If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the
subject of this Schedule 13D, and is filing this schedule because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box [ ].
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.
See § 240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. Y1968P105
|
|
1.
|
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only):
|
|
|
HSH Nordbank AG
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group
|
(a) [ ]
|
|
|
|
(b) [ ]
|
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions): OO
(See Item 3)
|
|
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e):
|
|
|
[ ]
|
|
|
6.
|
Citizenship or Place of Organization: Germany
|
|
|
|
|
Number of
|
7. Sole Voting Power:
|
43,942,485
|
|
|
|
Shares Beneficially
|
8. Shared Voting Power:
|
0
|
|
|
|
Owned by
|
|
|
|
|
|
Each Reporting
|
9. Sole Dispositive Power:
|
43,942,485
|
|
|
|
Person With
|
10. Shared Dispositive Power
|
0
|
|
|
|
|
|
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
|
|
|
43,942,485
|
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
|
|
|
[ ]
|
|
|
13.
|
Percent of Class Represented by Amount in Row (11): 21.0%
|
|
14.
|
Type of Reporting Person (See Instructions): BK
|
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Item 1.
Security and Company
This Schedule 13D relates
to the common stock, par value $0.01 per share (the “
Common Stock
”), of Danaos Corporation, a Marshall Islands
corporation (the “
Company
”). The principal executive offices of the Company are located at 14 Akti Kondyli,
185 45 Piraeus, Greece.
|
|
Item 2.
|
Identity and Background
|
This Schedule 13D is being
filed by HSH Nordbank AG, a corporation organized under the laws of the Federal Republic of Germany (the “
Reporting Person
”).
The address of the principal place of business of the Reporting Person is Gerhart-Hauptmann-Platz 50, 20095 Hamburg, Germany.
The principal business of
the Reporting Person is to engage in corporate and private banking with a focus on owner-managed companies in the upper medium-sized
German corporate segment, as well as real estate, project development, energy, infrastructure, maritime and other businesses.
The members and chairman
of the Management Board (the “
Board
”) of the Reporting Person are set forth on Exhibit A annexed hereto. The
address of the principal place of business of each such person is c/o HSH Nordbank AG, Gerhart-Hauptmann-Platz 50, 20095 Hamburg,
Germany.
The Free and Hanseatic City
of Hamburg and the State of Schleswig Holstein, either directly or indirectly through HSH Finanzfonds AÖR, in the aggregate
hold approximately 94.2% of the shares of HSH Beteiligungs Management (GmbH HoldCo) (all such entities, the “
Indirect
Share Owners
”), which holds 94.9% of the shares of the Reporting Person.
Neither the Reporting Person
nor any of its Board members has, during the last five years, been convicted in a criminal proceeding. Neither the Reporting Person
nor any of its Board members has, during the last five years, been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
|
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
On June 19, 2018, the Reporting
Person entered into a Debt Refinancing Agreement with the Company and certain other parties named therein (the “
Refinancing
Agreement
”). The Refinancing Agreement sets out the basis upon which the Company’s lenders (including the Reporting
Person) have agreed to refinance the Company’s debt (the “
Refinancing
”).
The Refinancing Agreement
contemplates that, in connection with the Refinancing, the Company will issue to certain of its lenders 99,342,271 shares of the
Common Stock on the closing date of the Refinancing, such shares representing 47.5% of the Company’s then-outstanding Common
Stock (the “
Issuance
”). In connection with the Issuance, the Reporting Person was issued 43,942,485 shares of
the Common Stock. As a result of the foregoing, and as of the filing date of this Schedule 13D (the “
Filing Date
”),
the Reporting Person beneficially owns 21.0% of the outstanding Common Stock.
The purchase price for the
shares of the Common Stock obtained by the Reporting Person in connection with the Issuance was satisfied by the Reporting Person
converting certain contractual rights and claims against the Company, to which the Reporting Person would otherwise be entitled,
into shares of the Common Stock.
|
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Item 4.
|
Purpose of Transaction
|
The Reporting Person acquired
the securities reported herein in the ordinary course of business in connection with certain indebtedness of the Company held by
the Reporting Person. The Reporting Person reserves the right to acquire, or cause to be acquired, additional securities of the
Company, to dispose of, or cause to be disposed of, such securities at any time, or to formulate other purposes, plans or proposals
regarding the Company or any of its securities, to the extent deemed advisable in light of the investment and trading determinations
of the Reporting Person, market conditions and/or such other factors that the Reporting Person deems relevant.
Except as set forth herein,
the Reporting Person does not have any plans or proposals that would relate to, or result in, any of the matters set forth under
subsections (a) through (j) of Item 4 of Schedule 13D.
|
|
Item 5.
|
Interest in Securities of the Company
|
As of the Filing Date, the
Reporting Person owns 43,942,485 shares of the Common Stock. Thus, the Reporting Person beneficially owns 21.0% of the shares of
the Common Stock of the Company deemed issued and outstanding.
The Reporting Person has
the right to receive dividends from, and proceeds from the sale of, the shares of the Common Stock owned by it. The Reporting Person’s
shareholders, including the Indirect Share Owners, have the right to participate indirectly in the receipt of dividends from, and
proceeds from the sale of, such securities in accordance with their respective ownership interests in the Reporting Person.
During the sixty (60) days
prior to August 10, 2018 (the “
Event Date
”), and from the Event Date to the Filing Date, there were no purchases
or sales of shares of the Common Stock, or securities convertible into or exchangeable for shares of the Common Stock, by the Reporting
Person or any person or entity for which the Reporting Person possesses voting or dispositive control over the securities thereof,
except as expressly set forth in this Schedule 13D.
|
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Company
|
Pursuant to the Refinancing
Agreement, the Company has entered into a Stockholders Agreement with, among others, the Reporting Person. The Stockholders Agreement
contains certain customary rights, including, without limitation, tag-along rights and a right to participate in certain equity
offerings. This description of the Stockholders Agreement is qualified in its entirety by the terms of the Stockholders Agreement,
which is incorporated by reference as an exhibit to this Schedule 13D.
Pursuant to the Refinancing
Agreement, the Company has entered into a Registration Rights Agreement with, among others, the Reporting Person. The Registration
Rights Agreement requires the Company to file with the U.S. Securities and Exchange Commission (the “
SEC
”) a
shelf registration statement to register resales of the Common Stock received by the Reporting Person and other lenders in connection
with the Issuance and for the Company to use commercially reasonable efforts to request the SEC declare the registration statement
effective no later than 90 days after the closing date of the Refinancing and maintain its effectiveness. The Registration Rights
Agreement also includes provisions (i) providing for demand registration rights in the event there is not an effective shelf registration
statement at the time, (ii) requiring the Company to provide customary marketing assistance and cooperation in connection with
any “shelf take-down” offering requested in accordance with the terms thereof and (iii) providing for piggyback registration
rights, with customary cutbacks, with respect to such securities. This description of the Registration Rights Agreement is qualified
in its entirety by the terms of the Registration Rights Agreement, which is incorporated by reference as an exhibit to this Schedule
13D.
In connection with the Refinancing,
the Company has entered into a Deed of Undertaking with the Reporting Person in which the Reporting Person has agreed to refrain
from voting certain shares of the Common Stock for an agreed-upon period of time. This description of the Deed of Undertaking is
qualified in its entirety by the terms of the Deed of Undertaking, which is incorporated by reference as an exhibit to this Schedule
13D.
|
|
Item 7.
|
Material to be Filed as Exhibits
|
The following
exhibits are incorporated by reference into this Schedule 13D:
Exhibit A Members
of the Management Board of HSH Nordbank AG
Exhibit 7.1 Shareholders
Agreement, dated August 10, 2018 (incorporated by reference to Exhibit 10.1 to the Form 6-K filed by the Company with the Securities
and Exchange Commission on August 14, 2018).
Exhibit 7.2 Registration
Rights Agreement, dated August 10, 2018 (incorporated by reference to Exhibit 10.3 to the Form 6-K filed by the Company with the
Securities and Exchange Commission on August 14, 2018).
Exhibit 7.3 Deed
of Undertaking, dated August 10, 2018.
Signature
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
Dated: August 17, 2018
|
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HSH NORDBANK AG
|
|
|
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|
|
|
Name:
|
Reinhard Günther
|
|
|
|
|
Title:
|
Authorized Signatory
|
|
|
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|
|
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|
|
Name:
|
Gesa Voigt
|
|
|
|
|
Title:
|
Vice President
|
|
|
|
|
|
|
|
|
|
Attention: Intentional misstatements
or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
EXHIBIT A
Members of the
Management Board of HSH Nordbank AG
|
Name
:
|
Title
:
|
|
Stefan Ermisch
|
Chairman of the Board
|
|
Oliver Gatzke
|
Board Member
|
|
Torsten Temp
|
Board Member
|
|
Ulrik Lackschewitz
|
Board Member
|
|
|
|
|
|
|
Exhibit 7.3
Deed of Undertaking, dated
August 10, 2018
DEE
D
O
F
UNDERTA
K
I
N
G
H
SH
N
O
RD
B
A
N
K
AG
G
e
r
h
a
rt
-
H
aup
t
m
an
n
-
Pl
at
z
50
20095
H
a
m
bu
r
g
(“
H
S
H
”,
“
w
e
” or
“
u
s
”)
T
o
:
D
anaos
C
o
r
po
r
a
t
i
on
(t
h
e “
D
anaos
”
a
n
d,
t
o
g
e
t
h
e
r
wi
t
h
H
S
H
,
t
h
e “
P
a
r
t
i
e
s
”)
c
/
o
D
a
n
aos S
h
i
p
p
i
ng
C
o. L
t
d.,
C
h
ri
s
t
a
k
i
K
o
m
pou St
r
eet
Pe
t
e
r
s
Hou
s
e, 30
1
1
G
r
ee
c
e
A
tt
e
n
t
i
on:
E
v
an
g
e
l
o
s
Cha
t
z
i
s,
Chi
e
f Fi
n
an
c
i
a
l
O
f
f
i
c
er
10
August 2018
R
e:
U
n
d
e
r
t
aki
n
g
t
o
R
e
f
r
a
i
n
f
rom
V
o
ti
n
g
C
e
r
t
a
i
n
C
o
mm
on S
h
ar
e
s
o
f
D
a
n
a
os
|
1.
|
In
t
rod
u
c
t
i
on
|
|
1.1
|
R
e
f
e
r
en
c
e
i
s
m
ade
t
o
t
h
e
A
m
ended
a
n
d
R
e
s
t
a
t
ed
R
e
s
t
r
u
c
t
u
r
i
ng
Supp
o
r
t
A
g
r
e
e
m
en
t
,
da
t
ed 19
J
u
n
e
2018, by and be
t
w
een, a
m
on
g
st
o
t
he
r
s, Danao
s
,
c
e
r
t
a
i
n
of
it
s
s
u
bs
i
d
i
a
r
i
es
,
ce
r
t
a
i
n
of
i
t
s
l
e
nd
e
r
s,
and
D
anaos
I
n
v
e
s
t
m
en
t
s
Li
m
it
e
d,
as
tr
u
s
t
e
e
f
o
r
t
he
883
T
r
ust
(
t
h
e
“
R
S
A
”, ca
p
i
t
a
l
i
s
e
d
t
e
r
m
s
u
s
ed b
u
t n
o
t
d
e
fi
n
ed
h
e
r
e
i
n
a
s
t
h
e
r
e
i
n
d
e
f
i
ne
d
)
.
|
|
1.2
|
Pur
s
u
a
nt
t
o
tr
a
ns
a
c
t
i
ons
c
o
n
t
e
m
p
l
a
t
ed
by
t
he
R
SA and cond
i
t
i
o
n
ed
on occ
u
r
r
ence
of
t
h
e
R
e
st
r
uc
t
u
r
i
ng
Ef
f
e
c
ti
v
e
T
i
m
e
(
as de
fi
n
ed
i
n
t
he
g
l
o
bal
r
e
s
t
r
u
c
t
u
ri
ng
i
m
p
l
e
m
en
t
a
ti
o
n
deed
i
n
r
e
s
pe
c
t
of
s
uch
t
r
a
ns
a
c
ti
o
n
s
)
,
H
SH
N
o
r
d
b
ank
A
.
G
.
(
or
i
t
s no
m
i
nee)
ex
p
ec
t
s
t
o
r
ec
e
i
v
e
43,942,
4
85
v
o
ti
ng
co
m
m
on sh
ar
es
o
f
t
he ca
p
i
t
al
s
t
o
ck of
D
an
a
os,
r
e
p
r
e
s
en
t
i
ng
app
r
o
x
i
m
a
t
e
l
y
21.0
1
%
o
f
t
he
i
s
s
u
ed
a
n
d o
u
t
s
t
an
d
i
n
g
v
o
ti
ng co
m
m
on
sh
ar
es of
t
h
e
cap
i
t
a
l
s
t
ock of
D
a
n
aos
(
a
l
l su
c
h
sh
a
r
es h
e
l
d
by
H
SH or
i
t
s
no
m
i
nee,
t
he
“
H
S
H S
h
are
s
”
)
.
|
|
1.3
|
H
SH
de
si
r
es
t
o
i
n
f
o
r
m
D
anaos
t
h
a
t
i
t
w
i
l
l
r
e
f
r
a
i
n
f
r
om
v
o
ti
ng
t
he nu
m
ber of sh
a
re
s
equal
t
o 4,1
8
2,832
o
f
t
h
e
H
SH
Sha
r
e
s
,
r
e
p
r
e
s
en
ti
ng
app
r
ox
i
m
a
t
e
l
y
2.00% of
t
h
e a
gg
r
e
g
a
t
e
ou
t
s
t
an
d
i
ng
co
m
m
on sh
ar
es
of
D
a
n
aos as of
t
he
d
a
t
e of
t
h
i
s
D
e
ed
(
t
h
e
“
C
o
m
m
i
tt
ed
S
h
ar
e
s
”
)
,
s
u
ch
t
h
at
H
SH
w
i
l
l
n
ot ex
e
r
c
i
se
v
o
t
i
ng
ri
g
h
t
s
of
m
o
r
e
t
ha
n
19.01%
o
f
t
h
e
co
m
m
on sh
ar
e
s
of
D
an
a
os
a
t
any
t
i
m
e
be
f
o
r
e
t
h
e
t
e
r
m
i
na
t
i
on
of
t
h
i
s
D
eed.
|
|
2.
|
Warra
n
t
i
es
i
n r
e
spe
c
t
o
f
t
he
H
S
H
S
h
a
r
es
|
|
|
H
SH he
r
eby
w
a
r
r
an
t
s
t
o
D
a
naos
a
s
f
o
l
l
o
w
s:
|
|
2.1
|
H
SH
i
s
a c
o
r
p
o
r
a
t
i
on
d
u
l
y
f
o
r
m
ed
and
v
a
l
i
d
l
y
ex
i
s
t
i
ng
under
t
he
l
aws of
it
s
j
u
ri
sd
i
c
t
i
o
n
of
i
n
co
r
p
or
a
t
i
on.
|
|
2.2
|
Su
b
j
e
c
t
t
o o
c
cu
r
r
e
n
ce
o
f
t
h
e
R
e
s
t
r
u
c
t
u
ri
ng
Ef
f
e
c
ti
v
e
Ti
m
e
,
H
SH
i
s
t
he ben
e
f
i
c
i
al
o
w
n
e
r ho
l
d
i
ng
t
he nu
m
ber
o
f
H
S
H Sha
r
es
sp
e
c
i
f
i
ed
i
n
t
h
e
S
ched
u
l
e
t
o
t
h
i
s
und
e
r
t
a
k
i
n
g
.
|
|
2.3
|
H
SH has
f
u
l
l
po
w
e
r
,
a
u
t
h
o
r
i
t
y
and d
i
s
c
r
e
t
i
on
(
f
r
ee
f
r
o
m
any
l
e
g
al or o
t
h
er
r
e
s
t
r
i
c
ti
o
n
s
)
,
and
w
i
l
l
at
a
l
l
t
i
m
es
con
t
i
n
ue
t
o ha
v
e a
l
l
r
eq
u
i
s
it
e
a
u
t
ho
r
i
t
y
,
t
o en
t
e
r
i
n
t
o
t
h
i
s
D
e
ed and
t
o
p
e
rf
o
r
m
it
s o
b
li
g
a
t
i
o
n
s
u
nder
it.
|
|
3.
|
V
o
ti
ng
U
n
d
e
r
t
a
k
i
ng
|
|
|
H
SH
he
r
eby
i
n
f
o
r
m
s
D
an
a
os
a
s
f
ollo
w
s
:
|
|
3.1
|
We
s
h
a
l
l
,
and sh
a
l
l
p
r
oc
u
r
e
t
h
a
t ea
c
h
of
o
ur no
m
i
ne
e
s
sh
a
l
l
,
r
e
f
r
a
i
n
f
r
om
v
o
ti
ng
a
ny of
t
he
C
o
m
m
itt
e
d
Sh
a
r
es
(
w
h
e
t
h
e
r
on a show
o
f h
a
nds or a p
o
l
l
and
w
h
e
t
h
er
i
n
p
e
r
so
n
,
e
l
e
c
t
r
on
i
ca
l
l
y
or by p
r
oxy) at any and a
l
l d
u
l
y
con
v
ened
m
ee
ti
n
g
s
(i
nc
l
ud
i
n
g
a
n
y a
d
j
o
u
r
n
m
e
n
t
s
o
r po
s
t
po
ne
m
en
t
s
t
h
e
r
e
o
f
)
o
f
t
h
e
h
o
l
d
er
s
of
c
o
m
m
on
sh
ar
es of
D
a
n
ao
s
.
|
|
3.2
|
We s
h
a
l
l
n
o
t ex
e
cu
t
e
any
f
o
r
m of p
r
oxy
(
o
r
,
i
f
w
e a
r
e not
t
he
r
e
g
i
s
t
e
r
e
d
ho
l
der
o
f any
C
o
m
m
itt
ed
Sh
a
r
e,
w
e
wi
l
l cause
t
h
e
r
e
g
i
s
t
e
r
ed
h
o
l
d
e
r
of s
u
ch
C
o
mm
itt
ed
S
h
a
r
e
s
no
t
)
t
o exec
u
t
e
a
n
y
f
o
r
m
of p
r
oxy
i
n
r
e
l
a
t
i
on
t
o any of
t
he
C
o
m
m
itt
ed
Sha
r
e
s app
o
i
n
ti
ng
a
n
y pe
r
s
o
n
t
o a
t
t
end
o
r
v
o
t
e
at any and a
l
l du
l
y con
v
ened
m
ee
ti
n
g
s
(i
nc
l
ud
i
ng
any a
d
j
o
u
r
n
m
en
t
s
o
r po
s
t
po
ne
m
en
t
s
t
h
e
r
e
o
f
)
o
f
t
h
e
h
o
l
d
e
r
s
o
f co
m
m
on
sh
ar
e
s of
D
a
noas
i
n acc
o
r
da
n
ce
wi
t
h
t
h
i
s
D
eed.
|
|
4.
|
C
o
m
pa
n
y
U
n
d
e
r
t
a
k
i
ng
|
|
|
U
pon
r
ea
s
ona
b
l
e
r
eque
s
t of
H
S
H
,
D
anaos sh
a
l
l
p
r
e
pa
r
e
a
s
econd
s
et
o
f
t
he annu
a
l con
s
o
li
d
a
t
e
d
fi
n
an
c
i
a
l
s
t
a
t
e
m
en
t
s
of
t
he
G
r
o
up
p
r
e
p
a
r
ed
on
t
he ba
s
i
s
o
f
I
n
t
e
r
na
t
i
o
na
l
Fin
a
n
c
i
a
l
R
ep
o
r
t
i
ng
St
a
n
da
r
ds
(
“
I
F
R
S
S
t
an
d
ard
s
”)
a
nd,
i
f so
r
e
q
u
e
s
t
ed
by
H
S
H
, ha
v
e
t
hem aud
i
t
ed
a
nd p
r
o
v
i
de
H
SH
w
it
h
t
he
s
a
m
e
w
it
h
i
n
one
m
on
t
h a
f
t
er
t
he
f
i
nanc
i
al
s
t
a
t
e
m
en
t
s
r
eq
u
i
r
ed
t
o
b
e
d
e
li
v
e
r
ed
p
u
r
s
u
ant
t
o
t
h
e
f
a
c
i
l
i
t
y
a
g
r
ee
m
en
t
,
d
a
t
ed on or ab
ou
t
1
A
u
g
ust
2
018
b
e
t
w
e
en,
a
m
o
n
g
st
o
t
h
e
r
s
,
H
SH a
n
d
D
anaos,
h
a
v
e b
e
en
p
r
o
v
i
d
ed.
T
h
e co
s
t
s
f
or
t
he p
r
ep
a
r
a
ti
on
of su
c
h a s
e
c
o
nd
s
et of a
n
nu
a
l
c
o
ns
o
li
d
a
t
e
d
f
i
nanc
i
a
l
s
t
a
t
e
m
en
t
s
a
s
w
e
l
l
as
it
s a
u
d
i
t
i
ng
sh
a
l
l be
f
or
t
he
a
cc
o
unt
of
H
S
H
,
p
r
o
v
i
ded
t
hat
D
ana
o
s
has a
g
r
e
e
d
a
c
ost e
s
ti
m
a
t
e
w
it
h
H
S
H
.
|
|
5.
|
T
er
m
i
na
t
i
on
|
|
|
T
h
i
s
D
eed
s
ha
l
l
l
ap
s
e
o
n
t
h
e ea
r
l
i
er of
(
a)
t
he
d
a
t
e on
w
h
i
ch
t
h
e a
gg
r
e
g
a
t
e
H
SH Sha
re
s co
m
p
ri
se
l
e
s
s
t
han 20% of
t
he
o
u
t
s
t
a
n
d
i
ng co
m
m
on sh
ar
es of
D
ana
o
s
f
or any
r
e
as
on or
(
b)
3
1 M
a
r
ch 2019.
|
|
6.
|
T
ran
s
f
e
r
&
A
s
s
i
gn
m
ent
|
|
6.1
|
For
t
h
e
a
v
o
i
da
n
ce
o
f dou
b
t
,
t
h
i
s
D
eed
s
h
a
l
l n
o
t
p
r
e
v
e
n
t
H
SH
fr
om
tr
a
ns
f
e
r
ri
ng
a
l
l or any po
r
t
i
on
of
t
he
H
SH Sha
r
e
s
t
o any pe
r
so
n
.
N
o Pa
r
t
y
m
a
y a
s
s
i
g
n
or
tr
an
s
f
e
r
any of
i
t
s
ri
g
h
t
s
o
r o
b
li
g
a
t
i
ons
p
u
r
s
u
ant
t
o
t
h
i
s
D
e
e
d
t
o
any non
-
a
ffil
i
a
t
e
t
h
ir
d
pa
r
t
y
w
it
h
out
t
h
e p
ri
o
r
w
r
i
t
t
en
con
s
ent of
t
he o
t
h
e
r
P
a
rt
y
.
|
|
7.
|
Ot
h
e
r
|
|
7.1.
|
Pr
i
o
r
t
o
t
he
t
e
r
m
i
na
t
i
on
o
f
t
h
i
s
D
e
ed and exce
p
t
t
o
t
he e
x
t
e
n
t
o
t
h
e
r
wi
se
sp
e
c
i
f
i
ed,
o
u
r ob
li
g
a
t
i
o
n
s
s
e
t o
u
t
i
n
t
h
i
s
u
nde
r
t
a
k
i
ng
a
r
e
u
ncon
d
i
t
i
o
n
al
a
n
d
i
rr
e
v
oc
a
b
l
e.
|
|
7.2.
|
H
SH
ac
k
no
w
l
ed
g
es
t
h
a
t
t
h
i
s
D
e
ed
i
s
f
u
ll
y
a
n
d
a
deq
u
a
t
e
l
y
supp
o
r
t
ed
by c
o
n
s
i
d
e
r
a
t
i
o
n
and
i
s
f
a
i
r
and
r
e
a
son
a
b
l
e
i
n a
l
l of
i
t
s
t
e
r
m
s.
|
|
7.3
|
A pe
r
son
w
ho
i
s n
o
t
a P
ar
t
y
t
o
t
h
i
s
D
eed
h
as no
ri
g
ht
und
e
r
t
he
C
on
t
r
a
c
t
s
(
Ri
g
h
t
s
o
f
T
h
ir
d
P
a
r
t
i
e
s
)
A
ct
1
999
t
o
en
f
o
r
ce
any
t
e
r
m of
t
h
i
s
D
e
ed.
|
|
7.4
|
A
c
k
no
w
l
ed
g
e
m
ent
and
ac
cep
t
ance of
t
h
i
s
D
eed by
D
anaos do
e
s
n
ot
i
m
pose
any ob
li
g
a
t
i
o
n
s
o
r
li
a
b
i
l
i
t
i
es
o
n
D
anaos, n
o
r
d
oes
i
t
a
f
f
ect
t
he en
f
o
r
c
ea
b
i
l
it
y
and
v
a
l
i
d
it
y
of
t
h
i
s Dee
d
.
|
|
7.5
|
T
h
i
s
D
eed and any no
n
-
c
o
n
tr
a
c
t
u
al
o
b
li
g
a
t
i
ons
a
r
i
s
i
n
g
out of or
i
n conne
c
ti
on
w
it
h
i
t
sh
a
l
l be
g
o
v
e
r
ned
by and
c
ons
t
r
ued
i
n a
c
co
r
d
ance
w
i
t
h
En
g
li
sh
l
aw.
We sub
m
i
t
t
o
t
h
e exc
l
u
s
i
v
e
j
u
r
i
s
d
i
c
t
i
on
of
t
he En
g
li
sh
c
ou
r
t
s
f
or a
l
l p
u
r
p
os
e
s
i
n
r
e
l
a
t
i
on
t
o
t
h
i
s
D
ee
d
.
|
|
7.6
|
T
h
i
s
D
eed
h
as b
e
en
ex
e
cu
t
ed and d
e
li
v
e
r
e
d
as a d
e
ed by
H
SH and sh
a
l
l
t
a
k
e e
f
f
e
ct
as a
D
eed n
o
t
w
i
t
hs
t
an
d
i
ng
t
h
a
t
D
anaos
m
ay execu
t
e
t
h
i
s
D
eed un
d
er
h
and.
|
|
7.7
|
T
h
i
s
D
e
e
d
m
ay be execu
t
e
d
i
n any nu
m
ber of
c
oun
t
e
r
pa
r
t
s,
a
l
l
o
f
w
h
i
ch
t
a
k
en
t
og
e
t
h
e
r sh
a
l
l c
o
ns
t
i
t
u
t
e one and
t
he s
a
m
e
i
ns
t
r
u
m
en
t
.
|
[
S
i
g
n
a
t
u
re
Pa
g
e Fo
l
l
o
ws
]
|
Executed
and
delivered
as a
deed
on the date first written above by
HSH
Nordbank AG
|
)
)
)
)
|
|
|
|
|
|
|
By:
|
/s/ Gesa Voigt
|
|
|
|
|
|
|
|
|
By:
|
/s/ Reinhard Günther
|
|
|
|
|
|
|
|
Signature of witness:
|
/s/ Sträßner
|
|
|
|
|
|
|
|
|
|
|
Name of Witness: Sträßner
|
|
|
|
|
|
|
|
Address of witness:
|
|
|
|
HSH Nordbank AG
Gerhart-Hauptmann- Platz 50
20095 Hamburg
|
|
|
|
|
|
|
|
|
|
|
|
Acknowledged as to clauses 1-3 and joined and agreed as a party to clauses 4, 5, 6 and 7:
|
)
)
|
|
|
on the date first written above by
|
)
|
|
DANAOS CORPORATION
|
)
)
|
|
|
/s/ Evangelos Chatzis
|
|
|
|
|
CFO
|
|
|
|
|
|
|
|
|
|
|
|
|
|
S
C
H
EDUL
E
D
e
t
a
i
l
s
o
f
C
o
m
m
i
t
t
ed
S
h
a
res
|
|
N
a
m
e
o
f ben
e
f
i
c
i
a
l
o
w
n
e
r
|
N
a
m
e
o
f re
g
i
s
t
e
r
ed
holde
r
,
i
f d
i
ff
e
re
n
t
|
N
umber
o
f sh
a
res
|
|
|
|
|
|
|
|
|
|
H
SH
N
o
r
dbank
A
G
|
N
/
A
|
4,182,832
|
|