Board supports and advises the

Group in its work.

The Executive Board is also advised by an Advisory Board.

Effective controls and monitoring through competent

corporate governance

Rickmers Group corporate governance was further devel-

oped in 2012 and widely follows the “Deutsche Corporate

Governance Kodex” (German Corporate Governance Code).

As such, the company takes account of its special nature as

a family-owned enterprise and its legal form as a GmbH &

Cie. KG. In 2012, the Executive Board agreed a new ‘Chart

of Authority’ that defines decision-making authorities in

terms of financial amounts.

The Rickmers-Linie segment of the Rickmers Group, which

has a relatively larger client base, established a Code of

Conduct that is to be extended across the whole Group in

2013. Compliance programmes delivered worldwide raised

Rickmers-Linie employees’ awareness of critical issues. The

compliance seminars are to be continued across the whole

Rickmers Group.

Furthermore, Rickmers extended its legal department na-

tionally and internationally in 2012 and developed an IT-

Organisation of the Rickmers Group

Advisory Board


Ronald D. Widdows1

CEO

Corporate Communi-cations

Prof Dr Mark-Ken ErdmannDeputy CFO

Maritime AssetsHolger Strack, Global Head Maritime Assets

Rickmers ReedereiHamburg, Germany(100 %)

Rickmers ShipmanagementHamburg, Germany (100 %)

Rickmers-LinieHamburg, Germany (100 %)

PolarisDouglas, Isle of Man (100 %)

Global ManagementLimassol, Cyprus (100 %)

Rickmers-Linie (Singapore) Singapore, Singapore (100 %)

Rickmers Trust ManagementSingapore, Singapore (100 %)

Global Marine InsuranceBrokerage ServicesLimassol, Cyprus (50 %)

Rickmers (Korea)Seoul, South Korea (100 %)

Rickmers MaritimeSingapore, Singapore (33,1 %)3

Rickmers Shipping (Shanghai) Shanghai, China (80 %)

Rickmers Marine AgencyConstanta, Romania (100 %)

MCC Marine Consulting & Contracting Hamburg, Germany (100 %)

Maersk-Rickmers U.S. Flag Project CarrierDelaware, USA (50 %)

Harper PetersenHamburg, Germany (50 %)

Rickmers Shipmanagement(Singapore)Singapore, Singapore (100 %)

Rickmers-Linie (America)Houston, USA (100 %)

EVT Elbe Vermögens Treuhand Hamburg, Germany (80 %)

Rickmers CrewingHamburg, Germany (100 %)

Rickmers-Linie BelgiumAntwerpen, Belgium (100 %)

Single-vessel companies ESSE Expert Shipping ServiceHamburg, Germany (100 %)5

Rickmers (Japan)Tokyo, Japan (100 %)

Rickmers Terminal Holding Hamburg, Germany (100 %)

Maritime ServicesBjörn Sprotte4 , Global Head Maritime Services

Rickmers-LinieRüdiger Gerhardt, Global Head Rickmers-Linie

Frank BünteCRO und Head of Capital Markets

Dr Ignace Van MeenenDeputy CEO und CFO

ChairmanBertram R. C. Rickmers

Board of Executive Directors

Corporate Center

Business segments and significant participations

M&A TaxControlling & Accounting Legal Affairs Human Resources Organisation Treasury & Risk Capital MarketsIT

The Deputy CFO, the Chief Treasury & Risk Officer, the Global Heads of the three business segments and the COO2 of Rickmers-Linie make up the Extended Board of the Rickmers Group.

Claus-Günther Budelmann Jost Hellmann Flemming R. Jacobs

1 From 1 April 2012 (Jan B. Steffens until 31 March 2012) 2 From 10 July 2012.3 In financial year 2012, the group of consolidated companies within Rickmers Holding was essentially extended to include Rickmers Maritime, Singapore. Despite the minority holding, Rickmers Holding has secured the long term majority of the voting rights and accordingly de facto control since the AGM on 23 April 2012.

4 From 10 January 2013 (previously, Jens Lassen). 5 Until 31 December 2012, thereafter assigned to Maritime Assets.


based system for contract management which it rolled out

across the Group. To strengthen transparency and control

systems, the legal department accompanies all legal issues

that relate to core operational activities, corporate govern-

ance and compliance, and draws on the assistance of local

legal counsel in international matters. A dedicated staff

department combines data protection and Group security

tasks. Therefore, Rickmers has appointed a chief security

officer and a data protection officer.

Key personnel changes

Ronald D. Widdows took over the position of CEO Rickmers

Group and Rickmers-Linie effective 1 April 2012. Dr. Ignace

Van Meenen, CFO of the Rickmers Group is his deputy. Ron

D. Widdows has more than 40 years’ experience in shipping,

31 of these years at American President Lines and Neptune

Orient Lines, most recently as Group President and CEO.

With effect from 31 March 2012, Jan B. Steffens resigned

as CEO of Rickmers Group and Rickmers-Linie, moving on

to the Advisory Board of the Rickmers Group. At his own

request he left the Advisory Board of the Rickmers Group

with effect from 30 June 2012.

The position Head of Capital Markets was created effec-

tive from 1 April 2012. Frank Bünte, who has headed the

Treasury & Risk department since 2011, now also holds this

new position. He is a member of the Extended Board Com-

mittee.

Effective 1 July 2012, the position of Deputy CFO of Rickmers

Group in Hamburg was created. In this function, Prof. Mark-

Ken Erdmann (PhD) is responsible, among other things, for

the corporate divisions Mergers & Acquisitions, Financial

Controlling, Accounting & Reporting, Tax, Legal Affairs, Hu-

man Resources, Organisation and IT. He was previously CEO

of Bertelsmann Business Consulting, CIO of the Corporate

Center and Senior Vice President for corporate financial re-

porting at Bertelsmann SE & Co. KGaA, latterly reporting to

the group CEO. After graduating in economics, he began his

career at Ernst & Young AG in the assurance and advisory

business services division. Following executive education

sojourns at INSEAD and the Harvard Business School, he has

been visiting lecturer for the MBA programme at the Leipzig

Graduate School of Management (HHL) since 2007 and has

been a member of the Supervisory Board of Just Software

AG since 2010.

Ulrich Ulrichs was appointed Managing Director and Chief

Operating Officer (COO) of Rickmers-Linie on 10 July 2012.

With effect from 1 September 2012, Robert Sappio was ap-

pointed President and CEO for Rickmers-Linie (America)

and is responsible for all business activities of the Rickmers

Group in North, Central and South America.

2 Economic Environment

2.1 Overall economic situation

Speed of growth in the global economy falls to 3.2 percent

Following growth of 3.9 percent and 5.1 percent for 2011

and 2010 respectively, an IMF report published in Janu-

ary 2013 revealed a slower growth rate of 3.2 percent for

the global economy in 2012. The overall economic situa-

tion in 2012 was largely weighed down by the recession in

the eurozone (-0.4 percent), resulting from the sovereign

debt crisis and active consolidation activities to limit debt.

Overall, the industrialised nations only managed to post

growth of 1.2 percent thanks to economic growth in the

USA (2.3 percent). By the end of the year, the threat of au-

tomatic spending cuts and tax increases triggered by over-

shooting a debt ceiling of USD 16.4 trillion had a negative

impact in the USA. The automatic mechanisms of the fiscal

cliff could only be avoided by a last-minute compromise.

Emerging economies also post muted growth momentum

In contrast, the emerging economies of eastern Europe,

Asia, Latin America and Africa continued to pick up, grow-

ing 5.1 percent and providing a substantial contribution

to global economic growth. The most dynamic countries

were China (7.8 percent) and India (4.5 percent). In 2011

however, the emerging economies had risen by 6.3 percent

overall. Growth fell markedly in Asia, with growth in China

down by 1.5 percentage points and in India by as much as

3.4 percent down year on year.


Source: IMF and Clarkson (January 2013); *forecast.

Global economy Global trade Container traffic

Overall economic situation, changes over previous year in percent

0-3-6-9-12

3691215

2011 2012 2014*2013*2007 2008 20102006 200920052004

2.2 International trade

According to the IMF, international trade grew by 2.8 per-

cent in 2012, following on from 5.9 percent the previous

year. Growth in the global economy was two-pronged: ex-

ports in developed countries rose by 2.1 percent compared

to 2011, whereas exports in emerging economies grew by

3.6 percent year on year. Imports to emerging economies

rose significantly (6.1 percent) while industrial countries

posted a 1.2 percent increase in imports over the year.

2.3 Development in the industry

Container ships trade volume up 3.7 percent in 2012

According to Clarkson Research, the global trade volume

carried by container ships grew 3.7 percent in 2012 (2011:

7.2 percent). However, these figures mask the varying de-

velopment of different shipping routes: while volumes for

the main shipping routes (Far East-Europe, trans-Pacific,

trans-Atlantic) were down 0.6 percent, secondary routes

posted an increase of 5.6 percent. This was primarily a

result of flourishing north-south and secondary east-west

routes, as well as the increasing volume of trade within

Asia. For trade volumes between the Far East and Eu-

rope, Clarkson is forecasting a downturn of 4.5 percent as

a result of slack consumer demand in Europe. European

imports from North America by container ship shrank by

6.4 percent, while trade from the Far East to North America

grew by 3.1 percent and westbound trans-Atlantic traffic

achieved growth of 5.5 percent.

Container route Far East-Europe: declining capacity

over the year

Utilisation on container ships on the Far East-Europe route

fell at the beginning of the fourth quarter to between

70 and 75 percent (utilisation Q1-Q3 2012: averaged out at

approx. 85 percent). Following a price war at the end of

2011, shipping companies did their best to keep freight

rates above break-even during 2012. In the light of this,

rates from Shanghai to northern Europe (Shanghai Con-

tainerized Freight Index) rose by mid-year to a high of over

USD 1,900. However, primarily due to capacity, rates plum-

meted from 29 June (USD 1,888) to 7 December (USD 999)

by 47 percent. Liner shipping companies therefore sought

to protect their income through a variety of measures

including extra-slow steaming, scrapping surplus capacity

and the short-term laying up of ships.


Growth in capacity partially compensated by scrapping

and slow steaming

According to the industry information platform Alphaliner,

the 6.0 percent growth in the container fleet in 2012 (2011:

7.9 percent) exceeded the 3.7 percent growth in container

trade. This imbalance led to a surge in scrappings and a

new wave of delays and cancellations of deliveries. Overall,

container ship deliveries with a total capacity of 135,000 TEU

were postponed from 2012 to 2013. Clarkson Research re-

ported that the number of container ships scrapped in

2012, at 332,400 TEU, was up fourfold on the previous

year. In 2011 scrappings were at an extremely low level of

76,900 TEU. The capacity absorbed by slow steaming rose

from the beginning of 2012 to August by 30 percent and

at 930,000 TEU, reached 5.7 percent of the full container

fleet. Based on Alphaliner’s finding, 288 container ships

were laid up, equivalent to 820,000 TEU (December 2011:

546,000 TEU). This increase was primarily due to suspend-

ing several Far East-Europe services in the off-peak winter

season. At that time, 33 units of over 5,000 TEU were simply

lying at anchor without employment. Non-operating own-

ers had to bear the main burden of these idle ships. In Sep-

tember 2012, their share of laid-up ships reached a high of

86 percent.< 3,000 TEU 3,000-5,099 TEU ≥ 5,100 TEU

Deliveries of container ships in thousand TEU,

as at January 2013

Source: Alphaliner (January 2013); *forecast.

2010 2011 2012 2013* 2014* 2015*0

2,000

500

1,000

1,500

2009

+9.2 % +8.0 % +6.0 % +8.9 % +6.1 % +1.8 %

2011 20122010 2013* 2015*2014*0

15

20

5

10

+5.7 %

Container fleet growth

in TEU million in percent

Source: Alphaliner (January 2013); *forecast.

Growth rates in global container traffic in percent

Sources: Clarkson (February 2013), CTS – Container Trade Statistics (February 2013) and IADA - Intra-Asian Discussion Agreement (February 2013).

North America

Latin America

Africa

Europe

Middle East/IndiaFar East

Intra-Asia

Australasia-2.0

-0.6

-0.5

+9.2

+2.9 -4.2

+0.8

+ 4.7


Stagnating charter market for container ships

According to ship brokers Howe Robinson, the charter mar-

ket for container ships entered its twelfth month of stag-

nation in December 2012. By the end of 2012, charter rate

levels were nearly the same as in January. In 2012, average

nominal charter rates were 55 percent down on the long-

term average for the past 20 years. For charter ship owners,

2012 was the second-worst year in the past two decades.

Given this situation, many ship classes struggled just to

cover their daily operating costs; interest and repayment

costs could often not be covered.

Prices of newbuilds reach low point

Prices of newbuilds reached levels not seen for the last ten

years. Shipyard contracts were not sufficient to cover the

capacities of the coming years. At just 21 percent, the order

book relative to the overall fleet was at an all-time low.

According to Alphaliner, this amounted to 487 vessels with

capacity equal to 3.43 million TEU as of 1 January 2013. In

the fourth quarter, shipyard capacity was largely idle with

a mere 30 percent being utilised. The order book covered

just 18 months. The price of newbuilds may well be bot-

toming out: as premium rates can be achieved for new en-

vironmentally friendly designs, new orders may be attrac-

tive - a trend that is beginning to emerge most clearly in

the Post-Panamax segment between 5,000 and 10,000 TEU.

Container ship sales: average size 1,400 TEU

According to a study conducted by Howe Robinson, sales

pressure is set to continue in the smaller size classes. In the

third quarter of 2012, the average size of container ships

sold was 1,400 TEU; the average age was 15 years. Most of

the vessels were sold at a small premium on top of the scrap

price. German feeder tonnage continued to represent the

bulk of vessels sold because local KG (limited partnership)

companies had to deal with negative market prospects and

liquidity constraints in respect of future yard costs. Greek

and South-East Asian buyers were the most active purchas-

ers of German tonnage.

Market for breakbulk, heavy lift and project cargoes

grows

The breakbulk, heavy lift and project cargoes market,

which is relevant to the Rickmers-Linie business segment,

is viewed as a sub-segment of the dry cargo market.

Breakbulk includes steel and other metal products, forestry

products and construction materials. It also includes bulk

cargoes such as grain, sugar and fertiliser. Project cargo

includes voluminous and heavy goods. It often comprises

equipment or capital goods for electricity producers, the oil

industry, chemical and gas industries, infrastructure pro-

jects and mining. The Procurement Executive Group (PEG)

has a positive outlook for project shipping in 2012. The level

of global investment, a key indicator for the Rickmers-Linie

segment, rose according to estimates by 19 percent and,

at USD 2,420 billion, was significantly above the figure of

USD 2,040 billion for 2011. Drewry has estimated volumes at

around 300 million freight tonnes for 2012 (2011: 250 million

freight tonnes).

2

11

5

27

45

6

Order book structure for container fleet in percent,

as at January 2013

Source: Alphaliner (January 2013).

10,000-18,000 TEU

Categories in the order book

7,500-9,999 TEU

5,100-7,499 TEU

4,000-5,099 TEU

3,000-3,999 TEU

2,000-2,999 TEU


3 Business Performance

3.1 Statement from the management

The 2012 financial year was characterised by uncertainties

on the shipping markets for the Rickmers Group. Persis-

tently weak charter rates in the container segment and

freight rates for breakbulk, heavy lift and project cargoes

continued to put pressure on Maritime Assets and Rickmers-

Linie results.

Nevertheless, we managed to close 2012 with a slight in-

crease in revenues to € 618.3 million (2011: € 574.3 million).

Earnings before income and taxes amounted to € 114.7 mil-

lion (2011: € 90.5 million).

3.2 Significant events in 2012

Between 31 December 2011 and 31 December 2012, the group

of consolidated companies within Rickmers Group was

expanded to include the publicly-listed shipping trust

Rickmers Maritime, Singapore. At the Rickmers Maritime AGM

held 23 April 2012, the Rickmers Group again attained more

than 70 percent share of the voting rights. Consequently,

despite its minority holding of 33.1 percent, Rickmers Hold-

ing holds the majority of voting rights and accordingly the

de facto control of Rickmers Maritime since this date. Against

this backdrop, equity interim consolidation was carried out

for the Rickmers Maritime subgroup in 2012, from a company

accounted for at equity to full consolidation.

In the light of the significant changes to the scope of

consolidation, it is not possible to compare the audited

consolidated financial statements 2011 with the 2012 fi-

nancial statements. The detailed notes relating to the

financial position, financial performance and cash flows

in the management report apply to the pro forma financial

statements of Rickmers Group. For this pro forma Group

it is assumed that the interim consolidation for Rickmers

Maritime had already taken place the year previously.

Maritime Assets

On behalf of the appropriate KG-fund, Maritime Assets con-

ducted the sale of 13 fund vessels in the 2012 financial year.

The programme of newbuilds for the Rickmers Group was

completed in the reporting period. Orders for the last four

ships were placed at the Wuhu shipyard in China. After two

building contracts were cancelled due to delays in 2011, the

last two ships were also cancelled in 2012.

Maritime Services

Maritime Services worked rigorously on developing its own

energy expertise. The segment also began integrating the

EMMATM energy management system from ABB in 2012. Ini-

tially, the new system was installed on five identical ships

deployed by Rickmers-Linie, but there are also plans to

install the system on ships chartered to third parties.

In order to further improve the future availability of highly

qualified crews and officers for the Rickmers Group in the

Far East, in the reporting period Maritime Services reor-

ganised its crewing activities on schedule in a range of

countries, including Cyprus and China.

Rickmers is the first international company to hold a li-

cence to recruit crew in China and has set up its own crewing

agency in Shanghai.

Rickmers-Linie

In the reporting period, Rickmers-Linie expanded its net-

work of routes and now calls at ports in Turkey and, since

the discontinuation of sanctions, at Yangon in Myanmar,

when required. In addition, Rickmers-Linie anticipated

the shift in Chinese industrial production from the coast-

al region to western China at an early stage and opened

partner offices in the industrial conurbations of Chengdu,

Changsha, Chongqing and in Shenzhen in the South.


In the first six months of 2012, the effects of a series of

events led to deteriorations in the schedule reliability of

Rickmers-Linie’s Round-the-World Pearl String service. The

decreased reliability on this normally extremely punctual

service had a negative impact on its utilisation and profit,

particularly in Q1. In the course of Q2 however, schedule

reliability was restored, leading to a significant improve-

ment in both utilisation and profit.

At the beginning of the year, the US flag joint venture with

Maersk Line, Limited ‘Maersk-Rickmers U. S. Flag Project

Carrier’ brought a second ship under US flag.

In August, the company Navitrans was nominated as agent

in Turkey. Vessels, particularly from the segment’s Far East/

India service, are increasingly calling at Europe’s most

south-easterly corner.

The segment’s integrated management system was suc-

cessfully re-certified in line with ISO 9001, ISO 14001 and

OHSAS 18001 (in their latest versions) in November.

Rickmers-Linie’s presence in South East Asia was strength-

ened towards the turn of the year 2012/13 with the opening

of the offices of the newly-founded Rickmers-Linie (Sin-

gapore) Pte. Ltd. Preparations for the opening were con-

cluded in the second half year 2012.

Rickmers-Linie was able to regain client trust thanks to the

premium quality of its services. At the Asian Freight & Sup-

ply Chain Awards (AFSCA) in June 2012, Rickmers-Linie was

awarded ‘Best Shipping Line – Project Cargo’. At the ‘All

India Maritime and Logistics Awards’ (MALA) in September

2012 that took place in Mumbai, Rickmers-Linie won the

award ‘Shipping Line of the Year – Break Bulk Operator’.

And at the ‘Gujarat Star Awards’ in Ahmedabad, India, the

company received the award ‘Shipping Line of the Year –

Heavy Lift & Project Cargo Operator’ in October.

3.3 Changes to the group of consolidated companies

3.3.1 Notes on the important changes between the

pro forma statements 2011 and the audited

consolidated financial statements 2011 in the

light of changes to the group of consolidated

companies

Important items of the income statement and the balance

sheet vary between the pro forma financial statements 2011

and the audited consolidated financial statements. These

primarily concern items in the interim consolidation of

Rickmers Maritime.

1. Revenues of € 574.3 million in the pro forma consolidated

financial statements increased by € 56.4 million over the

audited sales of € 517.9 million from 2011. This was mainly

attributable to revenues from ship operations (charter in-

come) accrued by Rickmers Maritime.

2. Income from associated companies fell by € 6.2 million to

€ 3.8 million in the 2011 pro forma financial statements.

3. Moreover, having increased the fleet by 16 ships, depre-

ciation of fixed assets rose in the pro forma financial state-

ments by € 29.8 million and amounts to € 105.6 million

(as reported: € 75.8 million).

4. The net income of the pro forma Group 2011 amounted to

€ 13.8 million as against audited income of € 14.4 million.

5. Total assets of the pro forma Group of € 2,989.0 mil-

lion is € 929.0 million higher than the audited total assets

of € 2,060.0 million. The increase is mainly attributable

to the value of Rickmers Maritime fleet of € 959.3 million

taken into account in the pro forma financial statements. A

counteracting effect was the consolidation of the convert-

ible bonds in Rickmers Maritime. This reduced the balance

sheet item loans to companies in which the company has

a participating interest by € 37.8 million. Furthermore, the

balance sheet item investments in associated companies

was reduced by the value of shares in Rickmers Maritime


3.3.2 Other changes to the group of consolidated

companies

Besides Rickmers Maritime, the following companies were

added to the group of consolidated companies of the Rick-

mers Group in the financial year 2012.

1. As part of the expansion of Rickmers-Linie in the USA,

the fully consolidated RLA Cargo Services Inc., Delaware,

USA and Maersk-Rickmers U.S. Flag Project Carrier LLC.,

Delaware, USA, accounted for at equity, were included in

the consolidated financial statements for the first time.

2. Rickmers Shipping (Shanghai) Co. Ltd., Shanghai, Peo-

ple’s Republic of China was included in the group of con-

solidated companies for the first time in 2012 as part of

the international expansion of business in the Maritime

Services business segment.

3. In the light of the realignment of business segments in

the Rickmers Group, Rickmers Shipmanagement GmbH &

Cie. KG, Hamburg, Germany was founded and consolidated

for the first time in 2012 to pool the German activities of

the Maritime Services business segment.

4. Reederei ANTARCTICO Berulan GmbH & Co. KG, Hamburg,

Germany was fully consolidated in the reporting period fol-

lowing the acquisition of the remaining shares in a KG-fund.

The following significant companies were deconsolidated

in the reporting year.

APROJECTS NV, Zwijndrecht, Belgium and DP World Antwerp

NV, Zwijndrecht, Belgium accounted for at equity to date

were sold as a consequence of the Rickmers Group’s stra-

tegic focus on its core business and were therefore decon-

solidated.

(€ 38.2 million) as a result of the full consolidation. In

current assets raw materials, consumables and supplies

rose by € 2.4 million from € 12.9 million in the audited re-

port compared to the pro forma value. Finally, cash and

cash equivalents rose from an audited € 51.5 million to

€ 94.2 million in the pro forma financial statements.

6. On the equity and liabilities side, the full consolidation

mainly impacted retained earnings, which rose from an

audited € 13.8 million to a pro forma € 119.2 million, and

minority interests, which rose by € 319.4 million.

7. In the light of borrowings raised to finance the Rickmers

Maritime fleet, loans to banks increased by € 478.5 million

from an audited € 1,541.8 million (pro forma: € 2,020.3 mil-

lion). Repayment of borrowings listed in financing activi-

ties in the cash flow statement amounted to € 475.8 mil-

lion and rose in the pro forma financial statements to

€ 493.7 million, partially as a result of increased borrowings.

The pro forma consolidated financial statements of Rickmers

Holding for 2011 allow for a better comparison with the

consolidated financial statements for 2012 and give a true

and fair view of changes to the financial position, financial

performance and cash flows.

Therefore, the section below applies solely to the pro forma

consolidated financial statements.


4 Financial Performance

4.1 Performance data

Rickmers Group revenue in 2012 was strongly marked by

ship operations and its logistics business. The newbuilds

delivered in 2011 and deployed first time across the whole

of the current reporting period made a particularly posi-

tive impact.

The fleet of ships managed by Maritime Assets was reduced

to 103 in 2012 through the sale of 13 fund ships.

By the financial year-end date, Maritime Services managed

106 ships including third-party vessels, down by 16 vessels

year-on-year. The average availability of ships in 2012 was

98 percent, or 358 days, a slight improvement compared to

the previous year (96 percent).

Transportation of breakbulk, heavy lift and project cargoes

amounted to 2.2 million freight tonnes in 2012. For this, Rick-

mers-Linie had 20 long-term charter vessels and chartered

up to ten additional ships.

4.2 Revenues

Revenue is almost entirely based on the management and

operation of our own fleet and on ships that we manage

on behalf of third parties, and from services of Rickmers-

Linie. Therefore, as in the previous year revenue achieved

in the 2012 financial year is based on steady operations.

None of the Group’s own ships were sold in 2012.

In 2012, the Rickmers Group grew its revenue by 7.7 percent

to € 618.3 million (2011: € 574.3 million). This growth was

mainly achieved in the Maritime Assets business segment

which posted an increase in earnings of 18.3 percent to

€329.3 million. The surge in revenue is primarily attribut-

able to five new container ships in the 13,100 TEU class and

five multi-purpose carriers that operated for the full year

for the first time in 2012. Moreover, the bareboat business

was reclassified in segment reporting from Rickmers-Linie

to the Maritime Assets segment (€ 17.7 million). Maritime

Services gained from several newship management and

crewing contracts, and from currency effects. With an in-

crease in revenue of 9.9 percent to € 79.7 million, the seg-

ment also contributed to the positive overall performance.

In contrast, Rickmers-Linie revenue fell by 4.1 percent to

€ 209.3 million. However, adjusted to take account of the

special effect relating to the reclassification of the bareboat

business in the Maritime Assets segment, revenue grew by

€ 8.9 million.

Currency effects, higher freight rates and additional voy-

ages had a positive effect on Rickmers-Linie revenue.

Revenue generated by third parties by segment 2012

in € million

Rickmers-Linie

Maritime Services

Maritime Assets

Revenue generated by third parties by segment 2011

(pro forma) in € million

Other Revenue

Maritime Services

Maritime Assets

Rickmers-Linie

Other Revenue (0.0)

329.3(53.3 %)

79.7(12.9 %)

209.3(33.8 %)

278.2 (48.5 %)

72.6(12.6 %)

218.2(38.0 %)

5.3(0.9 %)


While German subsidiaries posted a slight downward trend

compared to 2011 (-3.1 percent), revenues from European

(+29.2 percent) and non-European (+5.1 percent) subsidi-

aries increased.

4.3 Earnings

EBITDA of the Rickmers Group surged 20.4 percent year on

year to € 244.4 million (2011: € 203.0 million) with the EDITDA

margin climbing from 35.4 percent to 39.5 percent. EBIT

showed even greater improvement, rising from € 90.5 mil-

lion in 2011 to € 114.7 million, an EBIT margin of 18.6 percent

(2011: 15.8 percent). Rickmers Group net income rose by

63.0 percent to € 22.5 million (2011: € 13.8 million).

The positive trend in Group net income of € 8.7 million is

attributable on the one hand to a write up in the at equity

investment in Rickmers Maritime amounting to € 12.5 mil-

lion, and, on the other hand, to the effects of recognising

currency derivatives and the related reversal of provisions

for anticipated losses (€ +5.7 million), as well as to the net

gain from reversing provisions and recognising new provi-

sions as part of the restructuring of the derivatives port-

folio (€ +7.5 million). The additional interest expense from

swaps (€ -3.7 million) and the rise in impairments on cur-

rent assets - particularly receivables - (€ -14.2 million) and

on financial assets (€ -1.9 million) took their toll. Negative

effects amounting to € 19.8 million were offset against

positive effects totalling € 25.7 million, positively impacting

Group net income by € 5.9 million.

Overall, the Group posted other operating income of

€ 86.4 million in 2012 (2011: € 29.3 million). The change is a

result of an increase in income from currency conversion of

€ 9.5 million, of income from the reversal of provisions for

anticipated losses as part of the restructuring of derivative

financial instruments of € 31.0 million and of income from

the write up of the investment accounted for at equity in

Rickmers Maritime of € 12.5 million.

Other operating expenses for 2012 amounted to € 72.0 mil-

lion (2011: € 64.1 million). This increase of € 7.9 million

is partly attributable to an increase in expenses for rec-

ognising provisions for anticipated losses for derivatives

(€ 3.8 million).

The cost of materials rose by 14 percent to € 308.1 million,

due mainly to increases in purchased services correlated to

sales (port fees, berthing charges, chartering costs and in-

surance), but also to higher prices for fuel and lubricants. In

the light of this, the cost of materials ratio rose by 2.3 per-

cent to 49.6 percent. While the rise in the cost of materials

was disproportional to sales, personnel expenses rose in

line with sales, increasing proportionally by 9.8 percent to

€ 74.5 million. Thus, at 12.0 percent, the personnel expens-

es ratio remained more or less at the level of the previous

year (2011: 11.9 percent).

Rickmers posted a significant increase in amortisation and

depreciation of intangible and tangible assets of € 15.1 mil-

lion to € 120.7 million. This resulted from scheduled depre-

ciation on ten new ships that were accounted for the full

reporting period for the first time in 2012. Write downs of

current assets rose from € 2.5 million in 2011, to € 14.9 mil-

lion because receivables against companies experiencing

economic difficulties had to be written down.

5 Cash Flows and Financial Position

5.1 Principles and aims of financial management

Financial management at Rickmers Holding aims to en-

hance capital structures, liquidity and finance costs, and to

manage both market price and counterparty risks.

The Treasury & Risk competence centre provides a uniform

system of financial management worldwide across all

Group companies pursuant to statutory provisions.


Financial management operates within a framework of

guidelines, limits and benchmarks. and is organisationally

separate from other financial functions such as settlement,

financial controlling, reporting and accounting.

The capital structure of the Group and its subsidiaries is

based on need and the principles of cost- and and risk-

optimised liquidity and capital resources. The Group ad-

heres to various restrictions on capital transactions and on

the transfer of capital and currency.

Liquidity management secures the Group’s ability to meet

its payment obligations at any time. For this purpose, our

continuous, consistent liquidity planning comprises cash

flows from operating and financial activities. The resulting

financial requirements are covered by the use of appropriate

instruments for liquidity management (e.g. bank credit). Our

aim is to have the liquidity required for our needs available

at optimal cost. Besides operational liquidity, the Rickmers

Group keeps additional liquidity reserves which are avail-

able on a short-term basis. The major part of this additional

liquidity reserve is a revolving loan for USD 165.0 mil lion that

can be drawn down at any time.

Management of market price risks aims to minimize the

impact of fluctuations in foreign exchange rates, interest

rates and commodity prices on the results of the segments

and the Group. The Group’s overall exposure to these mar-

ket price risks is determined to provide a basis for hedging

decisions, which include the definition of hedging vol-

umes and the corresponding periods, and the selection

of hedging instruments. Decisions are made by a Board

that meets regularly, comprising of the Executive Board of

Rickmers Holding, the Deputy CFO, the head of Treasury &

Risk and the heads of the business segments.

Counterparty risks are assessed regularly in conjunction

with the Heads of the business segments, and steps are

taken where possible to avoid bad debt losses.

5.2 Cash flow statement

In 2012, cash flow from operating activities amounted to

€ 111.3 million. The largest proportion was generated by the

Maritime Assets business segment through charter revenues

and asset management fees. The 2011 figure of € 160.0 mil-

lion, € 48.7 million higher than 2012, was mainly attribut-

able to rebates received from a shipyard (€ 41.8 million).

The positive cash flow from investing activities of € 21.6 mil-

lion is primarily a result of a reduction in advanced pay-

ments on tangible assets (refund paid by a shipyard

€ -14.9 million) and of the disposal of financial assets

(€ 9.0 million) principally from the sale of investments in a

terminal and from dividend payments from associated com-

panies. Payments for investments in intangible assets and

tangible assets of € 4.0 million - mainly for office equip-

ment and software - remained at a low level in 2012.

The cash flow from financing activities amounted to

€ -148.9 million. This was mainly attributable to repayments

of loans of € 143.9 million and to payments to minority

shareholders and owners. Payments received from the in-

flow of financial obligations of € 9.0 million had a coun-

tering effect.

The net change in cash and cash equivalents totalled

€ -16.1 million. Additional cash and cash equivalents of

€ 41.7 million resulted from the extension in the group of

consolidated companies that included Rickmers Maritime,

while currency effects of € 4.0 million had a negative im-

pact. Cash and cash equivalents in the reporting period

thus rose by € 21.6 million to € 73.1 million.

5.3 Financing

Ensuring liquidity and financing was of crucial importance

during the financial crisis, not only in the shipping indus-

try. With an equity ratio of 26.0 percent, Rickmers enjoys

a solid financial base. The company has strengthened its

own balance sheet with the full consolidation of Rickmers

Maritime and by simultaneously reducing debt through

loan repayments of € 143.9 million.


As at 31 December 2012, loans to banks amounted to

€ 1,841.9 million (2011: € 2,020.3 million) and € 74.7 million

to shipyards (2011: € 76.1 million). The carrying amount for

ships amounted to € 2,526.1 million (2011: € 2,708.2 million).

5.4 Investments

Unlike the previous year, investments in 2012 were no

longer characterised by ship newbuilds. Investments in

2012 amounted to just € 4.0 million, significantly below

depreciation of tangible assets (€ 120.7 million). However,

it is important to note that the Rickmers Group invested

€ 308.7 million in 2011.

Rickmers’ cautious investment policy has paid off: while

ships delivered in 2011, were ordered back in 2007, the

company has not ordered any ships since 2009 and is

therefore not exposed to any financial pressure by having

a pipeline of ship ordered at high prices. Furthermore, the

energy efficiency of ships has become increasingly im-

portant especially given that fuel costs now account for

three-quarters of ships’ operating costs. With the prices

of newbuilds currently at an all-time low and with new-

builds up to one-third more efficient on energy than ships

delivered today, investment has become more attractive

than in the recent past. Even in an environment weighed

down by over-capacity, particularly competitive, fuel-sav-

ing ships can be chartered out at considerably higher rates

than ships that are not efficiency optimised.

5.5 Balance sheet

5.5.1 Balance sheet total

At the reporting date, the Rickmers Group balance sheet

total amounted to € 2,765.0 million, down € 224.0 million

year on year (31 December 2011: € 2,989.0 million).

5.5.2 Equity and liabilities

As at 31 December 2012, equity amounted to € 719.5 mil-

lion (2011: € 753.1 million) with the equity ratio rising from

25.2 percent in 2011 to 26.0 percent at the end of the 2012

financial year.

Overall, liabilities were down from € 2,133.4 million to

€ 1,956.1 million. As at 31 December 2012, liabilities to

banks totalled € 1,841.9 million, below the figure for the

previous year (31 December 2011: € 2,020.3 million). This is

particularly due to loan repayments of € 143.9 million. The

degree of indebtedness based on interest-bearing loans

to bank in relation to the balance sheet total fell to 66.6

percent (2011: 67.6 percent).

On the assets side, by far the largest item in fixed assets is

the value of the vessels. As at 31 December 2012, this stood at

€ 2,526 million which, due to depreciation, was € 182.2 mil-

lion down year on year. While € 30.2 million was posted

for advanced payments on ships in 2011, Rickmers did not

recognise any advanced payments for newbuilds in 2012.

Over and above the value of the vessels, tangible assets

only contained € 3.5 million for other plant and equipment

(2011: € 3.4 million).

Financial assets fell by € 11.8 million to € 22.5 million due

to write-downs on investments and a smaller volume of

loans granted to associated companies.

Current assets, which fell by € 9.6 million to € 194.7 million,

comprised a higher volume of receivables and other as-

sets of € 13.4 million, lower liquidity of € 21.0 million (2011:

€ 94.2 million) and lower inventories of € 1.9 million (2011:

€ 18.0 million).


6 Employees

6.1 General information

In 2012, the Rickmers Group employed an average of 3,494

staff - 85 more than in 2011. This was mainly attributable

to crewing new ships. Of the 3,494 employees, 476 were

based on land, 3,018 at sea. Of the seafaring employees,

2,008 were employed directly by the Rickmers Group and

1,010 by crewing agencies worldwide.

The success of the Rickmers Group is largely based on the

qualifications, performance and commitment of our staff.

Employees work in areas commensurate with their qualifi-

cations and abilities and take responsibility for the areas in

which they work. The entrepreneurial mind-set is deeply

anchored in all management levels at Rickmers.

Challenges brought about by the shipping crisis and the

realignment of the Rickmers Group have also placed de-

mands on our staff, requiring above-average performance

and a willingness to change. Changes implemented to date

have been supported by high employee motivation and a

commitment to the Rickmers Group as one of the world’s

leading shipping companies.

The purposeful and on-going training and development of

our staff allows us to reach our corporate goals and main-

tain the competitiveness of the Rickmers Group.

Attractive working conditions in an international environ-

ment, career progression opportunities and performance-

related competitive remuneration help us to promote staff

motivation and engagement. A leadership culture based

on open dialogue and active social responsibility have

meant that the Rickmers Group has been successful in at-

tracting the best people. This is reflected in our core val-

ues: Leadership. Passion. Responsibility.

6.2 Staff development

Staff development means adapting the employee structure

of the Rickmers Group to meet its changing needs yet also

preparing the staff for future responsibilities and promot-

ing individual training.

Internal incentive programmes and training opportuni-

ties provide the basis for effective staff development and

a leadership succession strategy. Founded in 2011, the

Rickmers Academy provides professional, industry-based

and personality-related on-going training programmes.

Additionally, induction programmes together with the

training and mentoring of newcomers and re-trainees se-

cure a stream of junior staff and the constant growth of

the Group. Trainees are usually offered jobs at the end of

their training period.

We also promote and coordinate the global exchange of

staff between Group companies with fixed-term second-

ment programmes.

Uniform global management guidelines and a binding cor-

porate ethos for all management and staff of the Rickmers

Group provide the basis for our reputation as a reliable

employer and for high staff commitment.

2010

3,0613,500

3,000

4,000

2,500

2,000

1,500

1,000

500

0

3,409 3,494

2011 2012

Staff changes 2010 to 2012

Ashore At sea Crewing Agencies


The individual development and support of staff is an-

chored in corporate guidelines. Long-serving employees

are also offered special incentive programmes, which pro-

mote both loyalty and employee engagement.

The Rickmers Group also has a strong presence on the mar-

ket and promotes future development by building valuable

networks with educational establishments, universities

and other institutions.

6.3 Remuneration

The Rickmers Group provides performance-based remu-

neration. Our managers have multiple variable salary com-

ponents and we also recognise good performance in the

form of voluntary bonuses granted at the discretion of su-

pervisors and management.

Staff normally receive 12 monthly salaries that are usu-

ally adjusted in line with annual inflation. Rickmers-Linie

GmbH & Cie. KG is the only company in the Rickmers Group

with a collective wage agreement and its staff also receive

holiday and Christmas bonus payments. Rickmers-Linie

employees receive salary adjustments in line with wage

and salary agreements, but salaries are above the normal

rates when compared with wages and salaries paid in the

transport industry as a whole.

At our headquarters in Hamburg we also offer an additional

company pension scheme as a direct insurance policy for

almost all companies. After completion of a probationary

period, the company bears a proportion of the premiums

(25 percent in the first three years working for the company,

50 percent after three years and 75 percent after six years).

6.4 Training

Regardless of their nationality, gender or religion, all staff

in the Rickmers Group are encouraged to further their ca-

reers. Talent, professional qualifications, loyalty, character

and performance are decisive factors in career progression.

We work in conjunction with various international educa-

tional establishments on staff development so that we can

systematically support our seafarers in the best possible

way using a range of different programmes.

The further education and training of our employees is

paramount to the Group. Each year we take on train new

shipping clerks. Additionally, we have other apprentice-

ships within Rickmers Holding. We also regularly take on

interns and legal apprentices in all corporate departments

and mentor master’s and bachelor’s graduates.

In addition to the programme offered by the Rickmers

Academy, we also offer individual development and

coaching programme to our junior management. We offer

German and English language courses to our staff in

Hamburg and online.

There are also several cadet programmes through which

cadets can complete the training necessary to obtain their

marine qualifications. In conjunction with various train-

ing and development providers, we offer seafarers courses

such as maritime resource management and electronic

chart display and information systems. We also provide

education and training in specialist technical areas, such

as operating ships’ cranes, and training in the ship simula-

tor. Senior on-board staff receive special human resources

training. In this regard, the Rickmers Leading Line course

has been developed to provide management staff with a

range of tools to better motivate and lead crews on board.

Exchange programmes give our staff the opportunity to work

in our offices abroad. Secondment between departments

for jobs of the same profile (e.g. financial controllers) is also

possible and such programmes are strongly encouraged.


6.5 Leadership and equality

The Rickmers Group is active on all continents and by its

very nature unites many nationalities under one roof. Our

employees come from more than 30 different countries.

Given the special qualifications required in the industry,

we also ensure that we have a healthy mix of experienced

and younger staff. Diversity of nationality, age, gender and

religion is a matter of course both at the Hamburg head

office and in all domestic and international branches and

representative offices. Engaging with various cultural dif-

ferences and customs is naturally anchored in the day-to-

day business of the Rickmers Group.

Management guidelines have been drawn up and pub-

lished, and where necessary they are updated to reflect

current requirements. In this way we support a frank ex-

change between employees and management. Leadership

at the Rickmers Group means not only setting a good ex-

ample, but also treating staff and colleagues with respect,

tolerance and sincerity. Staff are actively encouraged to

assume responsibility. Overall, the leadership style is co-

operative and team-based, coupled with a technical and

goal-oriented approach to work.

We conduct regular appraisal talks with employees based

on standardised and binding guidelines. Besides provid-

ing mutual feedback, appraisal interviews also allow for

goals and personal development issues to be agreed. Our

agreed targets for managers are often coupled to variable

salary components. This annual appraisals programme

provides opportunities for open criticism and suggestions

for improvement. The HR department is also available for

consultation in this regard.

6.6 Crewing

We recruit crew members from around the world and also

train our own seafarers. Following the strategic realignment

of the Rickmers Group, crewing (the hiring and deployment

of seafarers) has become an important department of the

Maritime Services business segment. In the period under

review, Maritime Services restructured its crewing activities

in a number of countries, including Limassol (Cyprus) and

Shanghai (China) and secured access to qualified seafarers

in this region. Rickmers is the first international shipping

company to obtain a crewing licence to recruit seafarers in

China and has set up its own crewing agency in Shanghai.

The Rickmers Crewing Policy is based on allowing our em-

ployees at sea to enjoy a full ocean-going career from ca-

det through to captain. We seek to promote long-term co-

operation with loyal, motivated and well-trained seafarers

who feel at home within the team spirit of the Rickmers

Group. We aim to promote leadership that is free of any

discrimination and favours merit-based promotion. We

understand this to include a culture of mutual acceptance

of seafarers of different nationalities on board the vessels.

The Rickmers Group is an attractive employer for mariners.

We offer long-term contracts of employment, a competi-

tive salary, good training and other incentives. High safety

standards are a matter of course.


7 Risk and Opportunity Report

As a globally operating shipping company, we are exposed

to a range of changes and uncertainties. Our growth strat-

egy, risk policies and risk management are designed to

ensure that the value of the company rises constantly and

sustainably, that we reach medium-term and long-term

financial targets, and that we secure the long-term con-

tinuation of the company.

7.1 Presentation of the opportunity and risk man-

agement system

As part of overall strategic corporate management, risk

and opportunity management within Rickmers regulates

the Group’s responsible approach to uncertainties associ-

ated with corporate activities. In doing so, opportunities

and risks should not only be identified and pursued at the

holding company level, but rather at the business segment

level. For this reason, the three segments are autonomous

and are able to exercise their own corresponding influence.

The goal is to achieve the aims of the company already

at segment level by exploiting opportunities without over-

looking the risks involved. As the risk management system

allows risks to be identified at an early stage, measures can

be taken in good time to achieve profitable growth and to

increase the value of the company in the long-term. Risk

management is particularly suited to identifying trends that

could jeopardise the continued future of the company.

The risk management system comprises all the instruments

and measures that allow possible strategic and operational

risks to be identified, measured, controlled and monitored

early on in the business cycle. In line with the organisa-

tion structure of the Rickmers Group, the risk management

system is decentralised. The Rickmers Group maintains a

Group-wide control and management system that regu-

larly measures, evaluates and steers the development of

transactions and associated risks and monitors their effects

on the Group. Appropriate reporting systems are available

to the Executive Board and management for this purpose.

Thus, the planning and control systems regularly analyse

variations from planned business development in order to

identify operative and other risks that could threaten the

existence of the company as a going concern in a timely

manner. On this basis, Rickmers is able to instigate ap-

propriate and timely countermeasures.

The risk management system of the Rickmers Group is de-

signed to identify the varied risks associated with each

business activity as early as possible, to evaluate them

and, if necessary, to take appropriate measures to con-

tain or avoid them. This should avert potential damage

to the company and prevent any possible danger to the

continued existence of the company. We only take entre-

preneurial risks when they are manageable and reasonably

proportionate to the expected benefit from the business

transaction.

The risk management instruments used are tailored to

match the type of risk and are constantly checked, devel-

oped and adjusted to meet the business conditions. Risks

are also hedged as part of risk management. Appropriate

insurance has been taken out to cover any damage and

liability risks that could arise from daily business opera-

tions. We have also taken out liability and specialist in-

surance as well as standard shipping insurance. These are

assessed regularly and adjusted as required.

The risks identified for the business segments and world-

wide branches are regularly reported to the central risk

management department that is currently being estab-

lished/developed. Central risk management will monitor

the risks of the whole organisation, take an overview of

these risks and report to the Executive Board of the Rickmers

Group regularly, or on an ad hoc basis when required.

The measures taken as part of risk management are both

decentralised and centralised, and mapped and supported

by means of corresponding systems.


The long-term basis for the opportunity management sys-

tem lies in strategic planning and the measures derived from

this to develop services and position them in the markets

across their life cycle. The on-going observation and analy-

sis of the markets relevant for our company is conducted on

the basis of market data and also as part of our personal

exchanges with business partners. Rickmers works continu-

ally to improve its corporate structures and processes and to

enable it to react in a flexible manner to market changes.

7.2 Risks

7.2.1 Business environment and industry risks

Increasing threats from piracy

The threat of piracy to commercial shipping, particularly

in South East Asia, the Pacific Ocean and the Gulf of Aden

remained undiminished in 2012. The aim of the pirates is

to bring vessels under their control in order to demand

ransom payments. The way pirates work has not really

changed: they use parent ships as an ocean-going base

from which they can launch their skiffs.

When Rickmers-Linie deploys its vessels in these regions,

additional significant insurance premiums may be due

given the growing risk.

A serious new trend associated with piracy is the increase in

cargo theft off the coast of West Africa. Furthermore, tank-

ers are often targets for hijackers, even as part of ship-to-

ship operations. Vessels are held for a few days while parts

of their cargo are plundered. Given the danger of copycat

attacks on container ships that could arise at any time, the

Rickmers Group intends to implement preventative protec-

tive measures for vessels operating in these waters.

As part of the analysis and prevention of risk, Rickmers

regularly reviews various piracy reports and calls on the

services of an external security advisor. The Rickmers Group

is reacting to these identified risks with appropriate in-

vestment and training. The risk from piracy is thus being

met through the use of existing countermeasures.

Risks arising from restricted investment in plant

construction

The utilisation of Rickmers-Linie capacity is partially in-

fluenced by the development and implementation of in-

frastructure measures and investment in global plant con-

struction. Should investment activity become restricted,

demand for corresponding high quality transport capacity

with higher revenue potential could be lower than fore-

cast. If so, there will be an imbalance in the cargo mix be-

tween transporting high-quality goods for plant construc-

tion with high revenue potential and ‘basic’ cargoes with

comparatively low revenue potential. This could have a

negative impact on the earnings performance of a company.

Risks arising from the insolvency of KG-funds

KG-fund risks have risen over the past four years, triggered

by the economic and financial crisis. Risks of this nature

may arise from the default of key contractual partners,

such as charterers, who themselves may be in financial

distress because of falling freight rates. In this case, there

is a risk of ships not being able to find any new charters,

or of future voyages having to be completed under less

favourable conditions.

The weakened economic situation of some KG-funds car-

ries a default risk at fund companies, and there is also

a risk of possible write-downs of fund investments that

the Rickmers Group holds in individual companies as a

founding limited partner. The overall volume of invest-

ments in KG-funds amounts to € 10.2 million, of which

€ 8.2 million has already been written down. In the light of

this, the risk of impairment has been considerably reduced.

The negative economic situation on the German mar-

ket in 2012 led to the insolvency of a reported 150 fund

companies. In 2012, four of these companies, in which the

Rickmers Group was a founding shareholder, declared in-

solvency. As of 31 December 2012, Rickmers wrote down a

total of four investments with a volume of € 0.6 million and

trade receivables against these companies of € 7.7 million.


Moreover, any insolvency of a fund company poses not only

a reputational risk to the Rickmers Group as limited partner,

but may also require the repayment of monies received in

the past, which, as an interim dividend, are not covered by

retained profits and as such represent capital repayments.

7.2.2 Strategic risks

Triggered by sustained changes in shipping such as the in-

creased importance of fuel efficiency, the demand for larger

ships with lower slot costs and the scarcity of financing,

the management of the Rickmers Group has identified three

fundamental strategic risks. Shipping companies are ex-

posed to the risk of a lack of market positioning, missing or-

ganisational efficiency and inappropriate finance structures.

The Rickmers Group began to fundamentally reformulate

its strategy in 2010 and continued this strategic realign-

ment through 2012. Its prime aim was to adapt the organi-

sation to the market situation, to increase organisational

efficiency and to prepare the company to meet the re-

quirements of the capital market.

The independent management of the business segments

facilitates an increase in transparency and controllability,

while continuing to leverage the benefits of joint offers

and dovetailed services.

7.2.3 Performance risks

The Rickmers Group is generally exposed to risks of reduced

performance. This includes ships not operating at capacity

volume or idle vessels, insufficient charter rates, and in-

adequate freight rates. Other risks on the costs side are

unexpected rises in costs for raw materials, consumables

and supplies, insurance, crewing and administration.

Underemployment risks

There is a risk that the fleet of the Rickmers Group will be

underemployed, or that it will have to accept low charter

rates or to lay up ships. In this regard the Rickmers Group

has introduced active portfolio management to identify

these risks and, where possible, prepare countermeasures.

The energy efficiency of the fleet plays a significant role

in the risk of underemployment in chartering. Minor fuel

savings are much more important for liner operators than

the price adjustment of charter rates or freight rates. Suc-

cessful measures for saving fuel raise the chance that ships

can be adequately employed. They can also prevent the

long-term unemployment of the ships and lower the risk

of reduced charter income.

A programme of measures instigated in 2011 to increase

energy efficiency in our own ships and ships that we man-

age on behalf of third parties was continued in 2012. Pay-

back times for investments are short because bunker costs

amount to more than three-quarters of a ship’s operating

costs. In this way, Rickmers not only improves the com-

petitiveness of the vessels, it also increases the appeal of

the fleet to charterers. The increased energy efficiency of

Rickmers-Linie helps increase its earnings power.

Risks arising from bad debts or charter renegotiations

In the light of the shipping crisis, there is a fundamental

risk of default amongst charterers and a lower risk of de-

fault in the payment of freight fees. The Rickmers Group

aims to choose charterers carefully in order to largely elim-

inate the potential risk of default. This risk is also moni-

tored constantly by the claims management department of

Rickmers Holding in order to prevent any defaults in good

time. The Rickmers Group is prepared to ensure payment

by using appropriate measures, including arrest.


In the past the Rickmers Group has never had to acquiesce

to requests for reductions in charter rates. Given the exist-

ence of contracts, there is no legal basis for the renegotia-

tion of charters. (also see Events after Reporting Date)

Risks arising from inadequate freight rates

The Rickmers-Linie business segment is exposed to the

risk of price amendments for freight rates. These could be

caused by such issues as increased competition and protec-

tionist tendencies. Furthermore, slack demand for transport

capacity can lead to the company having to accept lower

rates for cargoes.

In principle, by ensuring the high quality of its services

as a liner operator, Rickmers-Linie is well placed to fight

an extraordinary fall in freight rates. In particular, its

schedule, reliability and specialised knowledge in cargo

handling and load security serve to ensure extraordinarily

high levels of client loyalty to Rickmers-Linie.

Rickmers-Linie is also countering price changes and com-

petition risks arising from protectionism by developing

regular appropriate cooperative ventures with local busi-

ness partners.

Risks arising from unexpected price increases

Rickmers-Linie is also exposed to risks from changes in

ship operating costs, particularly due to high bunker costs.

The risk of bunker price increases are largely hedged by the

bunker adjustment factor (BAF), whereby a bunker price

increase is offset, after a certain time delay, by the client

via the BAF. As fuel consumption is a major cost factor for

Rickmers-Linie, corresponding changes in the market price

may influence the financial results of the company. The

Rickmers Group is able to deploy normal market hedging

instruments for fuel cost risks, to provide planning secu-

rity and to reduce fluctuations in operating profit. The risk

of cost increases is also applicable to Rickmers Shipman-

agement, since fixed price contracts have been concluded

with some clients.

Risks arising from unexpected limited availability

As well as market risks, there are also technical risks for the

performance of the business segments as the availability of

ships may be limited for technical reasons.

Risks from unexpected and retroactive increases in

insurance tax

Changes in tax law or in tax authorities’ interpretation of

existing fiscal regulations could have an impact on com-

pany finances. A number of press publications issued dur-

ing 2012 implied that pool equalization payments could

be subject to insurance tax. Although this has not been

substantiated by the tax authorities, the company cannot

exclude the risk of financial repercussions arising in the

future should the tax authorities change their interpreta-

tion of the law. In the light of this uncertainty provisions

for insurance tax were not recognised.

Given this risk-avoiding measure, the Rickmers Group is

well-positioned to prevent performance-related risks.

7.2.4 Financial risks

Management of financial risks

The Rickmers Group has business operations across the

world. This means that its business operations expose the

Group to significant liquidity risks, interest risks, currency

and commodity price risks that may have a considerable

impact on financial position, financial performance and

cash flows. These risks are centrally managed in the Group

Treasury & Risk competence centre.


It is company policy to limit market price risks resulting

from normal business operations by using hedging instru-

ments. The individual rules, competences and operations,

transaction limits and risk positions are set out in guide-

lines and implementation rules. Compliance with these

rules is monitored regularly. Recognised or hedged future

requirements underlie all Group hedging transactions. Ac-

credited standard software is used to collate, evaluate and

report on hedge transactions.

Liquidity risks

The aim of liquidity management is to meet existing and fu-

ture payment obligations. Group liquidity is managed for this

purpose centrally in the Group Treasury & Risk competence

centre. Management parameters are the available liquid-

ity reserves comprising bank balances, short-term financial

investments and a fixed pledged, but as of 31 December 2012

non-utilised credit line of USD 165.0 million. The basis for the

disposition is a rolling liquidity planning system.

Bank default risk management extends to derivative fi-

nancial instruments. For existing derivative financial in-

struments, the maximum default risk is limited to the sum

of all positive market values of these instruments, as a

failure to fulfil obligations arising from the derivatives

would only result in financial losses up to this amount.

Interest rate risk

Loans are normally granted on the basis of short-term

fixed interest rates (3–6 months). The Group uses interest

hedging instruments to generate a reasonable ratio be-

tween variable and fixed-rate financial liabilities.

Currency risks

A large proportion of the services in international shipping

are billed in US dollars. This applies in particular to charter

and freight rates, bunker fuel costs and management fees

for ship and crew. Financing is almost exclusively avail-

able in US dollars. However, given its billing practices, our

logistics division also receives some income in euros. Ad-

ministration and personnel costs are also mainly paid in

euros. As a consequence, the corporate Group is exposed

to risks from currency fluctuations in respect of income and

expenditure.

Corresponding hedging transactions were used in 2012 to

limit risks from currency fluctuations.

Risks due to debt

The liabilities of the Rickmers Group to banks amount to

€ 1,841.9 million. They are reduced annually by the amount

of contractual repayments agreed with the banks. 90 per-

cent of the loans mature in 2015. There is a risk of general

refusal by banks to refinance the loans or that the terms

will be unfavourable. Refinancing conditions will depend

on money and capital markets at the relevant period.

The possibility of financing the debt service and other ex-

penditure hinges on business and earnings performance,

and the achievement of specific financial KPIs in respect

of covenants.

Default risks

The Rickmers Group uses claims management to avoid or

reduce bad debt losses with regular monitoring of debtors,

including the maturity structure of debts due.

Tax risks, trade tax, corporation tax

The income tax charged to the Group is made largely

via private income tax levied against the shareholder of

Rickmers Holding GmbH & Cie. KG and the corporation

tax and/or municipal trade tax levied at individual Group


company level. The Group covers its tax risks by recognising

sufficient provisions. The Rickmers Group maintains a suit-

ably qualified internal taxation department to guarantee

the correctness of taxes and duties due under law and to

properly manage taxation risks.

7.2.5 Personnel risks

One of the most important preconditions for the success-

ful and strong growth of the Rickmers Group is the proper

qualification, loyalty, engagement and motivation of our

employees.

This results in various individual risks for the Rickmers

Group. In particular, certain qualifications and experience

are necessary in the globally operating shipping indus-

try. Therefore, the Rickmers Group has invested in various

training centres, including for example the MTC (Marine

Training Center) in Hamburg, a pan-regional recognised

training centre for people working at sea. Rickmers delivers

competence-oriented courses for management and staff

worldwide.

The age structure, the need for qualifications and training,

and an increased turnover in top performers and experts

are factors that have the potential to negatively affect the

performance of all companies and therefore have to be

countered.

Selecting, appointing and training staff, and ensuring that

they are engaged and happy in their jobs is especially im-

portant in this respect. The Rickmers Group has introduced

different measures to foster our employees’ commitment

to the Group that are described in the ‘Employees’ section.

The sum total of measures is appropriate to counter the

described risks of personnel recruitment and development.

The risk of employees breaking the law in the course of

their work is countered by offering special compliance

training worldwide, which is being delivered step by step

to employees throughout the whole Group. The Rickmers-

Linie Code of Conduct is currently being converted to a

worldwide and Group-wide Code of Conduct. Manuals and

uniform guidelines and rules help to minimise risk as does

pursuing the four-eye principle.

7.2.6 IT Risks

The permanent availability of IT systems is becoming ever

more important with the on-going automation of process-

es and the increasing volumes of company data that are

being stored electronically. This is why Rickmers is drawing

on appropriate measures to counter the failure risk and the

risk of unauthorised access.

Besides its own data centre, the Rickmers Group has an

external data centre accessible through local servers. The

likelihood of the occurrence of operating interruptions is

significantly reduced through effective and lasting redun-

dant data storage and the use of IT components configured

both centrally and locally. Our high security standards also

protect company data stored both internally and externally

against unauthorised access.

The Rickmers Group continues to extend its IT infrastructure

and network in order to afford stored information optimal

protection in accordance with modern security standards

and to guarantee the worldwide availability of the system.

7.2.7 Legal and regulatory risks

The Rickmers Group generally seeks to keep its legal risks as

low as possible and to control them. We have taken the nec-

essary steps to uncover any threats and to defend our rights

where required. Risks arising from legal disputes are iden-

tified, evaluated and communicated on an ongoing basis.


As a global company, the Rickmers Group sees itself con-

fronted with a wide range of national and international

regulations and guidelines, and business performance

could be impacted by any change or amendment to such

guidelines. Infringing a binding regulation could entail

considerable claims for damages.

Shipping is subject to diverse customs laws and security

provisions in the respective countries. Checks made by the

competent authorities could lead to delays in loading and

unloading vessels.

Today, given the present and foreseeable regulatory situ-

ation, we cannot identify any circumstances which might

lead to a restriction of the Group’s business activities.

Some companies in the Rickmers Group are currently in-

volved in legal disputes. This includes individual disputes

over tax issues, liability for damage to vessels and cargo,

and existing contractual disputes with suppliers and cli-

ents, and with respect to our fund companies. Should

these legal disputes be decided in favour of the coun-

terparties, the disputes particularly concerning taxation

issues may lead to losses for the Rickmers Group, or at

least to considerable legal costs. Over the years, appropri-

ate provisions have been recognised for just this situa-

tion. Liability for damage caused to vessels and cargoes is

however insured.

The Rickmers Group takes its legal disputes seriously in or-

der to avert financial damage to the Group as far as pos-

sible. We believe that we are well placed to counter the

described circumstances.

7.3 Overall assessment of the risk situation

After aggregating all the individual risks, at present the

overall situation does not present any recognisable risk

that could endanger the continued existence of the

Rickmers Group as a going concern.

The Rickmers Group risk management system is appropriate

to identify risks at an early stage and take countermeasures.

7.4 Opportunities

As a global provider of maritime asset management, tech-

nical ship management and logistics services, the Rickmers

Group is subject to various trends on domestic and in-

ternational markets. As outlined in the section ‘Forecast’,

> ‘Economic conditions’ there are a range of opportunities

opening up for us. We are looking to continually leverage

and build on these by exploiting our strengths and com-

petitive advantage.

We see our opportunities in the following developments.

7.4.1 Opportunities arising from the growth in world-

wide transport volumes

Current forecasts predict that worldwide container trans-

port volume will continue to grow faster than world trade.

The Rickmers Group intends to participate in this market

development.

We also expect a return to investment in worldwide plant

construction that brings with it a significant increase in

the respective transportation services for project and heavy

lift cargoes and for our Rickmers-Linie business segment.

7.4.2 Opportunities arising from many years of experi-

ence

The Rickmers Group can look back on a 179-year family

tradition in the shipping industry. This means that we have

excellent long-standing connections to all players in the

maritime industry, including shipyards, charterers, banks

and various investor groups.


7.4.3 Opportunities from long-standing direct client

relations and a global presence

Rickmers-Linie has long-standing client relations with

direct access to cargoes. In excess of 90 percent of an-

nual loads of around 2.2 million tonnes are generated by

Rickmers-Linie’s comprehensive worldwide network of

16 branch offices, almost entirely without the involvement

of external agencies. We are looking to expand and con-

tinually improve our client retention by offering intelligent

business solutions.

7.4.4 Opportunities arising from industry consolidation

As a provider and manager of shipping tonnage, the fun-

damental requirement for a functioning business model

is the availability of sufficient funds (equity and loans).

However, as a result of the economic and financial crisis

alloyed with the long-lasting crisis in the shipping indus-

try, since 2009 there has been a further considerable tight-

ening in the availability of funds for the maritime sector.

As a consequence, we consider that the business model

in its present form, which has failed to adapt sufficiently

to meet the demands of the new environment, is under

threat and we expect market consolidation. The Rickmers

Group believes that its realignment puts the Group in a

good position, and it plans to actively exploit opportuni-

ties as they arise.

7.4.5 Opportunities from the trend towards energy

efficiency

We believe that in the future environmental protection

and energy efficiency will play an ever more important

role in shipping. These trends provide the Rickmers Group

with the opportunity to exploit measures, to reduce fuel

consumption and to optimise ship operations to achieve

cost advantages and reduce emissions. We also see an op-

portunity to offer these measures, which we have already

established for our own fleet, to maritime partners as a

service provision.

The area of commercial and technical shipping services of-

fers business opportunities through investments in new

shipping tonnage that fulfil environmental protection and

energy efficiency requirements in order to meet the needs

of liner operators.

7.4.6 Opportunities arising from the expansion of the

product portfolio and from attracting new client

groups

The segment structure of the Rickmers Group aims to pro-

vide customised services, products and solutions for the

maritime industry. Through this we set the basis for ex-

panding the client base of the Rickmers Group. The au-

tonomous management of the business segments Maritime

Assets and Maritime Services allows us to offer targeted

services, such as for the commercial and technically opti-

mised management of ships.

8 Events after Reporting Date

On 10 January 2013, Björn Sprotte was named Global Head

of the business segment Maritime Services. He succeeds

Jens Lassen who has left the company.

On 10 January 2013, Rickmers was the first German company

in the maritime industry to be certified in line with the

ISO 50001 energy management system standard. For its

offices in Hamburg and Singapore and for ten vessels in

its fleet, Rickmers Shipmanagement was certified by GL

Systems Certification (GL). Rickmers successfully passed

all tests conducted by GL auditors in 2012. In the course

of 2013, nine other vessels will be certified. ISO 50001 is

a voluntary international standard that provides com-

panies with a framework to develop aims and to imple-

ment guidelines to increase energy efficiency, improve the

quality of services provided and target cuts in emissions.

Rickmers smoothly assimilated ISO 50001 into its integrated

management system that presently comprises the manda-

tory elements of ISM and ISPS as well as ISO standards 14001

and 9001.


In January 2013 a charterer independently reduced the rates

for the charters of two 4,250 TEU vessels in our fleet. An-

other charterer enquired about a temporary reduction in the

charter rates for three vessels in the same class. In both cas-

es, negotiations are still on-going at the time of reporting.

In March 2013, Rickmers-Linie launched its new westbound

Round-the-World service, connecting Asia with South and

North America. The westbound America-Asia service, which

has been operating since 2006, forms part of this new ser-

vice. Initially, two or three multi-purpose heavy lift carriers

will be deployed.

In a press release dated 19 March 2013, Rickmers Trust Man-

agement Pte. Ltd, as trustee manager of Rickmers Mari-

time, Singapore, announced a capital increase with rights

issue for shareholders to raise gross proceeds of up to SGD

101.7 million. The rights issue will be offered on a 1-for-

1 basis at an issue price of SGD 0.240 per share. As the

company announced, Rickmers Maritime’s lending banks

extended its Value-to-Loan covenant to 19 December 2014.

The management of Rickmers Maritime anticipates that

this transaction will strengthen the company’s financial

position, enabling it to benefit when the market recovers.

The Rickmers Group intends to subscribe to its pro-rata

entitlements.

9 Forecast

9.1 Economic conditions

IMF forecasts global economic growth of 3.5 percent

for 2013 and 4.1 percent for 2014

The International Monetary Fund (IMF) is forecasting global

economic growth of 3.5 percent for 2013 and 4.1 percent for

2014. Although the risks of a weakening global economy

are still deemed to be significant, in its January 2013 fore-

cast the IMF held them to be less pronounced. Political

developments in the eurozone and in the USA led the IMF

to reduce the acute risk, however it could not eliminate it.

The IMF still rated the financial situation in the eurozone

critically, while the growth markets, the emerging econo-

mies and the US economy were viewed as the main sources

of growth for 2013. The IMF expects industrial countries to

post growth of 1.4 percent. The USA is expected to post the

lion’s share of this with growth of 2.0 percent while the

eurozone is expected to shrink by 0.2 percent (Germany:

0.6 percent). Positive developments are expected for the

UK (1.0 percent), Japan (1.2 percent) and Canada (1.8 per-

cent). In all probability, the majority of global economic

growth is expected to occur primarily in the emerging

economies in Latin America, the Far East, Eastern Europe

and Africa (5.5 percent). Growth is expected to be particu-

larly strong in China (8.2 percent) and India (5.5 percent).

Despite the difficult environment, the IMF expects an over-

all rise in international trade of 3.8 percent in 2013 (2012:

2.8 percent).

Container trade expected to grow by over 6 percent in

2013 and 2014

The analysts at Clarkson are predicting a rise of 6.1 percent

for global container trade in 2013 - a significant increase

on the previous year (2012: 3.7 percent). Clarkson is even

forecasting growth of a further 6.8 percent for 2014. Here,

it is primarily the main routes from Asia to Europe that are

expected to recover strongly. After numerous container liner

shipping companies reached and maintained an increase in

rates as announced in December 2012, shipping companies

are cautiously optimistic about 2013. One of the conditions

however is that they continue their successful capacity man-

agement of the routes to and from Asia. Drewry is antici-

pating difficulties in pricing for north-south traffic. If the

main season turns out as poorly as it did in the previous

year, an increase in rates will be difficult to push through.

If the current trend towards very short-term adjustments

in rates continues, we can assume that rates will be just as

volatile in 2013 as they were in 2012.


Charter market: mixed picture

Market observers view the charter market as likely to be

mixed: while some analysts such as Maersk Brokers and

Wells Fargo still think that 2013 will be marked by chal-

lenges, but are anticipating a positive turnaround towards

the middle of the year, other researchers such as Howe

Robinson and Alphaliner are pointing out the risks for eco-

nomic development and particularly the growing capacity

in the market as a result of the historically high capacity to

be delivered in 2013. Den norske Bank (DnB) from Norway

is expecting average capacity utilisation of container ships

of just 85 percent (a level equivalent to the break-even

threshold). This would leave freightage in a similar situa-

tion to the previous year, and would postpone recovery in

the charter market to 2014.

Container ship deliveries: all-time high

According to Alphaliner, container ship deliveries of 1.7 mil-

lion TEU in 2013 will represent an all-time high. Alphaliner

equates this to an expansion of 8.9 percent in the over-

all container fleet, while Clarkson estimates a growth of

6.6 per cent. In contrast, market research predicts an in-

crease in container trade of 6.1 percent. However, the growth

in capacity will be limited by record scrappings of 400,000

TEU as predicted by Maersk, lay-ups and resource conserving

slow steaming.

Newbuilds: historic low prices - eco-design is attractive

Despite the current growth in capacity, Rickmers manage-

ment considers the construction of new ships in selected

size classes to be an attractive investment for shipping

companies. Analysts at Denmark’s Skibskredit reckon that

the prices of lower spec vessels types could sink by a fur-

ther 5 to 10 percent in 2013 and believe that a return to the

historic lows of 2002 might well be possible. At the start of

2013, shipyards only have order books covered for the next

16 months. Just 30 percent of worldwide shipyard capacity

is in demand. At the same time, it must be borne in mind

that new eco-design ships consume up to 30 percent less

fuel than ships currently being delivered.

Project cargoes expected to grow by 10 percent

For 2013, the analysts from Drewry predict a somewhat

weaker trend for the project cargo business field - a field

key to Rickmers-Linie. However with growth forecast at

10 percent, they are still upbeat. While year on year a

downturn is anticipated for infrastructure transport, this

trend can be more than made up for by other project car-

goes. Alongside the continued success of wind energy and

the associated cargoes, the construction of hydroelectric

power stations in Australia, West Africa and North America

will also play a significant role. Mining projects in Aus-

tralia, Eritrea and Ghana complete the positive outlook.

Fundamental trend in project cargoes remains stable

and positive

The infrastructure requirements of a growing middle class

in the BRIC economies of Brasil, Russia, India and China,

the continuing trend towards urbanisation, increase energy

demands with a particular focus on the environmentally

friendly generation of energy and increased calls for mo-

bility will continue to form the basis for the positive trend

in transport demand where project and heavy lift cargoes

are concerned. Thus, the fundamental trend in the project

cargo business is stable and positive.

9.2 Sales and earnings

In an environment that will remain difficult, the Rickmers

Group expects a stable financial performance in operations

for 2013.

A significant contribution to an anticipated growth in sales

is expected to be made by the Maritime Assets business

segment in 2013, primarily through the acquisition of more

vessels in asset management.

Maritime Services expects to have another 25 ships under

ship management for 2013 with a corresponding positive

impact on sales and earnings.


For 2013, Rickmers-Linie expects an increase in sales gener-

ated by expanding sales activities in the USA, positive ef-

fects from the expansion of the company’s own sales net-

work in other regions, such as Singapore, improved sales

management in the light of this and a slight increase in

freight rates. In addition, the company seeks to run other

liner services in attractive regions such as South America.

Besides the positive effects triggered by an increase in

sales, cost cutting as a result of greater efficiency is ex-

pected to increase the earnings power of Rickmers-Linie.

9.3 Financing

The Rickmers Group’s improved capital market orienta-

tion opens up opportunities for the company to tap ad-

ditional sources of funds and so exploit opportunities on

the market. This includes the anticipated consolidation of

the shipping market and the current historic low prices of

newbuilds for a new generation of extraordinarily energy

efficient and competitive vessels. In this connection, we

are currently exploring alternative financing methods.

9.4 Capital expenditures

We expect a slight rise in freight rates in our market seg-

ment for 2013. A rebound in the markets relevant for

Rickmers hinges mainly on the demand for container

ships and for shipping capacity for breakbulk, heavy lift

and project cargoes. However, suitable investments such as

joint ventures, remains the strategy not only of Rickmers-

Linie, but also of Maritime Assets and Maritime Services.

Investments in newbuilds could prove to be attractive

in 2013, however they are dependent upon other critical

factors such as a rigorous scrutiny of the terms offered by

the shipyards, the energy-efficiency of the vessels, the

financial environment and the anticipated developments

in the relevant markets when decisions are made.

Moreover we plan to invest in the continued improvement

of our IT capabilities, in reporting and financial controlling

systems as well as in processes and structures.


Consolidated Financial Statements

72 Consolidated Balance Sheet

74 Consolidated Income Statement

75 Consolidated Cash Flow Statement

76 Statement of Changes in Equity

78 Segment Reporting

84 Notes

100 Auditor‘s Report

72 Rickmers GroupConsolidated Balance Sheet

Assets

in € thousand 20122011

(pro forma)12011

(as reported)

Fixed assets

Intangible assets

Purchased concessions, industrial property and similar rights and assets, and licences in such rights and assets 606 546 546

Payments on account 2.308 0 0

2,914 546 546

tangible assets

Land, similar rights and buildings, including buildings on third party property 0 1 1

Vessels 2,526,045 2,708,242 1,748,982

Other equipment and office equipment 3,499 3,376 3,376

Prepayments and assets under construction 0 30,235 30,235

2,529,544 2,741,853 1,782,594

Financial assets

Shares in affiliated companies 1,541 1,615 1,615

Investments in associated companies 6,851 10,792 49,009

Other participations 8,083 12,262 12,263

Loans granted to companies in which the group has a participating interest 3,584 6,604 44,416

Other loans granted 2,445 2,981 2,981

22,504 34,254 110,284

2,554,962 2,776,653 1,893,424

Current assets

Inventories

Raw materials, consumables and supplies 14,184 15,342 12,918

Work in progress 51 208 208

Expenses for unfinished voyages 15,578 12,558 12,558

Finished goods and goods for resale 212 224 224

Payments on account 1,958 3,444 3,444

./. Payments received -15,878 -13,766 -13,766

16,104 18,010 15,586

Receivables and other assets

Trade receivables 9,620 19,530 19,041

Receivables from affiliated companies 14 0 0

Receivables from companies in which the company has a participating interest 16,244 14,238 14,238

Other assets 79,602 58,341 58,184

105,481 92,109 91,463

Cash and cash equivalents 73,124 94,160 51,470

194,709 204,279 158,519

Deferred expenses 12,681 5,987 5,968

Deferred tax assets 2,660 2,074 2,073

total assets 2,765,012 2,988,993 2,059,9841 Differences in important items of the income statement and the balance sheet are shown in the comparison between the pro forma financial statements 2011 and the audited consolidated financial statements 2011. These differences are primarily attributable to the consolidation of Rickmers Maritime.

Consolidated Balance Sheet as at 31 December 2012

Annual Report 2012 73Consolidated Balance Sheet

equIty AnD lIAbIlItIes


(pro forma)2011

(as reported)

equity

Subscribed capital 6,405 6,405 6,405

Reserve accounts 354,359 405,712 405,712

Withdrawal accounts -82,699 -73,138 -73,138

Retained earnings 144,934 116.275 10.843

Revenue reserves generated 147,891 119.233 13.800

Positive consolidation difference -2,957 -2,958 -2,957

Balance from currency conversion -2,893 23,669 9,288

Parent company's income special account -9,582 -49,913 -49,913

Minority interests 308,988 324,132 4,725

719,512 753,142 313,922

Difference from capital consolidation 8,063 8,063 8,063

Provisions

Provisions for pensions and similar obligations 1,458 1,462 1,463

Provisions for taxes 18,054 17,027 17,027

Other provisions 53,748 69,217 63,665

73,259 87,706 82,155

liabilities

Liabilities to banks 1,841,897 2,020,332 1,541,797

Payments received on account 750 0 0

Trade payables 20,068 26,236 25,862

Liabilities to affiliated companies 137 0 0

Liabilities to companies in which the company has a participating interest 3,815 624 624

Other liabilities 89,438 86,170 82,512

thereof tax liabilites 792 1,000 1,000

thereof liabilities relating to social security 101 95 95

1,956,105 2,133,362 1,650,795

Deferred income 5,544 4,299 2,628

Deferred tax liabilities 2,529 2,421 2,421

total equity and liabilities 2,765,012 2,988,993 2,059,984

74 Rickmers GroupConsolidated Income Statement


(pro forma)2011

(as reported)

Revenues 618,287 574,299 517,897

Increase/decrease in finished goods and work in progress 2,863 -2,764 -2,764

total output 621,150 571,535 515,133

Other operating income

From currency conversion 23,310 13,854 13,854

Other 63,125 15,404 12,903

86,435 29,258 26,757

Cost of materials

Cost of raw materials, consumables and supplies -75,899 -63,552 -63,552

Cost of purchased services -232,215 -206,800 -204,182

-308,114 -270,352 -267,734

Personnel expenses

Wages and salaries -67,450 -61,797 -61,797

Social charges and old age pension costs -7,003 -5,991 -5,991

-74,453 -67,788 -67,788

Depreciation of fixed intangible and tangible assets

Amortisation and depreciation of intangible and tangible assets -120,731 -105,625 -75,793

Write-downs of current assets -14,845 -622 -622

-135,576 -106,247 -76,415

Other operating expenses

From currency conversion -17,473 -18,005 -17,987

Other -54,569 -46,065 -45,850

-72,042 -64,070 -63,837

subtotal 117,400 92,336 66,116

Income from investments 845 742 742

Result from associated companies 4,647 3,764 10,006

Income from other securities and long-term loans 129 384 384

Other interest and similar income 2,735 1,259 1,650

Write-downs of financial assets -8,152 -6,295 -6,295

Interest and similar expenses -92,447 -77,522 -57,373

Result from ordinary activities 25,157 14,668 15,230

Taxes on income -2,621 -825 -822

Other taxes -77 -38 -38

Group net income 22,459 13,805 14,370

Consolidated Income Statement for the period from 1 January to 31 December 2012

Annual Report 2012 75Consolidated Cash Flow Statement


(pro forma)2011

(as reported)

net income 22,459 13,805 14,370

+ Depreciation, amortisation and impairment of fixed assets 128,883 111,919 82,088

- Write-up of fixed assets -13,452 0 0

Increase (+)/decrease (-) in long-term provisions (> 1 year) -1,872 -29 -29

+ Other non-cash expenses 8,408 13,820 13,134

- Other non-cash income -21,631 -23,368 -20,511

- Gain from disposal of fixed assets -1,062 -108 -108

+ Loss from disposal of fixed assets 21 14 14

Increase (-)/decrease (+) in inventories (incl. prepayments) 1,575 -9,210 -9,176

Increase (-)/decrease (+) in receivables, other assets and deferred expenses -7,232 41,327 41,716

Increase (+)/decrease (-) in current provisions (< 1 year) -10,448 9,745 11,408

Increase (+)/decrease (-) in liabilities and deferred income (without financial liabilities) 5,618 2,083 1,934

= Cash flow from operating activities 111,267 159,998 134,839

Investing activities

+ Payments received from disposal of tangible and intangible assets 14,963 37 37

+ Payments received from disposal of financial assets and repayments 8,951 11,065 11,065

- Payments made for investments in tangible and intangible assets -4,015 -308,742 -308,742

- Payments made for investments in financial assets -666 -1,442 -1,442

+ Payments received from the sale of consolidated companies and other business units 0 -502 -502

- Payments made for the purchase of consolidated companies and other business units -77 -4,237 -4,237

+/- Changes in financial receivables1 2,400 0 0

= Cash flow from investing activities 21,556 -303,821 -303,821

Financing activities

+ Payments received from equity increases and advances of shareholders 0 170 170

- Payments to owners and minority shareholders -14,009 -10,709 -8,141

+ Payments received from the raising of borrowings 8,978 592,277 592,277

- Payments made for the repayment of borrowings -143,898 -493,725 -475,789

= Cash flow from financing activities -148,929 88,013 108,517

= net change in cash and cash equivalents -16,106 -55,810 -60,465

+ Increase in cash and cash equivalents due to changes in scope of consolidation 41,736 80,197 45,441

+/- Effect on cash and cash equivalents due to exchange rate movements -3,976 3,791 513

+ Cash and cash equivalents at beginning of period 51,470 65,982 65,982

= Cash and cash equivalents at end of period 73,124 94,160 51,4701 As at December 31, 2011, changes in financial receivables were shown in operating cash flow under “Increase (-) in receivables, other assets and deferred expenses” (prior year: € -3.348 thousand).

Consolidated Cash Flow Statement for the period from 1 January to 31 December 2012

76 Rickmers GroupStatement of Changes in Equity

Parent company Minority interests Group

Capital shares of limited partners Retained earnings

Accumulated othercomprehensive

income equityshares held by

minority interests equity

in € thousandSubsribed

capitalReserve

accountsWithdrawal

accounts

Parent company's income

special account

Revenuereserves

generated

Positive consolidation

difference

Balancefrom currency

conversion

Balance as at 31.12.2010 6,383 304,484 -65,693 19,525 -172,252 -2,973 915 90,389 2,996 93,385

Equity transactions with shareholders 170 170 170

Withdrawals/dividend distribution -7,445 -7,445 -340 -7,785

Allocation 19,525 -19,525 0 0

Changes in the scope of consolidation 16 -779 -763 2,305 1,542

Reclassifications 0 0

Merger 22 81,533 123,002 204,557 204,557

Other changes -1,469 -1,469 -1,469

Group net income/net loss for the financial year -49,913 64,519 14,606 -236 14,370

Other Group result 9,152 9,152 9,152

Total Group net income/net loss -49,913 64,519 9,152 23,758 -236 23,522

Balance as at 31.12.2011 6,405 405,712 -73,138 -49,913 13,800 -2,957 9,288 309,197 4,725 313,922

Withdrawals/dividend distribution -11,069 -11,069 -2,940 -14,009

Allocation -49,913 49,913 0 0 0

Changes in the scope of consolidation 107,035 1,234 108,269 324,211 432,480

Reclassifications -1,440 1,508 -134 7 -59 59 0

Other changes -2,923 -2,923 -5,872 -8,795

Group net income/net loss for the financial year -9,582 30,113 20,531 1,928 22,459

Other Group result -13,422 -13,422 -13,123 -26,545

Total Group net income/net loss -9,582 30,113 -13,422 7,109 -11,195 -4,086

balance as at 31.12.2012 6,405 354,359 -82,699 -9,582 147,891 -2,957 -2,893 410,524 308,988 719,512

Statement of Changes in Equity as at 31 December

Annual Report 2012 77Statement of Changes in Equity

Parent company Minority interests Group

Capital shares of limited partners Retained earnings

Accumulated othercomprehensive

income equityshares held by

minority interests equity

in € thousandSubsribed

capitalReserve

accountsWithdrawal

accounts

Parent company's income

special account

Revenuereserves

generated

Positive consolidation

difference

Balancefrom currency

conversion

Balance as at 31.12.2010 6,383 304,484 -65,693 19,525 -172,252 -2,973 915 90,389 2,996 93,385

Equity transactions with shareholders 170 170 170

Withdrawals/dividend distribution -7,445 -7,445 -340 -7,785

Allocation 19,525 -19,525 0 0

Changes in the scope of consolidation 16 -779 -763 2,305 1,542

Reclassifications 0 0

Merger 22 81,533 123,002 204,557 204,557

Other changes -1,469 -1,469 -1,469

Group net income/net loss for the financial year -49,913 64,519 14,606 -236 14,370

Other Group result 9,152 9,152 9,152

Total Group net income/net loss -49,913 64,519 9,152 23,758 -236 23,522

Balance as at 31.12.2011 6,405 405,712 -73,138 -49,913 13,800 -2,957 9,288 309,197 4,725 313,922

Withdrawals/dividend distribution -11,069 -11,069 -2,940 -14,009

Allocation -49,913 49,913 0 0 0

Changes in the scope of consolidation 107,035 1,234 108,269 324,211 432,480

Reclassifications -1,440 1,508 -134 7 -59 59 0

Other changes -2,923 -2,923 -5,872 -8,795

Group net income/net loss for the financial year -9,582 30,113 20,531 1,928 22,459

Other Group result -13,422 -13,422 -13,123 -26,545

Total Group net income/net loss -9,582 30,113 -13,422 7,109 -11,195 -4,086

balance as at 31.12.2012 6,405 354,359 -82,699 -9,582 147,891 -2,957 -2,893 410,524 308,988 719,512

78 Rickmers GroupSegment Reporting

Segment Reporting

Assets AnD lIAbIlItIes 2012

in € thousandMaritime

AssetsMaritime Services

Rickmers-Linie Other Total

Consolida-tion Group

Fixed assets

Intangible assets 4 89 330 2,491 2,914 0 2,914

Tangible assets 2,526,592 401 1,629 1,081 2,529,703 -159 2,529,544

thereof vessels 2,526,207 0 0 0 2,526,207 -162 2,526,045

thereof prepayments and assets under construction 0 0 0 0 0 0 0

Financial assets 15,370 602 4,933 327,234 348,139 -325,635 22,504

thereof investments in associated companies 1,468 564 4,819 0 6,851 0 6,851

2,541,966 1,092 6,892 330,806 2,880,756 -325,794 2,554,962

Current assets

Inventories 5,547 1,754 8,803 0 16,104 0 16,104

Receivables and other assets 112,981 102,124 15,874 5,025 236,004 -130,523 105,481

Cash and cash equivalents 62,543 3,345 2,044 5,192 73,124 0 73,124

181,071 107,223 26,721 10,217 325,232 -130,523 194,709

Deferred expenses and deferred tax assets 9,582 3,972 2,059 144 15,757 -416 15,341

Total assets 2,732,619 112,287 35,672 341,167 3,221,745 -456,733 2,765,012

Provisions 44,692 14,333 12,166 1,922 73,113 146 73,259

liabilities 1,997,372 15,749 8,846 64,813 2,086,780 -130,675 1,956,105

thereof liabilities to banks 1,841,897 0 0 0 1,841,897 0 1,841,897

Deferred income and deferred tax liabilities 7,636 799 53 0 8,488 -415 8,073

Total liabilities 2,049,700 30,881 21,065 66,735 2,168,381 -130,944 2,037,437

Annual Report 2012 79Segment Reporting

Assets AnD lIAbIlItIes 2011





Fixed assets

Intangible assets 17 5 59 465 546 0 546

Tangible assets 2,739,204 424 1,839 549 2,742,016 -162 2,741,854

thereof vessels 2,708,404 0 0 0 2,708,404 -162 2,708,242

thereof prepayments and assets under construction 30,235 0 0 0 30,235 0 30,235

Financial assets 21,683 628 8,794 294,508 325,613 -291,359 34,254

thereof investments in associated companies 1,616 569 8,607 0 10,792 0 10,792

2,760,904 1,057 10,692 295,522 3,068,175 -291,521 2,776,654

Current assets

Inventories 5,199 1,857 10,954 0 18,010 0 18,010

Receivables and other assets 73,958 84,272 9,155 3,476 170,861 -78,756 92,105

Cash and cash equivalents 71,937 9,532 10,553 2,138 94,160 0 94,160

151,094 95,661 30,662 5,614 283,031 -78,756 204,275

Deferred expenses and deferred tax assets 3,908 2,730 1,644 108 8,390 -329 8,061

Total assets 2,915,906 99,448 42,998 301,244 3,359,596 -370,606 2,988,990

Provisions 62,841 9,615 14,480 2,101 89,037 -1,331 87,706

liabilities 2,174,086 13,932 15,796 7,023 2,210,837 -77,475 2,133,362

thereof liabilities to banks 2,020,332 0 0 0 2,020,332 0 2,020,332

Deferred income and deferred tax liabilities 6,175 926 0 0 7,101 -381 6,720

Total liabilities 2,243,102 24,473 30,276 9,124 2,306,975 -79,187 2,227,788


Segment Reporting

InCoMe stAteMent 2012





Revenues

generated by third parties 329,300 79,741 209,246 0 618,287 0 618,287

generated by other segments 26,277 72,794 134 0 99,205 -99,205 0

355,577 152,535 209,380 0 717,492 -99,205 618,287

Changes to inventories 0 -157 3,020 0 2,863 0 2,863

Gross revenue for the period 355,577 152,378 212,400 0 720,355 -99,205 621,150

Other operating income 66,629 9,700 10,160 7,822 94,311 -7,876 86,435

Cost of materials -106,203 -83,651 -214,808 6 -404,656 96,542 -308,114

Personnel expenses -9,335 -48,088 -12,582 -9,448 -79,453 5,000 -74,453

Depreciation of fixed intangible and tangible assets

Amortisation and depreciation of intangible and tangible assets -119,549 -200 -477 -505 -120,731 0 -120,731

Write-downs of current assets -7,369 -7,476 0 0 -14,845 0 -14,845

-126,918 -7,676 -477 -505 -135,576 0 -135,576

Other operating expenses -36,291 -17,715 -13,350 -10,162 -77,518 5,476 -72,042

subtotal 143,459 4,948 -18,657 -12,287 117,463 -63 117,400

Income from investments 767 0 6 4,105 4,878 -4,033 845

Result from associated companies 3,559 94 994 0 4,647 0 4,647

Income from other securities and long-term loans 71 0 0 58 129 0 129

Other interest and similar income 3,138 1,152 156 1,664 6,110 -3,375 2,735

Write-downs of financial assets -8,030 -39 -83 0 -8,152 0 -8,152

Interest and similar expenses -94,984 -404 -225 -222 -95,835 3,388 -92,447

Result from ordinary activities 47,980 5,751 -17,809 -6,682 29,240 -4,083 25,157

Taxes on income -2,249 -562 248 -58 -2,621 0 -2,621

Other taxes -61 0 -13 -3 -77 0 -77

net income/net loss for the year 45,670 5,189 -17,574 -6,743 26,542 -4,083 22,459


InCoMe stAteMent 2011





Revenues

generated by third parties 278,210 72,550 218,211 5,328 574,299 0 574,299

generated by other segments 31,176 42,642 78 0 73,896 -73,896 0

309,386 115,192 218,289 5,328 648,195 -73,896 574,299

Changes to inventories 0 43 -3,545 738 -2,764 0 -2,764

Gross revenue for the period 309,386 115,235 214,744 6,066 645,431 -73,896 571,535

Other operating income 14,874 5,258 7,784 9,259 37,175 -7,917 29,258

Cost of materials -75,872 -62,350 -202,005 -2,028 -342,255 71,903 -270,352

Personnel expenses -12,796 -40,370 -11,140 -6,639 -70,945 3,157 -67,788

Depreciation

Amortisation and depreciation of intangible and tangible assets -103,588 -157 -565 -1,315 -105,625 0 -105,625

Write-downs of current assets -622 0 0 0 -622 0 -622

-104,210 -157 -565 -1,315 -106,247 0 -106,247

Other operating expenses -36,917 -9,349 -13,772 -10,895 -70,933 6,863 -64,070

subtotal 94,465 8,267 -4,954 -5,552 92,226 110 92,336

Income from investments 568 0 0 6,304 6,872 -6,130 742

Result from associated companies 3,051 171 543 0 3,765 -1 3,764

Income from other securities and long-term loans 384 0 0 0 384 0 384

Other interest and similar income 903 1,041 124 140 2,208 -949 1,259

Write-downs of financial assets -6,295 0 0 0 -6,295 0 -6,295

Interest and similar expenses -75,560 -15 -177 -2,721 -78,473 951 -77,522

Result from ordinary activities 17,516 9,464 -4,464 -1,829 20,687 -6,019 14,668

Taxes on income 223 -470 -407 -169 -823 -2 -825

Other taxes -27 -1 -7 -5 -40 2 -38

net income/net loss for the year 17,712 8,993 -4,878 -2,003 19,824 -6,019 13,805


Segment Reporting

CAsh Flow stAteMent 2012




Con-solidation Group

net income 45,670 5,189 -17,574 -6,743 26,542 -4,083 22,459

+ Depreciation, amortisation and impairment of fixed assets 127,578 239 560 506 128,883 0 128,883

- Write-up of fixed assets -13,452 0 0 0 -13,452 0 -13,452

Increase (+)/decrease (-) in long-term provisions (> 1 year) -1,813 1 -60 0 -1,872 0 -1,872

+ Other non-cash expenses 8,525 30 0 5 8,560 -152 8,408

- Other non-cash income -19,664 -561 -1,404 0 -21,629 -2 -21,631

- Gain from disposal of fixed assets -209 -1 -852 0 -1,062 0 -1,062

+ Loss from disposal of fixed assets 18 5 0 0 23 -2 21

+/- Changes to other balance sheet items -13,922 4,686 -2,532 1,176 -10,592 105 -10,487

= Cash flow from operating activities 132,731 9,588 -21,862 -5,056 115,401 -4,134 111,267

+ Payments received from disposal of tangible and intangible assets 14,950 1 28 1 14,980 -17 14,963

+ Payments received from disposal of financial assets and repayments 3,053 66 5,832 2,279 11,230 -2,279 8,951

- Payments made for investments in tangible and intangible assets -181 -242 -544 -3,064 -4,031 16 -4,015

- Payments made for investments in financial assets -436 -25 -205 -34,954 -35,620 34,954 -666

+ Payments received from the sale of consolidated companies and other business units 0 0 0 0 0 0 0

- Payments made for the purchase of consolidated companies and other business units -137 60 0 0 -77 0 -77

+/- Changes financial receivables -25,312 -19,351 -4,238 -622 -49,523 51,923 2,400

= Cash flow from investing activities -8,063 -19,491 873 -36,360 -63,041 84,597 21,556

+ Payments received from equity increases and advances of shareholders 16,126 3,409 15,419 0 34,954 -34,954 0

- Payments to owners and minority shareholders -7,053 -2,229 0 -10,989 -20,271 6,262 -14,009

+ Payments received from the raising of borrowings 2,251 2,543 934 63,554 69,282 -60,304 8,978

- Payments made for the repayment of borrowings -140,986 0 -3,875 -7,570 -152,431 8,533 -143,898

= Cash flow from financing activities -129,662 3,723 12,478 44,995 -68,466 -80,463 -148,929

= net change in cash and cash equivalents -4,994 -6,180 -8,511 3,579 -16,106 0 -16,106

- Decrease in cash and cash equivalents due to changes in scope of consolidation 10 0 -10 0 0 0 0

+ Increase in cash and cash equivalents due to changes in scope of consolidation 41,736 0 0 0 41,736 0 41,736

+/- Effect on cash and cash equivalents of exchange rate movements -3,457 -7 13 -525 -3,976 0 -3,976

+ Cash and cash equivalents at beginning of period 29,248 9,532 10,552 2,138 51,470 0 51,470

= Cash and cash equivalents at end of period 62,543 3,345 2,044 5,192 73,124 0 73,124


CAsh Flow stAteMent 2011




Con-solidation Group

net income 17,712 8,993 -4,878 -2,003 19,824 -6,019 13,805

+ Depreciation, amortisation and impairment of fixed assets 109,883 157 565 1,315 111,920 -1 111,919

- Write-up of fixed assets 0 0 0 0 0 0 0

Increase (+)/decrease (-) in long-term provisions (> 1 year) 0 0 -29 0 -29 0 -29

+ Other non-cash expenses 10,726 1,515 128 1,481 13,850 -30 13,820

- Other non-cash income -20,242 -1,039 -674 -1,416 -23,371 3 -23,368

- Gain from disposal of fixed assets -101 -5 0 -3 -109 1 -108

+ Loss from disposal of fixed assets 12 0 2 0 14 0 14

+/- Changes to other balance sheet items 40,106 364 1,609 2,194 44,273 -329 43,944

= Cash flow from operating activities 158,096 9,985 -3,277 1,568 166,372 -6,375 159,997

+ Payments received from disposal of tangible and intangible assets 16 6 1 14 37 0 37

+ Payments received from disposal of financial assets and repayments 9,402 0 552 6,435 16,389 -5,324 11,065

- Payments made for investments in tangible and intangible assets -307,625 -138 -467 -512 -308,742 0 -308,742

- Payments made for investments in financial assets -1,162 -3 -1 -276 -1,442 0 -1,442

+ Payments received from the sale of consolidated companies and other business units 0 0 0 -501 -501 -1 -502

- Payments made for the purchase of consolidated companies and other business units -4,237 0 0 0 -4,237 0 -4,237

+/- Changes financial receivables -3,890 -11,615 -2,941 0 -18,446 18,446 0

= Cash flow from investing activities -307,496 -11,750 -2,856 5,160 -316,942 13,121 -303,821

+ Payments received from equity increases and advances of shareholders 0 0 0 170 170 0 170

- Payments to owners and minority shareholders -10,515 0 -4,002 -7,647 -22,164 11,455 -10,709

+ Payments received from the raising of borrowings 603,374 0 3,890 4,001 611,265 -18,987 592,278

- Payments made for the repayment of borrowings -484,883 0 0 -9,629 -494,512 787 -493,725

= Cash flow from financing activities 107,976 0 -112 -13,105 94,759 -6,745 88,014

= net change in cash and cash equivalents -41,423 -1,765 -6,245 -6,377 -55,810 0 -55,810

- Decrease in cash and cash equivalents due to changes in scope of consolidation 0 0 0 0 0 0 0

+ Increase in cash and cash equivalents due to changes in scope of consolidation 74,925 5,264 0 8 80,197 0 80,197

+/- Effect on cash and cash equivalents of exchange rate movements 3,905 -130 20 -4 3,791 0 3,791

+ Cash and cash equivalents at beginning of period 34,530 6,163 16,778 8,511 65,982 0 65,982

= Cash and cash equivalents at end of period 71,937 9,532 10,553 2,138 94,160 0 94,160

84 Rickmers GroupNotes

Notes to the Consolidated Financial Statements 2012

1 General Information on the Consolidated Financial Statements

The consolidated financial statements of Rickmers Holding GmbH & Cie. KG as at 31 December 2012 have been prepared in accordance with the provisions of the German Commer-cial Code (Handelsgesetzbuch - HGB).

In the first half-year 2012, the subgroup of Rickmers Maritime, Singapore (Rickmers Maritime) was subject to a change in consolidation method, from a company formerly accounted for at equity to a fully consolidated subgroup. At the Rickmers Maritime shareholders’ meet-ing held 23 April 2012, the Rickmers Group again attained more than 70 per cent share of the voting rights. The voting power of Rickmers Group is deemed sustainable,

thus enabling Rickmers Group to exert de facto control over Rickmers Maritime.

First time full consolidation of Rickmers Maritime has been based on asset values at the date control was obtained. Proportionate profit and loss effects for the corresponding period have been considered within retained earnings.

The consolidated financial statements as at 31 December 2012 contain prior year figures for comparison purposes. As the change in consolidation method of Rickmers Maritime has a major influence on Rickmers Group financial state-ments, prior year financial statements (‘as reported’) have been supplemented with adjusted prior year financial statements (‘pro forma’). This reflects a change in the con-solidation method of Rickmers Maritime within 2011 to ease comparison.

2 Group of Consolidated Companies

As at 31 December 2012, the group of consolidated companies in Rickmers Holding GmbH & Cie. KG comprises a total of 111 companies. Of these, 102 are fully consolidated and one is proportionately consolidated. Seven associated companies are accounted for using the equity method.

No. Name and registered office of the company (Germany unless otherwise stated) Shareholding in %

1 Rickmers Holding GmbH & Cie. KG, Hamburg –

Fully consolidated companies

2 Andreas Navigation Ltd., Douglas, Isle of Man 100

3 ARCTIC Shipping GmbH, Hamburg 100

4 ATLANTIC Gesellschaft zur Vermittlung internationaler Investitionen mbH & Co. KG, Hamburg 80.0

5 ATLANTIC Structured Finance GmbH & Cie. KG, Hamburg 100

6 Baldrine Navigation Ltd., Douglas, Isle of Man 100

7 Baldwin Navigation Ltd., Douglas, Isle of Man 100

8 Ballacraine Navigation Ltd., Douglas, Isle of Man 100

9 Barrule Navigation Ltd., Douglas, Isle of Man 100

10 Careway Shipping Co. Ltd., Limassol, Cyprus 100

Annual Report 2012 85Notes


11 Chasms Navigation Ltd., Douglas, Isle of Man 100

12 Clan Maritime & Yachting Ltd., Sliema, Malta 100

13 Clan Navigation Limited, Singapore 33.1

14 Cornaa Navigation Ltd., Douglas, Isle of Man 100

15 Cregneash Navigation Ltd., Douglas, Isle of Man 100

16 Curragh Navigation Ltd., Douglas, Isle of Man 100

17 Dalby Navigation Ltd., Douglas, Isle of Man 100

18 Ebba Navigation Limited, Singapore 33.1

19 Einundvierzigste Reederei Alsterufer 26 GmbH & Cie. KG, Hamburg 100

20 Erin Navigation Ltd., Douglas, Isle of Man 100

21 Erwin Rickmers Navigation Limited, Singapore 33.1

22 ESSE Expert Shipping Service GmbH & Co. KG, Hamburg 100

23 EVT Elbe Vermögens Treuhand GmbH, Hamburg 80.0

24 Frimley Assets S.A., Panama City, Panama 100

25 Fünfte Reederei Neumühlen 19 GmbH & Cie. KG, Hamburg 100

26 Garff Navigation Ltd., Douglas, Isle of Man 100

27 GLOBAL Investments Ltd., Limassol, Cyprus 100

28 GLOBAL Management Ltd., Limassol, Cyprus 100

29 Greeba Navigation Ltd., Douglas, Isle of Man 100

30 Groudle Navigation Ltd., Douglas, Isle of Man 100

31 Helen Navigation Ltd., Douglas, Isle of Man 100

32 Henry II Navigation Limited, Singapore 33.1

33 Hillberry Navigation Ltd., Douglas, Isle of Man 100

34 India Navigation Limited, Singapore 33.1

35 Island Marine Service Co. Ltd., Douglas, Isle of Man 100

36 JACOB Rickmers Schifffahrtsgesellschaft mbH & Cie. KG, Hamburg 100

37 Kaethe Navigation Limited, Singapore 33.1

38 Laranna Rickmers Navigation Limited, Singapore 33.1

39 Lezayre Navigation Ltd., Douglas, Isle of Man 100

40 Lonan Navigation Ltd., Douglas, Isle of Man 100

41 Lonergan Overseas Inc., Panama City, Panama 100

42 Maja Rickmers Navigation Limited, Singapore 33.1

43 Malew Navigation Ltd., Douglas, Isle of Man 100

44 Marown Navigation Ltd., Douglas, Isle of Man 100

45 Marte Rickmers Navigation Limited, Singapore 33.1

46 MCC Marine Consulting & Contracting GmbH & Cie. KG, Hamburg 100

47 Moni II Navigation Limited, Singapore 33.1

48 Mooragh Navigation Ltd., Douglas, Isle of Man 100

49 MS ‘GOTLAND’ Schifffahrtsgesellschaft mbH & Co. KG, Lübeck 64.3

50 MS ‘LOLLAND’ Schifffahrtsgesellschaft mbH & Co. KG, Lübeck 64.3

51 Murrays Navigation Ltd., Douglas, Isle of Man 100

52 Olympia II Navigation Limited, Singapore 33.1

53 Onchan Navigation Ltd., Douglas, Isle of Man 100

54 Orrisdale Navigation Ltd., Douglas, Isle of Man 100

55 Peel Navigation Ltd., Douglas, Isle of Man 100

56 Pingel Navigation Limited, Singapore 33.1

57 Polaris Shipmanagement Co. Ltd., Douglas, Isle of Man 100

58 PSB Project Services Beteiligungsgesellschaft mbH, Hamburg 100

59 Ramsey Navigation Ltd., Douglas, Isle of Man 100

60 Reederei ANTARCTICO Berulan GmbH & Co. KG, Hamburg 99.5

61 Regaby Navigation Ltd., Douglas, Isle of Man 100



62 Richard II Navigation Limited, Singapore 33.1

63 Rickmers (Korea) Inc., Seoul, Korea 100

64 Rickmers 1. Terminal Beteiligungs GmbH, Hamburg 100



67 Rickmers Crewing GmbH, Hamburg (prior year: Rickmers Shipmanagement GmbH, Hamburg) 100

68 Rickmers Dritte Beteiligungs-Holding GmbH, Hamburg 100

69 Rickmers First Invest GmbH, Hamburg 100

70 Rickmers Genoa Schifffahrtsgesellschaft mbH & Cie. KG, Hamburg 100

71 Rickmers Japan Inc., Tokyo, Japan 100

72 Rickmers Marine Agency Romania S.R.L., Constanta, Romania 100

73 Rickmers-Linie (America) Inc., Houston, USA 100

74 Rickmers-Linie Belgium N.V., Antwerp, Belgium 100

75 Rickmers-Linie GmbH & Cie. KG, Hamburg 100

76 Rickmers Maritime, Singapore 33.1

77 Rickmers Reederei GmbH & Cie. KG, Hamburg 100

78 Rickmers Second Invest GmbH, Hamburg 100

79 Rickmers Shipinvest GmbH & Cie. KG, Hamburg 100

80 Rickmers Shipmanagement GmbH & Cie. KG, Hamburg 100

81 Rickmers Shipmanagement (Singapore) Pte. Ltd., Singapore 100

82 Rickmers Shipping (Shanghai) Co. Ltd., Shanghai, People's Republic of China 80.0

83 Rickmers Terminal Holding GmbH, Hamburg 100

84 Rickmers Trust Management Pte. Ltd., Singapore 100

85 RLA Cargo Services Inc., Delaware, USA 100

86 Ronague Navigation Ltd., Douglas, Isle of Man 100

87 Sabine Rickmers Navigation Limited, Singapore 33.1

88 Santon Navigation Ltd., Douglas, Isle of Man 100

89 Sartfield Navigation Ltd., Douglas, Isle of Man 100

90 Sechste Reederei Neumühlen 19 GmbH & Cie. KG, Hamburg 100

91 Seven Seas Shipping GmbH & Co. KG, Hamburg 100

92 Siebte Reederei Neumühlen 19 GmbH & Cie. KG, Hamburg 100

93 Smeale Navigation Ltd., Douglas, Isle of Man 100

94 Soderick Navigation Ltd., Douglas, Isle of Man 100

95 Sui An Navigation Limited, Singapore 33.1

96 Sulby Navigation Ltd., Douglas, Isle of Man 100

97 Surby Navigation Ltd., Douglas, Isle of Man 100

98 Tynwald Navigation Ltd., Douglas, Isle of Man 100

99 Verwaltung Rickmers-Linie GmbH, Hamburg 100

100 Vicki Rickmers Navigation Limited, Singapore 33.1

101 Wilbert Shipping Co. Ltd., Limassol, Cyprus 100

102 Willric Shipping Co. Ltd., Limassol, Cyprus 100

103 Wilmore Shipping Co. Ltd., Limassol, Cyprus 100

Proportionately consolidated companies

104 Harper Petersen & Co. (GmbH & Cie. KG), Hamburg 50.0



Companies accounted for using the equity method

105 Colombo International Nautical and Engineering College (Pvt.) Ltd., Colombo, Sri Lanka 12.5

106 Madryn Holdings Inc., Manila, Philippines 40.0

107 Maersk-Rickmers U.S. Flag Project Carrier LLC, Delaware, USA 50.0

108 MS ‘PATRICIA RICKMERS’ Reederei Rickmers GmbH & Cie. KG, Hamburg 40.4

109 Rickmers Marine Agency Lanka (Pvt.) Ltd., Colombo, Sri Lanka 40.0

110 Rickmers Marine Agency Philippines Inc., Manila, Philippines 25.0

111 Wallmann & Co. (GmbH & Co.), Hamburg 25.1

Changes to the group of consolidated companies compared to the previous year can be taken from the following tables:

Additions to the group of consolidated companies



1 Clan Navigation Limited, Singapore 33.1

2 Ebba Navigation Limited, Singapore 33.1

3 Erwin Rickmers Navigation Limited, Singapore 33.1

4 Henry II Navigation Limited, Singapore 33.1

5 India Navigation Limited, Singapore 33.1

6 Kaethe Navigation Limited, Singapore 33.1

7 Laranna Rickmers Navigation Limited, Singapore 33.1

8 Maja Rickmers Navigation Limited, Singapore 33.1

9 Marte Rickmers Navigation Limited, Singapore 33.1

10 Moni II Navigation Limited, Singapore 33.1

11 Olympia II Navigation Limited, Singapore 33.1

12 Pingel Navigation Limited, Singapore 33.1

13 Reederei ANTARCTICO Berulan GmbH & Co. KG, Hamburg 99.5

14 Richard II Navigation Limited, Singapore 33.1


16 Rickmers Shipmanagement GmbH & Cie. KG, Hamburg 100

17 Rickmers Shipping (Shanghai) Co. Ltd., Shanghai, People's Republic of China 80.0

18 RLA Cargo Services Inc., Delaware, USA 100

19 Sabine Rickmers Navigation Limited, Singapore 33.1

20 Sui An Navigation Limited, Singapore 33.1

21 Vicki Rickmers Navigation Limited, Singapore 33.1


22 Maersk-Rickmers U.S. Flag Project Carrier LLC, Delaware/USA 50.0


Disposals from the group of consolidated companies



1 Wilmar Shipping Co. Ltd., Limassol/Cyprus 100


2 APROJECTS NV, Zwijndrecht/Belgium 20.0

3 DP World Antwerp NV, Zwijndrecht/Belgium 20.0

4 Global Marine Insurance Brokerage Services Ltd., Limassol/Cyprus 50.0


Affiliated/associated companies not included in the group of consolidated companies

A total of 114 companies were not consolidated. These companies have no significant business operations of their own and, overall, have no material impact on the finan-cial position, financial performance and cash flows of the Rickmers Group. These companies are listed below:


Affiliated companies not included in the group of consolidated companies

112 AAT ATLANTIC Australien Treuhand GmbH, Hamburg 100

113 Anzac Geschäftsführungsgesellschaft mbH & Co. KG, Göppingen 100

114 Anzac Verwaltungsgesellschaft mbH, Göppingen 100

115 ATL Australien 1 GmbH, Hamburg 100

116 ATLANTIC Australien Geschäftsführung GmbH, Hamburg 100

117 ATLANTIC US INVESTMENT Inc., New York/USA 100

118 EASYSHIP Gesellschaft zur Vermittlung maritimer Investitionen mbH, Hamburg 100

119 EASYSHIP Verwaltungsgesellschaft mbH, Hamburg 100

120 Geschäftsführung ATLANTIC Deutschlandfonds 1 mbH, Hamburg 100

121 Hanse Baltic Shipping GmbH, Lübeck 64.0

122 Marick Ltd., Monrovia/Liberia 100

123 MS BENJAMIN RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

124 MS FELICITAS RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

125 MS GEORGE RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

126 MS JOHAN RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

127 MS ROBERT RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

128 MS SANDY RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

129 MS WILLI RICKMERS Schifffahrts-Verwaltungsgesellschaft mbH, Hamburg 100

130 Rickmers Asia Pte. Ltd., Singapore 100

131 Rickmers-Linie (Singapore) Pte. Ltd., Singapore 100

132 Rickmers Neubau GmbH, Hamburg 100

133 VANY RICKMERS Schiffahrtsges. mbH & Cie. KG, Hamburg 100

134 Verwaltung ARUNI RICKMERS Schiffahrtsgesellschaft mbH, Hamburg 100

135 Verwaltung ASTA RICKMERS Schiffahrtsgesellschaft mbH, Hamburg 100

136 Verwaltung ATLANTIC Absolute Return 1 GmbH, Hamburg 100

137 Verwaltung ATLANTIC Gesellschaft zur Vermittlung internationaler Investitionen mbH, Hamburg 100

138 Verwaltung ATLANTIC Structured Finance GmbH, Hamburg 100

139 Verwaltung CARLA RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

140 Verwaltung CATHRINE RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

141 Verwaltung CHARLOTTE C. RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100



142 Verwaltung ERNST RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

143 Verwaltung ESSE Expert Shipping Service GmbH, Hamburg 100

144 Verwaltung FIONA RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

145 Verwaltung Fünfte Reederei NEUMÜHLEN 19 Schifffahrtsgesellschaft mbH, Hamburg 100

146 Verwaltung JACKY RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

147 Verwaltung JACOB RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

148 Verwaltung JENNIFER RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

149 Verwaltung JOCK RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

150 Verwaltung LAURITA RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

151 Verwaltung LILLY RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

152 Verwaltung MARIE RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

153 Verwaltung MCC Marine Consulting & Contracting GmbH, Hamburg 100

154 Verwaltung RICKMERS ANTWERP Schifffahrtsgesellschaft mbH, Hamburg 100

155 Verwaltung RICKMERS GENOA Schifffahrtsgesellschaft mbH, Hamburg 100

156 Verwaltung RICKMERS HAMBURG Schifffahrtsgesellschaft mbH, Hamburg 100

157 Verwaltung Rickmers Holding GmbH, Hamburg 100

158 Verwaltung RICKMERS SHANGHAI Schifffahrtsgesellschaft mbH, Hamburg 100

159 Verwaltung Rickmers Shipmanagement GmbH, Hamburg 100

160 Verwaltung RICKMERS TOKYO Schifffahrtsgesellschaft mbH, Hamburg 100

161 Verwaltung SAYLEMOON und NINA RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

162 Verwaltung SEAN RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

163 Verwaltung SOPHIE RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

164 Verwaltung TETE RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

165 Verwaltung VANY RICKMERS Schifffahrtsgesellschaft mbH, Hamburg 100

166 Verwaltungsgesellschaft Einundvierzigste Reederei Alsterufer 26 mbH, Hamburg 100

167 Verwaltungsgesellschaft MS ‘CLASEN RICKMERS’ Rickmers Reederei mbH, Hamburg 100

168 Verwaltungsgesellschaft MS ‘PATRICIA RICKMERS’ Reederei Rickmers mbH, Hamburg 100

169 Verwaltungsgesellschaft MS ‘SEVEN SEAS’ Shipping mbH, Hamburg 100

170 Verwaltungsgesellschaft Rickmers Reederei mbH, Hamburg 100

171 Verwaltungsgesellschaft Rickmers Shipinvest mbH, Hamburg 100

172 Verwaltungsgesellschaft Riverside Center mbH, Hamburg 100

173 Verwaltungsgesellschaft Sechste Reederei NEUMUEHLEN 19 mbH, Hamburg 100

174 Verwaltungsgesellschaft Siebte Reederei NEUMUEHLEN 19 mbH, Hamburg 100

175 Verwaltungsgesellschaft zweiunddreißigste Reederei Alsterufer 26 mbH, Hamburg 100

Associated companies not included in the group of consolidated companies

176 AAA Capital-ATLANTIC Investitionsgesellschaft mbH & Co. KG, Grünwald 50.0

177 AAA Capital-ATLANTIC Verwaltung Investitionsgesellschaft mbH, Grünwald 50.0

178 AAA Capital Game Production and Sales GmbH, Hanover 50.0

179 Beteiligung MARIE SCHULTE Shipping GmbH, Hamburg 50.0

180 Beteiligung MS ‘BENJAMIN SCHULTE’ Shipping GmbH, Hamburg 50.0

181 Beteiligung MS ‘CLARA SCHULTE’ Shipping GmbH, Hamburg 50.0

182 Beteiligung MS ‘ISABELLE SCHULTE’ Shipping GmbH, Hamburg 50.0

183 Beteiligung MS ‘NATALIE SCHULTE’ Shipping GmbH, Hamburg 50.0

184 CAMPUS Rainville GmbH & Co. KG, Hamburg 48.0

185 Deutsche Frachtschiff-Kontor GmbH & Co. KG, Hamburg 50.0

186 EH1 Emissionshaus GmbH, Hamburg 50.0

187 EH1 Logistik 1 Verwaltungs GmbH, Hamburg 50.0

188 EH1 Management GmbH, Oststeinbek 50.0

189 EH1 Pictures Verwaltungs GmbH, Oststeinbek 32.5

190 EH1 US-Leben Fonds 1 Verwaltungs GmbH, Oststeinbek 50.0



191 Elly Suhl Speditionsgesellschaft m.b.H., Hamburg 25.2

192 Harper Petersen & Co. (Asia) Ltd., Hong Kong 50.0

193 MS ‘ALTHEA’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

194 MS ‘NORTHERN MAGNITUDE’ Schifffahrtsgesellschaft mbH, Hamburg 49.2

195 MS ‘PREP’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

196 Verwaltung Harper Petersen GmbH, Hamburg 50.0

197 Verwaltung MS ‘AENNE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

198 Verwaltung MS ‘ALEXANDRA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

199 Verwaltung MS ‘ALICE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

200 Verwaltung MS ‘ANDRE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

201 Verwaltung MS ‘ANDREAS RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

202 Verwaltung MS ‘ANNA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

203 Verwaltung MS ‘CAMILLA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

204 Verwaltung MS ‘CCNI ARAUCO’ Schifffahrtsgesellschaft mbH, Hamburg 49.0

205 Verwaltung MS ‘CCNI Aysen’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

206 Verwaltung MS ‘CCNI Chiloe’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

207 Verwaltung MS ‘CHRISTA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

208 Verwaltung MS ‘DEIKE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

209 Verwaltung MS ‘DENDERAH RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

210 Verwaltung MS ‘ETHA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

211 Verwaltung MS ‘HELENE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

212 Verwaltung MS ‘LARA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

213 Verwaltung MS ‘MABEL RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

214 Verwaltung MS ‘MADELEINE RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

215 Verwaltung MS ‘MAI RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

216 Verwaltung MS ‘URSULA RICKMERS’ Schiffsbeteiligungsgesellschaft mbH, Hamburg 50.0

217 Verwaltung MT ‘CHEMTRANS ALSTER’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

218 Verwaltung MT ‘CHEMTRANS EMS’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

219 Verwaltung MT ‘CHEMTRANS OSTE’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

220 Verwaltung MT ‘CHEMTRANS WESER’ Schifffahrtsgesellschaft mbH, Hamburg 50.0

221 Verwaltung Schifffahrtsgesellschaft MS ‘VALBELLA’ mbH, Hamburg 50.0

222 Verwaltung Schifffahrtsgesellschaft MS ‘VALDEMOSA’ mbH, Hamburg 50.0

223 Verwaltung Schifffahrtsgesellschaft MS ‘VALDIVIA’ mbH, Hamburg 50.0

224 Verwaltung Schifffahrtsgesellschaft MS ‘VALPARAISO’ mbH, Hamburg 50.0

3 Principles of Consolidation

Capital consolidation

All subsidiaries that are either directly or indirectly con-trolled by Rickmers Holding GmbH & Cie. KG and that are significant for the financial position, financial performance and cash flows are included in the consolidated financial statements.

Capital consolidation for subsidiaries acquired prior to 31 December 2009 has been performed in accordance with

the book value method at the date of acquisition or in-corporation. Subsidiaries acquired after 1 January 2010 are consolidated in accordance with the revaluation method. Positive differences from capital consolidation relating to subsidiaries acquired prior to 31 December 2009 have been considered within retained earnings, while corresponding negative effects have been recognised in a separate item below equity under ‘Differences from capital consolidation’.

Differences from capital consolidation for subsidiaries ac-quired as at 1 January 2010 are accounted for as goodwill or negative goodwill in accordance with German accounting standard DRS 4.


Joint ventures

Joint ventures, i.e. companies managed by Rickmers Hold-ing GmbH & Cie. KG in partnership with a company not in-cluded in the group of consolidated companies, are either proportionately consolidated pursuant to section 310 HGB or accounted for using the equity method pursuant to section 311 HGB.

Valuation of investments in associated companies

Investments in associated companies were measured in accordance with the book value method pursuant to sec-tion 312(1) sentence 1 HGB at the date of acquisition (equity method).

The result from associated companies amounts to € 4,647 thousand for the financial period 2012.

Rickmers Group accounts for the joint venture Maersk- Rickmers U.S. Flag Project Carrier LLC, Delaware/USA, as at 6 July 2012 using the equity method. A capital contribution of USD 250 thousand was made at the date of incorporation.

Debt consolidation

Receivables and liabilities, or provisions, between com-panies included in the consolidated financial statements were eliminated pursuant to section 303 HGB. Proportion-ate consolidation is performed on a pro-rata basis using the same principles pursuant to section 310(2) HGB.

Elimination of inter-company profits

Tangible fixed assets are adjusted by eliminating any intra-group profits in accordance with section 304 HBG.

Consolidation of income and expenses

Revenue, income, and expenses resulting from the supply of goods and services between consolidated Group companies are eliminated pursuant to sections 305 and 310 HGB. Currency conversion

The consolidated financial statements of Rickmers Holding GmbH & Cie. KG are prepared in euros.

Assets and liabilities are converted into euro at the aver-age spot exchange rate prevailing on the balance sheet date, while income statement items are converted using the average exchange rate for the year. Equity is converted at corresponding historical rates. Exchange rate differences arising from converting items in the balance sheet at dif-ferent rates compared with the previous year and from using different rates to convert Group profit and loss are directly recognised within equity. In 2012, currency conver-sion differences amount to € -13,422 thousand.

4 Accounting and Measurement Policies

Accounting and measurement policies applied in the pre-vious year were retained.

Fixed assets

Purchased intangible assets are considered at acquisition cost and are amortised over their expected useful lives us-ing the straight-line method; in the year of acquisition this amortisation is calculated on a pro-rata basis. Any goodwill arising from acquisitions prior to 1 January 2010 is amortised over four years pursuant to section 255(4) sen-tence 2 HGB (old version).

Tangible assets are accounted for at cost less scheduled depreciation and impairments. Production costs include capitalised construction interest. Vessels included in tan-gible assets are depreciated using the straight-line method over a useful life of 22 years.

Fixed financial assets are recognised at the lower of ac-quisition costs, including incidental costs of acquisition, and fair value. Conditionally repayable funds decrease the book value of fixed financial assets pursuant to the IDW accounting interpretation IDW RS HFA 18 and are shown as disposals in the statement of changes in fixed assets.

Inventories

Inventories are carried at the lower of cost or market val-ue. Inventory risks resulting from storage periods or di-minished usability are accounted for through appropriate write-downs. Valuation of inventories of paints, chemicals and secondary lubricants is based on fixed value pursuant to section 256 HGB in conjunction with section 240(3) HGB; valuation of primary lubricants is based on average value pursuant to section 256 HGB in conjunction with section 240(4) HGB.

Capitalised expenses for unfinished voyages are measured at the lower of cost or fair value. Pursuant to section 268 (5) HGB, advanced payments received for unfinished voyages are carried separately from inventories. Payments received exceeding the book value of inventories are shown under liabilities.

Receivables and other assets

Receivables, other assets, as well as cash and cash equiva-lents are generally accounted for at their nominal value.

The Rickmers Group accounted for the increased probability of default concerning trade receivables and other assets from shipping companies in financial distress by recognis-ing specific valuation allowances. The calculation of valu-ation allowances for KG shipping companies either sold or


most likely to be sold at the closing date has been based on the difference between cash funds and remaining receivables or other assets. In the event of underfunding, allowances were recognised for the receivables or other assets.

For KG shipping companies not sold, the long-term asset value of the ship was compared to the receivables or other assets. Allowances were recognised in the event of under-funding.

Provisions for pensions and similar obligations

Pension provisions are recognised on the basis of actu-arial calculations using the projected unit credit method based on the 2005 G actuarial tables established by Dr. Klaus Heubeck. The calculation uses a net present value based on an interest rate of 5.06 % p.a. published by the Deutsche Bundesbank on 31 December 2012 for an expect-ed remaining term of 15 years, and a pension increase of 5.5 % p.a. equating to the expected inflation rate over a three-year period. Other provisions

Provisions are accounted for based on a settlement value estimated in line with prudent commercial assessment taking into account all recognisable risks and uncertain obligations.

Liabilities

Liabilities are accounted for using their settlement values.

Deferred expenses/income

Income or expenses incurred before the reporting date are deferred under assets or equity and liabilities accordingly, provided that they represent income or expenses for a specified period after this date.

Currency conversion

Receivables and liabilities in foreign currencies are meas-ured at the average spot exchange rate on the transaction date or at the lower (assets side) or higher (liabilities side) average rate at the reporting date, applying the imparity and realisation principle. Non-hedged receivables or li-abilities with a remaining term of less than one year are converted using the average spot exchange rate at the re-porting date.

Deferred taxes

Deferred tax assets and deferred tax liabilities are recog-nised for temporary and quasi-permanent differences the tax base and the carrying amounts under HGB provided that such deferred taxes are likely to be offset in subse-

quent financial years and will result in tax credits or charges. Rickmers Group exercises the option to account for an asset surplus.

Recognised deferred taxes are reversed as soon as there is a tax charge or credit, or when a tax charge or credit is unlikely to occur.

Deferred taxes are measured applying the company-spe-cific tax rates on the existing temporary and quasi-perma-nent differences at the time differences are reversed. Lim-ited partnerships headquartered in Hamburg are subject to a municipal trade tax rate of 16.45 per cent and German joint-stock companies subject to a tax rate of 32.28 per cent. Deferred tax assets and liabilities accrued by foreign companies are based on local income tax rates.

Deferred taxes on losses carried forward are only reported in the amount in which they can be subsequently utilised.

Deferred tax assets and liabilities are recognised on a net basis. There is no discounting.

All differences between the commercial and tax accounts resulting from consolidation measures are shown as de-ferred taxes pursuant to section 306 HGB.

5 Notes to the Balance Sheet

Fixed assets

The development of fixed assets is shown in the statement of changes in fixed assets on the following pages.

Receivables

Receivables from companies in which the company has a participating interest comprise trade receivables of € 13,044 thousand and receivables from loans granted and accrued interest from silent partnerships totalling € 3,200 thousand.

Trade receivables from companies in which Rickmers Group has a participating interest amounting to € 5,409 thousand were shown under trade receivables as at 31 December 2011.

Receivables from affiliated companies contain trade re-ceivables of € 14 thousand.

Other assets

Other assets of € 67,556 thousand refer to claims from refund guarantees relating to prepayments on vessel new-builds that were cancelled.


Group equity

Changes in equity are shown in the statement of changes in equity.

The balance sheet disclosure of retained earnings has been adjusted to the statement of changes in equity as at 31 December 2012 now separately reporting positions rev-enue reserves generated and positive consolidation dif-ference. Comparable prior year figures for the position retained earnings are € 116,275 thousand (pro forma) and € 10,843 thousand (as reported).

Liabilities

Maturity terms of liabilities and the collateral security pro-vided for such liabilities are shown in the following state-ment of liabilities:

Changes to balance sheet items of which, with a remaining term

Balance sheet item in € thousand

as at:31.12.2011

Addition (+) Re-

payment (-)

as at:31.12.2012

up to1 year

between 1 and

5 yearsover

5 years

of whichcollateral-

isedType of

collateral

1. Liabilities to banks 1,541,797 300,100 1,841,897 225,096 1,469,641 147,160 1,835,222 1, 2

2. Payments received on account 0 750 750 750

3. Trade payables 25,862 -5,794 20,068 20,068

4. Liabilities to affiliated companies 0 137 137 137

5. Liabilities to companies in which the company has a participating interest 624 3,191 3,815 3,815

6. Other liabilities 82,512 6,926 89,438 23,144 63,994 2,300 73,025 3

thereof tax liabilities 1,000 -208 792 792

thereof liabilities relating to social security 95 6 101 101

total 1,650,795 305,310 1,956,105 273,010 1,533,635 149,460 1,908,247

Securing of liabilities1 First ranking ship mortgages: assignment of all payment claims from vessel operations; assignment of all claims from vessel insurance.

2 Assignment of all rights and claims from building contracts for vessel debt financed; assignment of all rights and claims from refundment guarantees taken over from banks.3 Second ranking ship mortgages: assignment of insurance claims.

Other liabilities mainly include loans including accrued interest to shipyards of € 74,705 thousand. In addition, liabilities to shareholders amount to € 1,750 thousand.

94 Rickmers GroupStatement of changes in fixed assets

Cost of acquisition or production Cumulative depreciation, amortisation and write-downs book values

in € thousand

Balance at beginning of

yearCurrency

difference

Additions to the scope

of con-solidation

Other additions

Reclassifi-cations

Disposals from the scope of

consolida-tion

Other disposals

Balance at end of year

Balance at beginning

of yearCurrency

difference

Additions to the

scope of con-

solidation

Extra-ordinary de-

preciation, amortisation

and write-downs

Deprecia-tion

Reclassi-fications

Write-ups of the

year

Disposals from the scope of consoli-

dationOther

disposalsBalance at

end of year 31.12.2012 31.12.2011

Intangible fixed assets

Purchased concessions, industrial property and similar rights and assets, and licences in such rights and assets 2,823 -9 0 242 281 0 -1 3,336 -2,277 7 0 0 -322 -138 0 0 0 -2,730 606 546

Goodwill 1,469 0 0 0 0 0 0 1,469 -1,469 0 0 0 0 0 0 0 0 -1,469 0 0

Payments on account 0 0 2,308 0 0 0 2,308 0 0 0 0 0 0 0 0 0 0 2,308 0

4,292 -9 0 2,550 281 0 -1 7,113 -3,745 6 0 0 -322 -138 0 0 0 -4,199 2,914 546

tangible fixed assets

Land, similar rights and buildings, including buildings on third party property 27 0 0 0 -27 0 0 0 -26 0 0 0 0 26 0 0 0 0 0 1

Vessels 2,124,407 -70,955 961,268 160 -166 0 0 3,014,714 -375,425 5,941 0 0 -119,351 166 0 0 0 -488,669 2,526,045 1,748,982

Other equipment, and office equipment 11,472 -38 48 1,305 -296 0 -184 12,307 -8,096 26 -15 0 -1,050 154 0 0 173 -8,808 3,499 3,376

Prepayments and assets under construction 37,107 289 0 0 0 0 -37,396 0 -6,872 -54 0 -8 0 0 21 0 6,913 0 0 30,235

2,173,013 -70,704 961,316 1,465 -489 0 -37,580 3,027,021 -390,419 5,913 -15 -8 -120,401 346 21 0 7,086 -497,477 2,529,544 1,782,594

long-term financial assets

Shares in affiliated companies 1,670 0 1 61 -115 0 -50 1,567 -55 0 0 0 0 29 0 0 0 -26 1,541 1,615

Investments in associated companies 121,674 970 0 4,876 -240 -118,428 -2,001 6,851 -72,665 -798 0 0 0 0 12,500 60,963 0 0 6,851 49,009

Other participations 17,233 5 0 938 355 1 -1,501 17,031 -4,972 0 0 -4,490 0 -29 266 0 277 -8,948 8,083 12,262

Loans granted to companies in which the Group has a participating interest 45,981 903 0 360 0 -38,714 -383 8,147 -1,565 0 0 -3,662 0 0 664 0 0 -4,563 3,584 44,416

Other loans granted 2,981 0 0 0 0 0 -536 2,445 0 0 0 0 0 0 0 0 0 0 2,445 2,981

189,539 1,878 1 6,235 0 -157,141 -4,471 36,041 -79,257 -798 0 -8,152 0 0 13,430 60,963 277 -13,537 22,504 110,282

total 2,366,844 -68,835 961,317 10,250 -208 -157,141 -42,052 3,070,175 -473,421 5,121 -15 -8,160 -120,723 208 13,451 60,963 7,363 -515,213 2,554,962 1,893,422

Statement of changes in fixed assets for the period from 1 January to 31 December 2012

Annual Report 2012 95Statement of changes in fixed assets

Cost of acquisition or production Cumulative depreciation, amortisation and write-downs book values

in € thousand

Balance at beginning of

yearCurrency

difference

Additions to the scope

of con-solidation

Other additions

Reclassifi-cations

Disposals from the scope of

consolida-tion

Other disposals

Balance at end of year

Balance at beginning

of yearCurrency

difference

Additions to the

scope of con-

solidation

Extra-ordinary de-

preciation, amortisation

and write-downs

Deprecia-tion

Reclassi-fications

Write-ups of the

year

Disposals from the scope of consoli-

dationOther

disposalsBalance at

end of year 31.12.2012 31.12.2011

Intangible fixed assets

Purchased concessions, industrial property and similar rights and assets, and licences in such rights and assets 2,823 -9 0 242 281 0 -1 3,336 -2,277 7 0 0 -322 -138 0 0 0 -2,730 606 546

Goodwill 1,469 0 0 0 0 0 0 1,469 -1,469 0 0 0 0 0 0 0 0 -1,469 0 0

Payments on account 0 0 2,308 0 0 0 2,308 0 0 0 0 0 0 0 0 0 0 2,308 0

4,292 -9 0 2,550 281 0 -1 7,113 -3,745 6 0 0 -322 -138 0 0 0 -4,199 2,914 546

tangible fixed assets

Land, similar rights and buildings, including buildings on third party property 27 0 0 0 -27 0 0 0 -26 0 0 0 0 26 0 0 0 0 0 1

Vessels 2,124,407 -70,955 961,268 160 -166 0 0 3,014,714 -375,425 5,941 0 0 -119,351 166 0 0 0 -488,669 2,526,045 1,748,982

Other equipment, and office equipment 11,472 -38 48 1,305 -296 0 -184 12,307 -8,096 26 -15 0 -1,050 154 0 0 173 -8,808 3,499 3,376

Prepayments and assets under construction 37,107 289 0 0 0 0 -37,396 0 -6,872 -54 0 -8 0 0 21 0 6,913 0 0 30,235

2,173,013 -70,704 961,316 1,465 -489 0 -37,580 3,027,021 -390,419 5,913 -15 -8 -120,401 346 21 0 7,086 -497,477 2,529,544 1,782,594

long-term financial assets

Shares in affiliated companies 1,670 0 1 61 -115 0 -50 1,567 -55 0 0 0 0 29 0 0 0 -26 1,541 1,615

Investments in associated companies 121,674 970 0 4,876 -240 -118,428 -2,001 6,851 -72,665 -798 0 0 0 0 12,500 60,963 0 0 6,851 49,009

Other participations 17,233 5 0 938 355 1 -1,501 17,031 -4,972 0 0 -4,490 0 -29 266 0 277 -8,948 8,083 12,262

Loans granted to companies in which the Group has a participating interest 45,981 903 0 360 0 -38,714 -383 8,147 -1,565 0 0 -3,662 0 0 664 0 0 -4,563 3,584 44,416

Other loans granted 2,981 0 0 0 0 0 -536 2,445 0 0 0 0 0 0 0 0 0 0 2,445 2,981

189,539 1,878 1 6,235 0 -157,141 -4,471 36,041 -79,257 -798 0 -8,152 0 0 13,430 60,963 277 -13,537 22,504 110,282

total 2,366,844 -68,835 961,317 10,250 -208 -157,141 -42,052 3,070,175 -473,421 5,121 -15 -8,160 -120,723 208 13,451 60,963 7,363 -515,213 2,554,962 1,893,422


Provisions

Provisions for pensions and similar obligations totalling € 1,458 thousand relate to pension commitments for former employees.

Other provisions include provisions contingent losses on pending transactions of € 24,040 thousand, of which € 20,827 thousand has been recognised in respect of de-rivative financial instruments.

Deferred taxes

The deferred taxes shown in the consolidated financial statements as at 31 December 2012 comprise the following:

Deferred tax assets in € thousand

thereof from included annual financial statements (including adjustments to HGB) 2,571

thereof from consolidation 89

total 2,660

Deferred tax liabilities in € thousand

thereof from included annual financial statements (including adjustment to HGB) 607

thereof from consolidation 1,922

total 2,529

Contingent liabilities

Rickmers Group has contingent liabilities amounting to € 5,151 thousand at the reporting date resulting from the granting of guarantees.

The possibility of claims arising from contingencies is not regarded as likely due to management assessment.

Other financial obligations

As at 31 December 2012 there are other financial obligations of € 59,273 thousand to third parties, mainly resulting from charter contracts (€ 19,165 thousand) and lease obligations (€ 23,053 thousand). In addition, there are liabilities from the repayment of capital contributions (€ 15,902 thousand).

in € thousand

Maturity less than 1 year 37,077

Maturity between 1 and 5 years 13,024

Maturity over 5 years 9,172

total 59,273

Derivative financial instruments and valuation units in accordance with section section 314 (1) Nos: 11 and 15 HGB

Rickmers Holding hedges the cash flow risk that comprises existing floating rate liabilities and planned, highly prob-able, floating rate follow-up financings. The hedged cash flow risk is a result of fluctuations in the London Interbank Offered Rate (LIBOR).

Both liabilities and planned transactions are included in micro-valuation units as underlying transactions with a nominal value of € 544,328 thousand. The underlying trans-actions that have been planned and accounted for do not overlap in time. Consequently, this nominal value will re-main constant throughout the term of the hedging transac-tions.

The standard practice in ship financing is to take out a loan initially only for a part of the whole financing period of vessels. The highly probable planned transactions included in the micro-hedging relationships refer to the planned extension of floating rate ship financing and this is subject to interest rate risks.

Follow-up financing is an planning element approved by the Executive Board. The vessels concerned have already been chartered out on long-term contracts to creditworthy part-ners and, therefore, follow-up financing is highly probable.

A corresponding interest-hedging instrument covers the interest risk of an underlying transaction and in combina-tion with the underlying transaction to form the micro-hedging relationship. At the balance sheet date, interest rate swaps with the following nominal values were in-cluded in the valuation unit:

Derivate Nominal value in €

Interest rate swaps 544,327,585

Risks hedged by valuation units amount to € 108,883 thou-sand. Thus, negative value/cash flow changes of this amount have been avoided up to the balance sheet date.

The factors determining the value of an underlying transac-tion (currency, nominal value, term and payment intervals) all concur with the hedging instrument to form a perfect micro-hedge relationship. Each individual hedge relation-ship is therefore classified as highly effective across the whole hedging period. It is expected that changes in the value of the underlying transaction and the hedging instru-ment will fully offset over the next eight years.

Given that the circumstances described above cannot give rise to relevant ineffectiveness when accounting for valua-tion units, the company has waived any retrospective cal-culation of the ineffective parts of the hedging relationship.


The company applies the net method to account for offset-ting changes to a hedge (the effective part of the hedging relationship).

Alongside forward exchange transactions concluded to hedge foreign currency risks, the Rickmers Group deploys interest rate swaps to hedge interest risks. These financial instruments are not accounted for at fair value and are not part of the valuation units.

The following nominal values and fair values apply at the balance sheet date to forward exchange transactions and interest rate swaps.

Category Nominal value in € Fair value in €

Forward exchange transactions 3,182,493 91,444

Interest rate swaps 113,357,379 -3,909,368

The fair value of forward exchange transactions and inter-est rate swaps are calculated using the discounted cash flow method. Viable yield curves and exchange rates ap-plied on an arm’s length basis are the key determinants for the model.

Derivatives not accounted for at fair value and not included in hedging relationships are accounted for at cost. Differ-ences in the positive fair value of derivatives at the balance sheet date that exceed acquisition cost are not accounted for. Derivatives posting a negative fair value at the balance sheet date are recognised under other provisions, provided they not included in the effective part of the hedging re-lationship.

At the balance sheet date, provisions for anticipated losses amounting to € 3,909 thousand were recognised for inter-est rate swaps with a negative fair value.

6 Notes to the Income Statement

The income statement was prepared in accordance with the total cost method pursuant to section 275(2) HGB.

Revenues

Revenue by segmentRevenue classified by segment is shown in the segment reporting.

Revenue by region

in € thousand 2012 2011

Germany 310,796 321,200

Europe 220,248 172,257

Outside Europe 87.243 24,440

total 618,287 517,897

Other operating income

In addition to income from currency conversion, other op-erating income of € 63,125 thousand mainly comprises in-come from the reversal of provisions for anticipated losses concerning currency derivatives (€ 31,029 thousand) and income from the write-up on the investment in Rickmers Maritime (€ 12,500 thousand).

Other operating income includes off-period income from the reversal of provisions of € 30,845 thousand. Depreciation on current assets

Depreciation on current assets of € 14,845 thousand relates to valuation allowances on receivables from KG shipping companies. In 2011, valuation allowances of € 2,487 thou-sand were considered within other operating expenses.

Other operating expenses

In addition to expenses from currency conversion, other operating expenses of € 54,569 thousand mainly compris-es expenses from additions to provisions for anticipated losses concerning interest derivatives of € 17,803 thousand, for legal, auditing and consulting costs (€ 7,672 thousand) and for business trips and hospitality (€ 6,027 thousand).

7 Other Disclosures

Segment reporting

The segment report is attached to the Notes as an appendix. The segment division corresponds to the internal reporting of the Rickmers Group, which operates in three main busi-ness segments:

• Maritime Assets plans, finances, buys, operates and sells company-owned vessels as well as vessels held in trust which are chartered out to liner operators, and invests in companies in the maritime industry.

• Maritime Services is responsible for technical manage-ment, crewing, insurance and other services for the op-eration and management of vessels and economic goods in the maritime industry.

• Rickmers Linie (formerly: Logistics Services) operates as a logistics provider and liner operator for heavy lift car-goes and, thus, operates a chartered fleet of heavy lift freighters for the transportation of project heavy lift and breakbulk cargoes.


Auditor fees

Total auditor fees for the financial year 2012 amount to € 863 thousand:

Service in € thousand

Auditing services 554

Other assurance services 30

Tax consultancy services 58

Other services 221

Waiver in accordance with section 264b HGB

The following companies will not disclose annual financial statements pursuant to section 264b HGB:

• ATLANTIC Gesellschaft zur Vermittlung internationaler Investitionen mbH & Co. KG, Hamburg

• ATLANTIC Structured Finance GmbH & Cie. KG, Hamburg • Einundvierzigste Reederei Alsterufer 26 GmbH & Cie. KG,

Hamburg • ESSE Expert Shipping Service GmbH & Co. KG, Hamburg • Fünfte Reederei Neumühlen 19 GmbH & Cie. KG,

Hamburg • JACOB Rickmers Schiffahrtsgesellschaft mbH & Cie. KG,

Hamburg • MCC Marine Consulting & Contracting GmbH & Cie. KG,

Hamburg • MS “GOTLAND” Schifffahrtsgesellschaft mbH & Co. KG,

Lübeck • MS “LOLLAND” Schifffahrtsgesellschaft mbH & Co. KG,

Lübeck• Reederei ANTARCTICO Berulan GmbH & Co. KG, Hamburg• Rickmers Genoa Schiffahrtsgesellschaft mbH & Cie. KG,

Hamburg• Rickmers Reederei GmbH & Cie. KG, Hamburg• Rickmers Shipinvest GmbH & Cie. KG, Hamburg• Rickmers Shipmanagement GmbH & Cie. KG, Hamburg• Sechste Reederei Neumühlen 19 GmbH & Cie. KG,

Hamburg• Seven Seas Shipping GmbH & Co. KG, Hamburg• Siebte Reederei Neumühlen 19 GmbH & Cie. KG,

Hamburg

Furthermore, Rickmers Holding GmbH & Cie. KG, Hamburg and Rickmers-Linie GmbH & Cie. KG, Hamburg, will neither disclose annual financial statements nor prepare a man-agement report pursuant to section 264b HGB.

8 Employees

Annual average 2012

2011 (pro

for-ma)2011

(as reported)

Fully consolidated com-panies 2,480 2,477 2,477

Proportionally consol-idated companies1 1 4 4 4

total 2,484 2,481 2,481

thereof staff ashore 476 434 434

thereof staff at sea 2,008 2,047 2,0471 Employees of Harper Petersen & Co. (GmbH & Cie. KG) Hamburg, have been proportionately included.

On an annual average, vessels in the Rickmers fleet ac-commodated 1,010 on board staff who came from external crewing agencies (prior year: 928).

9 Advisory Board

Rickmers Holding GmbH & Cie. KG has an Advisory Board. In 2012, it comprised:

Bertram R. C. Rickmers (Chairman), ship owner, HamburgClaus-Günther Budelmann, businessman, HamburgJost Hellmann, businessman, HamburgFlemming Jacobs, businessman, Cobham, UK

Remuneration of the Advisory Board during the 2012 finan-cial year amounted to € 46,020 (prior year: € 46,020).

10 Limited Liability Partners

The limited liability partners on 1 January 2012 were:

Bertram R. C. Rickmers, paid-in capital € 6,148,952.12Jan B. Steffens, paid-in capital € 256,207.17

Jan B. Steffens, resigned as a limitied liability partner with effect 1 July 2012. By way of singular succession, paid-in capital rose as follows:

Bertram R. C. Rickmers, paid-in capital € 6,405,159.29


11 General Partners

The personally liable general partners of Rickmers Holding GmbH & Cie. KG is Verwaltung Rickmers Holding GmbH, Hamburg with a subscribed capital of € 25,600. Verwal-tung Rickmers Holding GmbH is the executive body of the company.

The Managing Directors of Verwaltung Rickmers Holding GmbH are:

Bertram R. C. Rickmers, ship owner, HamburgRonald D. Widdows, businessman, Singapore (from 11 April 2012)Dr. Ignace Van Meenen, lawyer, HamburgJan B. Steffens, businessman, Hamburg (until 11 April 2012)

Effective 14 March 2102, Verwaltung Rickmers Shipman-agement GmbH, Hamburg is no longer a personally liable partner in Rickmers Holding GmbH & Cie. KG.

Hamburg, 19 March 2013


Ronald D. Widdows

Dr. Ignace Van Meenen

Verwaltung Rickmers Holding GmbH fürRickmers Holding GmbH & Cie. KG

100 Rickmers GroupAuditor’s Report

Auditor’s ReportWe have audited the consolidated financial statements pre-pared by the Rickmers Holding GmbH & Cie. KG, Hamburg, comprising the balance sheet, the income statement, state-ment of changes in equity, cash flow statement and the segment report and the notes to the consolidated financial statements, together with the group management report for the business year from January 1 to December 31, 2012. The preparation of the consolidated financial statements and the group management report in accordance with German commercial law is the responsibility of the management of the personally liable associate of the company. Our respon-sibility is to express an opinion on the consolidated finan-cial statements and the group management report based on our audit.

We conducted our audit of the consolidated financial state-ments in accordance with § (Article) 317 HGB (“Handelsge-setzbuch”: “German Commercial Code”) and German gener-ally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany) (IDW). Those standards re-quire that we plan and perform the audit such that mis-statements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial statements in accordance with (German) principles of proper accounting and in the group management report are detected with reasonable assur-ance. Knowledge of the business activities and the eco-nomic and legal environment of the Group and expecta-tions as to possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the consolidated fi-nancial statements and the group management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the annual financial

statements of the companies included in consolidation, the determination of the companies to be included in consoli-dation, the accounting and consolidation principles used and significant estimates made by the management of the personally liable associate of the company, as well as evalu-ating the overall presentation of the consolidated financial statements and the group management report. We believe that our audit provides a reasonable basis for our opinion.Our audit has not led to any reservations.

In our opinion based on the findings of our audit, the con-solidated financial statements comply with the legal re-quirements and give a true and fair view of the net assets, financial position and results of operations of the Group in accordance with (German) principles of proper accounting. The group management report is consistent with the con-solidated financial statements and as a whole provides a suitable view of the Group’s position and suitably presents the opportunities and risks of future development.

Hamburg, 20 March 2013

PricewaterhouseCoopers

AktiengesellschaftWirtschaftsprüfungsgesellschaft

sgd. Claus Brandt sgd. ppa. Alina ReimersWirtschaftsprüfer WirtschaftsprüferinGerman Public Auditor German Public Auditor

Annual Report 2012

Further Information

102 Vessel Type

108 Contact/Imprint

102 Rickmers GroupFurther Information

length o.a.: 366.00 m breadth o.a.: 48.20 m scantling draft: 15.50 m speed: 24.0 kn

Deadweight: 68,150 ttotal teu: 5,06014 t teu homogenous: 3,400Reefer plugs: 454

length o.a.: 294.07 mbreadth o.a.: 32.20 mscantling draft: 13.50 mspeed: 24.3 kn

Deadweight: 140,580 t total teu: 13,102 14 t teu homogenous: 8,900 Reefer plugs: 800

ContAIneR shIP - 13,100 teu (8 vessels)

Description: Container vessel, main engine Wärtsilä 68,640 kW

ContAIneR shIP - 5,100 teu PAnAMAx (6 vessels)

Description: Container vessel, main engine MAN B&W 41,130 kW






Description: Container vessel, main engine Sulzer 43,920 kW



1 Ships in asset management at Maritime Assets and/or operating management at Maritime Services, as at 31 December 2012.

ContAIneR shIPs

Rickmers Group Vessels1

Annual Report 2012 103Further Information






Deadweight: 43,100 t total teu: 3,45014 t teu homogenous: 2,370 Reefer plugs: 550

length o.a.: 239.00 m breadth o.a.: 32.20 m scantling draft: 12.00 m speed: 23.5 kn




Description: Container vessel, geared, main engine MAN B&W 20,874 kW




ContAIneR shIP - 2,800 teu (1 vessel)

Description: Container vessel, main engine Hyundai B&W 25,270 kW

ContAIneR shIPs





Description: Container vessel, geared, main engine Sulzer RTA 62 13,320 kW




Description: Container vessel, two of which geared, main engine MAN B&W 21,660 kW

Deadweight: 17,350 ttotal teu: 1,35414 t teu homogenous: 918Reefer plugs: 450








ContAIneR shIPs








ContAIneR shIP - 1,200 teu FAst FeeDeR (6 vessels)

Description: Container vessel, main engine Sulzer 17,760 kW





ContAIneR shIPs




Description: Container ship, one of which geared, main engine MAN B&W 10,500 kW




ConbulkeR - 1,800 teu / 45k (4 vessels)

Description: Conbulker, geared, main engine Sulzer 11,400 kW

ConbulkeR



ConbulkeR - 1,650 teu / 35k (2 vessels)

Description: Conbulker, geared, main engine Sulzer 12,000 kW

Deadweight: 9,342 ttotal teu: 90714 t teu homogenous: 530Reefer plugs: 70


ContAIneR shIP - 900 teu (1 vessel)


Deadweight: 5,593 ttotal teu: 63914 t teu homogenous: 360Reefer plugs: 60


ContAIneR shIP - 640 teu (2 vessels)

Description: Container vessel, geared, main engine MAK B&W 4,320 kW

ContAIneR shIPs


Deadweight: 17,000 ttotal teu: 90014 t teu homogenous: 1,350Reefer plugs: N/A


Deadweight: 11,650 ttotal teu: 4,900 cars14 t teu homogenous: N/AReefer plugs: N/A


CAR CARRIeR (3 vessels)

Description: Motor vehicle carrier - stern stamp/door-port ramps, main engine Hyundai 14,220 kW

Deadweight: 74,381 ttotal teu: N/A14 t teu homogenous: N/AReefer plugs: N/A


bulk CARRIeR PAnAMAx (2 vessels)

Description: Bulk carrier, main engine MAN B&W 8,826 kW



suPeRFlex heAvy MPC / 30k (13 vessels)

Description: Multi-purpose heavy lift vessel, geared, main engine MAN B&W 15,875 kW

suPeRFlex heAvy MPC / 17k (2 vessels)

Description: Multi-purpose heavy lift vessel, geared, main engine Wärtsilä 8,730 kW

MultI-PuRPose CARRIeR

bulk CARRIeR

CAR CARRIeR


ContACt

PublisherRickmers Holding GmbH & Cie. KGNeumuehlen 1922763 HamburgGermany

Internetwww.rickmers.com

Contact personSabina PechGeneral Manager Corporate Communications

E-mail: [email protected].: +49 40 38 91 77 - 320 Fax: +49 40 38 91 77 - 500

CONTACT/IMPRINT

IMPRInt

Concept, Typesetting and ConsultingKirchhoff Consult AG, Hamburgwww.kirchhoff.de

DesignAlexander Wencelides and Atli Hilmarssonwww.studiowencelides.dewww.atli.de

IllustrationsJoachim AffeldtAxelle GeorgesMichael HolzRickmers FotoarchivChristian SchoppeJan Windszus

TranslationMichael AlgerDr Michael WatsonAlgerConsulting, Bargteheide

Printed byDruckerei Fritz Kriechbaumer

As at 19 March 2013






(pro forma) 2011

(as reported)

revenues 618.3 574.3 7.7% 517.9

eBitDa 244.4 203.0 20.4% 152.6

eBit 114.7 90.5 26.7% 70.5

eBt 25.1 14.6 71.9% 15.2

net income 22.5 13.8 63.0% 14.4


equity 719.5 753.1 -4.5% 313.9

equity ratio in % 26.0 25.2 3.2% 15.2

net debt 1,768.8 1,926.2 -8.2% 1,564.4



Maritime Assets



(pro forma)2011

(as reported)

revenues 355.6 309.4 14.9% 238.9

eBitDa 260.6 202.3 28.8% 151.8

eBit 139.7 91.8 52.2% 71.8


Maritime Services



(pro forma)2011

(as reported)

revenues 152.5 115.2 32.4% 115.2

eBitDa 12.7 8.6 47.7% 8.6

eBit 5.0 8.4 -40.5% 8.4


Rickmers-Linie



(pro forma)2011

(as reported)

revenues 209.4 218.3 -4.1% 218.3

eBitDa -17.2 -3.9 > -100% -3.9

eBit -17.8 -4.4 > -100% -4.4





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2012

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