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					I. Bank References
2011 Company brochure

Leading the
Providing port and inland services
expertise essential to world trade
Algeciras, Spain
                   Providing the port and
                   inland infrastructure that
                   drives global commerce

                   APM Terminals operates a Global Port, Terminal and                APM Terminals works closely with the global shipping
                   Inland Services Network comprising 56 ocean port and              community, national governments, and individual businesses to
                   terminal facilities in 33 countries, and over 100 Inland          reduce costs, deliver operational excellence and improve market
                   Services locations in 47 countries, with a combined total of      access worldwide. Access to modern port infrastructure drives
                   24,000 employees in 63 countries worldwide. Modern port           local, regional and international market competitiveness and
                   infrastructure and access is essential to global trade and        economic development. For logistics professionals, the APM
                   economic growth. APM Terminals is an independent port and         Terminals Global Port and Terminal Network plays an important
                   terminal development, management and operating division           role in supply chain management with location, capacity,
                   within the A.P. Moller-Maersk Group. The APM Terminals            flexibility and efficiency clearly linked to supply chain success
                   Global Port and Terminal Network is the world’s most              and port-centric logistics.
                   geographically balanced port and terminal portfolio,              See www.apmterminals.com to download photos, videos and
                   and continues to grow to meet the needs of our customers          more information.
                   in the shipping industry, and the global economy. To put this
                   industry in perspective, 90% of all global trade moves by
                   ship, with liner services alone carrying $4.6 trillion worth of
                   international trade annually - approximately one third of the
                   total value of world trade.

                                                                                       APM Terminals by the Numbers
                                                                                       •	 Countries:	63
                                                                                       •	 Internal	Administrative	Regions:	4
                                                                                       •	 Employees:	24,000
                                                                                       •	 Operating	Port	and	Terminal	Interests:	56
                                                                                       •	 New	port	projects	in	development:	5
                                                                                       •	 Inland	Services	locations:	132
                                                                                       •	 Annual	Revenue	in	2010:	$4.2	billion
                                                                                       •	 Containers	handled	in	2010:	31.5	
                                                                                          million (weighted by equity share)
                                                                                       •	 Size	of	global	container	market	in	
                                                                                          2010:	550	million	TEUs

                                                                                                                        On the cover: Algeciras, Spain

                             6    Meeting the requirements of
                                  global commerce
                             8    Partnerships and Progress
                             10   Our strategy and business model
                             11   Investing in the Future
                             12   The Power of People
                             14   2011 Third Quarter results
                             16   2010 Financial highlights
                             18   Crane & Engineering Services
                             19   Quantifying a positive presence:
                                  Socio-economic impact in
                                  Apapa, Nigeria
                             20   Safety is a way of life at
                                  APM Terminals
                             21   Environmental sustainability
                             22   APM Terminals’ journey
                             26   Global port and terminal network
                             28   Global inland services network

Port	Elizabeth,	New	Jersey

4                                                                    5
Meeting the requirements                                                                                                                     The outlook for the global container port industry (in TEU millions)

of global commerce
                                                                                                                                                                                                                              718           Figures from
                                                                                                                                                                                                                      674                   Drewry Shipping
                                                                                                                                                                                                               631                          Consultants, 2010
                                                                                                                                                                         524                     551                                        (2010-2015	figures	
Global economic growth depends upon efficient port and inland                                                                                              442
                                                                                                                                                                                          513                                               based on 7.2%
                                                                                                                                                                                                                                            average annual
infrastructure. APM Terminals accepts the challenge.                                                                                         362
                                                                                                                                                                                                                                            growth	projections)

                                              commitment to implementing a safety             upon which it relies will become an even
                                              culture across the company”.                    larger factor in global economic and social
                                                                                              progress. This is a role we take very
                                              Our emphasis as a company, and as               seriously, and it is part of our company       2004          2006          2008             2010          2012           2014
                                              individuals, in such areas as safety,           philosophy to promote health, education
                                              sustainability and corporate governance is      and employment opportunities as an
                                              what helps to differentiate APM Terminals       agent of positive change as we continue
                                                                                                                                             Infrastructure investment and                  trade in goods by volume has been               safety performance at all APM Terminals
                                              from other companies in our industry. As        to grow with our customers and the
                                                                                                                                             the container industry                         forecast	by	the	IMF	to	rise	by	8.4%	in	         facilities.	We	view	these	efforts	as	
                                              global trade grows, driving the expansion       industry’s needs.
                                                                                                                                             The future of the port industry is             2011	and	by	5.8%	in	2012,	again	led	by	         socially responsible and economically
                                              of global economic growth, the role of
                                                                                                                                             promising	and	exciting.	It	is	not,	            emerging	and	developing	economies.	In	          sound.	I	remain	optimistic	about	APM	
                                              shipping and of the marine infrastructure
                                                                                                                                             however,	without	challenges.	In	the	first	     these areas historically underserved by         Terminals’ aspiration to become the
                                                                                                                                             half of 2011 container throughput in the       the container industry, significant port and    leading port operator in the world for a
                                                                                                                                             APM Terminals’ Global Port and Terminal        terminal infrastructure investment and          number of reasons:
                                              Our ambition remains unchanged - to become the leading port operator in the world,
                                                                                                                                             Network grew by approximately 8%,              modernization	will	continue	to	be	a	priority.
                                              not necessarily the biggest but the best in our customer’s eyes.
                                                                                                                                             allowing for discontinued operations at                                                        •	 Our	customer	base	represents	the	
                                                                                                                                             six facilities worldwide last year, as we      In	2010,	approximately	half	of	APM	                world’s leading shipping lines and
                                              Three simple objectives guide our activities:
                                                                                                                                             have aggressively managed our portfolio        Terminals’ container volume was                    importers/exporters.
Kim Fejfer                                                                                                                                   to match customers’ needs, and our             generated in emerging market nations.           •	 World	trade	is	expanding	and	as	a	
CEO                                           Earn	the	customer                                                                              own market analysis. Overall global            We	will	continue	to	focus	on	this	                 result, the marine and inland container
                                                                                                                                             container throughput has risen                 sector to strengthen our competitive               handling infrastructure in which we
                                              by being the best in our customers’ eyes.
I	am	proud	to	say	that	APM	Terminals	                                                                                                        at approximately the same rate during          position and anticipate the needs of our           specialize	will	assume	an	increasingly	
is one of the world’s leading terminal                                                                                                       this	period,	while	expanding	by	14.5%	         customers and the shipping industry.               larger role and importance in the
operating and management companies.           Take costs out                                                                                 in 2010.                                                                                          global economy.
It	is	our	goal	to	be	the	best.	We	offer	                                                                                                                                                    Global strength in people, ports                •	 Capacity	around	the	world	-in	both	
                                              by offering the best operational performance to our customers.
our customers a comprehensive and                                                                                                            High growth markets will be at the             and Inland Services                                mature and emerging markets –
geographically balanced Global Port,                                                                                                         forefront of economic and trade growth         We	are	committed	to	expanding	                     enables us to better withstand any
Terminal	and	Inland	Service	Network	of	       Drive performance                                                                              in the years ahead, and will be a focus        APM Terminals most distinctive                     cyclic industry or regional downturns
24,000	employees	representing	over	                                                                                                          of	our	own	project	development	and	            advantages over our competitors:                   which may occur.
                                              by	being	the	best	with	our	people	and	delivering	organizational	results	through	
60	port	and	terminal	facilities	in	33	                                                                                                       expansion planning. The most recent            our Global Port, Terminal and                   •	 Our	people	are	passionate	
                                              any economic cycle.
countries	including	16	new	development	                                                                                                      International	Monetary	Fund	(IMF)	World	       Inland	Services	Network,	and	our	                  about winning in the marketplace
or	expansion	projects	underway,	And	                                                                                                         Economic	Outlook	projections,	updated	         employees.	Another	major	difference	               and making a difference in
more	than	100	Inland	Services	locations	                                                                                                     for September 2011, call for a combined        is our adherence to strict company                 their profession.
in	47	countries.	Providing	the	world’s	       These	objectives	drive	our	ongoing	efforts	to	work	closer	than	ever	with	our	customers,	our	   annual	GDP	growth	rate	of	6.4%	and	6.1	        policies and principles concerning
shipping industry with world-class            partners and government leaders to support their goals and provide the port infrastructure     for economically developing and emerging       corporate governance, corporate social          These combined strengths will help us
service, reliability and efficiency, APM      necessary to drive global commerce and help people and businesses worldwide.                   nations in 2011 and 2012 respectively— a       responsibility, and sustainability.             to continue to lead the evolution of our
Terminals offers unrivalled experience                                                                                                       rate	as	much	as	four	times	the	projected	                                                      industry and to create opportunities for our
in developing and operating marine                                                                                                           growth for the advanced economies of           Sustainability is a central tenet of our        customers, our colleagues, our business
infrastructure, and inland container                                                                                                         Western	Europe,	North	America	and	Japan	       business model with regard to social and        partners, and the world around us.
facilities.	With	new	international	trading	                                                                                                  during	the	same	period.	World                  environmental impact, and in terms of
patterns taking shape around the world
APM Terminals is continuing to invest
in meeting the need for modern port,
container	terminal	and	Inland	Service	
infrastructure, particularly in high growth
areas where access to global markets
remains underserved.

Making a difference
APM Terminals was named winner of the
2011 Lloyd’s List Global Safety Award at
the prestigious annual industry Awards
Gala on September 20th in London. The
award was presented in recognition of
APM Terminals’ “exceptional commitment
to improving safety standards” over the
past year, and “genuinely comprehensive
approach to safety and a real                  Portsmouth, Virginia                                                                           Tangier, Morocco

6	                                                                                                                                                                                                                                                                                    7
Partnerships and Progress

                                             Cost of terminals to shipping lines              What’s different about APM Terminals?         •	 Mumbai: Operating the busiest              Southeast Asia: Operations include
                                                                                              Location, location, location…                    container	terminal	in	India	at	the	        Cai Mep, Vietnam, the only deep-water
                                                                                                                                               country’s largest commercial and           terminal in Vietnam; interests in two
                                             Terminal Costs                            25%
                                                                                              A	truly	Global	Port,	Terminal	and	Inland	        financial center.                          terminals in Laem Chabang, Thailand;
                                                                                              Services network serving both mature          •	 Pipavav: A growing alternative as          and	Tanjung	Pelepas,	Malaysia-	one	of	
                                             Vessel Costs                              25%    markets and high growth economies.               gateway	port	to	Northwestern	India’s	      the region’s fastest-growing ports, ranked
                                                                                                                                               inland markets.                            17th	globally	in	throughput	with	6.5	
                                                                                              China: Ten operating terminals serving the                                                  million	TEUs	in	2010.
                                             Bunkers                                   18%
                                                                                              second largest economy in the world, and      Latin America and Caribbean: Four
                                                                                              a national container throughput of 170        operating	terminals:	two	in	Brazil	and	one	   USA:	9	terminals	serving	the	308-million	
                                             Inland Transportation                     14%    million	TEUs	in	2010,	or	nearly	one	out	of	   each in Argentina and Peru, with two new      strong American market: the world’s
                                                                                              every	three	TEUs	handled	worldwide.           terminals in development at the ports of      largest	economy	at	$14.6	trillion;	largest	
                                                                                                                                            Santos,	Brazil,	and	Moin,	Costa	Rica.         merchandise	importer	with	$1.97	trillion,	
                                             Adminisration & Other Costs               12%
                                                                                              Europe:	11	operating	terminals	with	3	in	                                                   and the world’s second-largest exporter,
                                                                                              development	serving	this	400	million	         Middle East: Khalifa Bin-Salman Port- the     with	$1.28	trillion	worth	of	goods	in	2010.
                                             Container & Equipment                      6%    person market.                                Bahrain Gateway, and the region’s fastest-
                                                                                                                                            growing ports of Salalah, Oman; Aqaba,        West Africa:	9	facilities	in	8	counties,	
Martin Gaard Christiansen                                                                     India: Two terminals serving the              Jordan	and	the	Suez	Canal	Container	          including APM Terminals Apapa, the
Chief Commercial Officer                                                                      second most populated nation in the           Terminal	at	Port	Said	East,	Egypt.            busiest	container	terminal	in	West	Africa.
                                                                                              world, with one of the world’s fastest-
We	view	our	business	relationships	          Cost of terminals on the supply chain            growing economies:
as partnerships. The success of
these partnerships assures success
                                             a) FOB Value                            98.85%
in business for all concerned. At APM
Terminals partnership means a close
working relationship with every customer     b) Other Costs:
-providing value-driven services from the
company philosophy that every customer
                                             Ocean Freight                            0.57%
is a “global client”.

APM Terminals has built the world’s          Inland Haulage                           0.28%
most comprehensive and geographically
balanced	Global	Port,	Terminal	and	Inland	
                                             Insurance                                0.23%
Services Network to serve our partners
and to grow our relationships in every
major	trade	lane	and	market	across	          Terminal Handling                        0.06%
the globe.
                                             Documentation                            0.01%
We	plan	for	the	long-term,	and	invest	
in operations and locations to meet not
only the current, but the future needs of    Source: Drewry
our	business	partners.	Relationships	are	
long-term as well, with a commitment to
making sure that we meet our customers’
expectations- and more in service, quality
and reliability.
                                                                                                Zeebrugge, Belgium
We	are	working	hard	every	day	around	
the world to keep our partnerships
healthy and strong, and to keep our
customers our customers.                                                                      Industry-recognized excellence

Let us start working for you.
                                                                                              2011 Awards                                                          2010 Awards

                                                                                              Lloyd’s List 2011 Global Safety Award                                Corporate Governance Award for Transparency and Honesty
                                                                                              Seatrade	2011	Innovation	in	Ship	Operations	Award                    Zero	Accident	Award	(Bronze	Level)
                                                                                              Pacific Maritime Association Safety Awards                           Special	Jury	Award,	Oman	Green	Awards
                                                                                              Ecoval	Trophy                                                        Safety	at	Sea	International	Award
                                                                                              Transport Africa Awards “Best Port Operator in Africa”               Port Community Award
                                                                                                                                                                   Pacific Maritime Association Safety Awards
                                                                                                                                                                   New York Shipping Association Safety Award
                                                Tanjung	Pelepas,	Malaysia                                                                                          Chemtech	Leadership	and	Excellence	Award
                                                                                                                                                                   Moroccan	National	“Safety	at	Work	Award”

8                                                                                                                                                                                                                                      9	
Our strategy and                                                                                                                           Investing in the Future
business model
                                              to invest where our customers require
                                              new investments, expansions or
                                                                                            deepwater draft, large turning basins, and
                                                                                            high productivity cranes able to reach as
                                                                                                                                                                                          Modern infrastructure, particularly port and
                                              equipment upgrades.                           many	as	23	containers	across	the	deck;	
                                                                                            efficiency of port and terminal operations
                                                                                                                                                                                          transportation, is an essential requirement
                                              In	particular,	emerging	markets	with	
                                              high growth require investment either to
                                                                                            is essential for the economies of scale
                                                                                            represented	by	these	Ultra-Large	vessels	
                                                                                                                                                                                          for	economic	development,	but	one	size	
                                              replace outdated port infrastructure or to
                                              create	new	gateways.	We	are	in	constant	
                                                                                            to	be	fully	realized,	or	even	possible.	APM	
                                                                                            Terminals is well-positioned to serve the
                                                                                                                                                                                          does not fit all.
                                              dialogue with all shipping lines to           new fleet of superships that offer shipping
                                              anticipate their needs and even develop       lines the chance to consolidate port calls,
                                              strategic partnerships and pursue             save money, attain eco-goals and fuel                                                         Port projects
                                              investments together.                         efficiency, reposition containers quickly
                                                                                                                                                                                          Asia – Pacific                               Africa – Middle East
                                                                                            and grow with the market.
                                                                                                                                                                                          Cai Mep, Vietnam                             Pointe-Noire,	Republic	of	the	Congo
                                              Inland Services
                                                                                                                                                                                          Qingdao, China                               Monrovia, Liberia
                                              Container	Inland	Services	was	a	business	     Our partners make us stronger
                                              unit of the A.P Moller-Maersk Group which
                                                            .                               Our Global Terminal Network is made of
                                                                                                                                                                                          Americas                                     Europe
                                              was integrated into our company in 2010,      numerous	joint	ventures.	By	teaming	up	
                                                                                                                                                                                          Callao, Peru                                 Poti, Georgia (Poti Sea Port)
Francois Delenclos                            and will allow us to offer customers more     with customers, local business partners,       Tiemen Meester
                                                                                                                                                                                          Moin,	Costa	Rica                             Rotterdam,	Netherlands	(Maasvlakte	2)
Vice President, Business Development          solutions as well as new efficiencies,        governments and other industry players         Vice	President	Business	Implementation
                                                                                                                                                                                          Santos,	Brazil                               Vado,	Italy
                                              operating flexibility, inland transporation   we have been able to help our clients
                                                                                                                                                                                                                                       Wilhelmshaven,	Germany	(Container
To accompany the transformation of APM        and container lifecycle management.           defray costs, enter new markets faster         Our	Port,	Terminal	and	Inland	Services	
                                                                                                                                                                                                                                       Terminal	Wilhelmshaven)
Terminals into the leading port company                                                     and offer sustainable service while            facilities are carefully designed for local
in the world, not necessarily the biggest     Offering both gateway and relay ports —       keeping pace with the demands of the           conditions, but with the future in mind, to
but the best in our customer’s eyes, we       designed for today’s large ships              marketplace.	We	remain	focused	on	             maximize	efficiency	and	productivity	as	
designed and started the execution of a       The trend for larger vessels entering into    operational excellence, and the disciplined    soon as they become operational.                 Cai Mep, Vietnam
disciplined, multi-year strategy with clear   the world’s container fleet is ongoing.       execution of our business strategies,
targets. This medium-term ambition is         An order was recently announced for           which position us well for the future.         Cai	Mep	International	Terminal,	which	
supported by yearly milestones with a         20	vessels	of	18,000	TEU	capacity-	the	                                                      was	opened	this	March	50	km	(31	
focus on:                                     largest vessels of any kind afloat. Ships                                                    miles) southeast of Ho Chi Minh City
                                              of	this	size	require	16.5	meters	(50	feet)	                                                  in Vietnam’s primary port area with an
                                                                                                                                           annual	capacity	of	1.1	million	TEUs,	is	the	
Earn	the	customer                                                                                                                          only container facility in Vietnam capable
by being the best in our customers’ eyes.                                                                                                  of handling the larger vessels now
                                                                                                                                           increasing entering into the global fleet.
                                                                                                                                           CMIT’s	first	call	was	the	11,500	TEU	
Take costs out                                                                                                                             capacity CMA CGM Columba- the largest
by offering the best operational                                                                                                           containership ever to call a Vietnamese
performance to our customers.                                                                                                              port, introducing a new era in the region’s
                                                                                                                                           access to global trade and markets.

Drive performance                                                                                                                          New port and terminal development
by being the best with our people and                                                                                                      projects	are	currently	underway	in	the	
delivering	organizational	results	through	                                                                                                 APM Terminals network around the               Forecast average utilisation levels by world region
any economic cycle.                                                                                                                        world in fast growing and underserved
                                                                                                                                           markets	such	as	Santos,	Brazil;	Moin,	                                             2008                  2015     Low utilisation levels
We	have	defined	measurable	performance	                                                                                                    Costa	Rica	and	Poti,	Georgia.	During	the	                                                                         High utilisation levels
                                                                                                                                                                                          North America                        60%                   55%
indicators to monitor how we fare on                                                                                                       first six months of 2011 APM Terminals
our targets and discuss progress and                                                                                                       committed	to	investing	over	$1	billion	        West	Europe                          67%                   61%
necessary actions several times a year                                                                                                     in	new	infrastructure	projects	and	
                                                                                                                                                                                          Far	East                             71%                   90%
with	our	Regions	and	terminals.                                                                                                            expansion.	We	will	continue	to	carefully	
                                                                                                                                           evaluate markets and opportunities with        South	East	Asia                      79%                   86%
In	addition	to	this	business	strategy,	                                                                                                    both global and local considerations
                                                                                                                                                                                          Mid	East                             79%                   91%
we are frequently reviewing our                                                                                                            in mind for our company, and the
portfolio to make sure our footprint                                                                                                       communities we serve.                          Latin America                        72%                   72%
is aligned with commercial demand
                                                                                                                                                                                          Oceania                              75%                   84%
changes and to make sure our
management efforts are focused on                                                                                                                                                         South Asia                           74%                   84%
the most demanding locations.
                                                                                                                                                                                          Africa                               77%                   71%
As market conditions change with                                                                                                                                                          Eastern	Europe                       72%                   51%
economic cycles and because we seek
                                                                                                                                                                                          World                                71%                   78%
majority	ownership	and	control	in	the	
locations where we are present, we may
from	time-to-time	adjust	our	portfolio	by	
divesting non-strategic minority holdings.      Los Angeles, California
By doing so, resources are freed up

10                                                                                                                                                                                                                                                                               11
The Power of People                                                                                                                     Corporate leadership team

                                                                                                                                        APM Terminals places a very high value
                                                                                                                                        on leadership. Our Leadership Team is
                                                                                                                                                                                     the complexities and opportunities of
                                                                                                                                                                                     running and growing a global business.
                                                                                                                                        comprised of experts in diverse areas        We	are	proud	to	have	combined	the	
                                                                                                                                        from across the company, including           most talented and proactive team of
                                                                                                                                        commercial, legal, finance, operations and   business leaders yet, and confident
                                                                                                                                        safety. These senior executives represent    that working together we will achieve
                                                                                                                                        significant experience in navigating         our shared goal of becoming the best
                                            Diversity                                     Professional Education                                                                     company in the industry.
                                            With	operations	on	five	continents	and	       The APM Terminals’ talent acceleration
                                            in	every	major	global	trade	lane,	APM	        MAGNUM	program	introduced	a	three	year	
                                            Terminals draws from the very best,           affiliation this year with the prestigious
                                            providing opportunities for personal          Barcelona-based	ESADE	(Escuela	
                                            and professional growth for employees         Superior de Administración y Dirección
                                            locally and internationally. As we            de	Empresas-	“School	for	the	Higher	
                                            continue to expand into high growth           Study of Business and Administration”).
                                            markets in Asia, Latin America, Africa,       Chosen from applicants within the APM
                                            the	Middle	East	and	Eastern	Europe,	our	      Terminals	Global	Port,	Terminal	and	Inland	
                                            workforce, at all levels, will increasingly   Services Network through a rigorous
                                            reflect the richly diverse social fabric of   selection	process,	MAGNUM	participants	
                                            the communities which we serve. Local         undertake a three-module, one year
                                            hiring and training is a cornerstone of       program featuring practical terminal
                                                                                                                                        Kim Fejfer            Christian Moller       Martin Gaard         Francois            Tiemen Meester     Erik Eisenberg
                                            APM Terminals corporate policies.             hands-on training assignments as well as
                                                                                                                                        CEO                   Laursen                Christiansen         Delenclos           Vice President     Head of
                                                                                          rigorous classroom curricula. The current
                                                                                                                                                              Vice President         Chief Commercial     Vice President      Business           Communications
                                            Training                                      2011	MAGNUM	class	of	30	managers	
                                                                                                                                                              and CFO                Officer              Business            Implementation
Derrick Shirley                             Standardized	formal	instruction	and	          represents APM Terminals operations in
                                                                                                                                                                                     CEO,	Asia	           Development
Interim	Head	of	Human	Resources             practical training on equipment and           22	countries	in	North	and	West	Africa,	
                                                                                                                                                                                     Pacific region
                                            procedures is being implemented               East,	South	and	Southeast	Asia,	the	
APM Terminals is global in scale, scope     throughout the APM Terminals Global Port,     Middle	East	and	Latin	America	as	well	as	
and	influence,	with	24,000	dedicated	       Terminal	and	Inland	Services	Network.	We	     North	America	and	Europe.	The	MAGNUM	
colleagues	in	over	60	countries	working	    have invested in crane simulators which       program	is	just	one	of	the	ways	in	which	
together to make our company the best       are now the most advanced in Africa so        APM Terminals invests in our most
in the industry. Accomplishing such a       that for the first time crane operators can   valuable asset: our people.
goal takes commitment and ambition          be trained within the region. There will be
on both a corporate and personal level,     more opportunities to come.
but the rewards, both personally and
professionally are well worth the effort.

                                                                                                                                        Peder                 Eric A. Sisco          Martin Poulsen       Derrick Shirley     Johan Breukelaar
                                                                                                                                        Sondergaard           President              CEO                  Interim	Head	of	    Head of Health
Drawing upon the best                                                                                                                   CEO	                  Americas	Region        Europe	Region        Human	Resources     and Safety
                                                                                                                                        Africa-Middle	East	
talent in the world we aim                                                                                                              Region
to constantly improve our
service to customers,
shareholders and
business partners.

12                                                                                                                                                                                                                                                            13	
2011 Third Quarter results

•	 Revenue USD $1.205 billion                The global container market                        APM Terminals
                                             Global container throughput increased              Container traffic through the APM
•	 Segment result after tax was
                                             by 7% in the third quarter, and during the         Terminals Global Port and Terminal
   a profit of USD $174 million
                                             first nine months of 2011 compared with            Network	increased	to	8.6	million	TEUs	
•	 11% increase in container throughput      the	same	periods	in	2010.	Worldwide	               during the third quarter (container
                                             container	volume	has	been	projected	to	            volumes weighted by equity share)
•	 Business from customers outside
                                             continue to expand, led by high-growth             representing an 11% rise over the third
   the A.P. Moller-Maersk Group are
                                             emerging markets for the remainder                 quarter 2010, and 10% growth on a
   46% of total volume
                                             of the year. As the third quarter began,           like-for-like basis for existing facilities
•	 8.6 million TEU throughput                the	global	liner	fleet	stood	at	5,969	             Revenue	of	$1.205	billion	for	the	third	
   (weighted by equity share)                vessels,	representing	15.6	million	TEUs	           quarter	represents	a	15%	increase	over	
                                             of capacity. There are outstanding orders          the Third quarter of 2010, with a profit
•	 Return on invested capital after
                                             for	660	new	containerships,	representing	          of	$174.	EBITDA	rose	by	17%	for	the	
   tax (ROIC) of 13.5%
                                             additional	capacity	of	4.5	million	TEUs,	          period,	compared	with	last	year,	to	$280	
•	 Signed 33-year concession                 including	162	vessels	of	10,000	TEU	               million, and return on invested capital
   for Moin, Costa Rica                      capacity or more. These ultra-large                (ROIC)	improved	to	13.5%	from	11.9%.	
                                             container	ships	(ULCS)	represent	nearly	           Business from customers outside of the
•	 Commenced operations at
                                             half of all new capacity awaiting delivery.           .
                                                                                                A.P Moller-Maersk Group accounts for
   Callao, Peru
                                             APM Terminals’ facilities are at the               46%	of	all	volume.	
•	 Awarded concession for                    forefront in expanding equipment and
   Skandia Container Terminal,               depth capabilities to accommodate this             For the first nine months of 2011
   Gothenburg, Sweden                        latest generation of containerships which          revenue	was	$3.417	billion,	with	
                                             will account for an increasingly larger            container throughput (weighted by equity
                                             proportion of the industry’s volumes.              share)	of	24.8	million	TEUs.	

                                                                                                During the third quarter APM Terminals
                                                                                                signed	a	33-year	concession	for	the	
                                                                                                Moin Container Terminal at Puerto Limón
                                                                                                in	Costa	Rica,	and	began	operations	at	
                                                                                                the North Terminal in Callao, Peru.
                                                                                                APM	Terminals	was	also	awarded	a	25-
                                                                                                year concession to manage and operate
                                                                                                the Skandia Container Terminal at the
                                                                                                Port of Gothenburg, Sweden’s largest
                                                                                                container port.

For the 3rd quarter
Highlights                                                                                 2011              2010             Change
Revenue                                                                                    1,205             1,049            15%
Profit	before	depreciation,	amortisation	and	impairment	losses,	etc.	(EBITDA)              280               239              17%
Depreciation, amortisation and impairment losses                                           93                94               -1%
Gain on sale of non-current assets and businesses, net                                     11                23               -52%
Associated companies – share of profit/loss for the period                                 16                9                78%
Profit	before	financial	items	(EBIT)                                                       214               177              21%
Financial items, net                                                                       1                 1                0%
Profit before tax                                                                          215               178              21%
Tax                                                                                        41                38               8%
Profit                                                                                     174               140              24%
Cash flow from operating activities                                                        255               230              11%
Cash flow used for capital expenditure                                                     -163              -393             -59%
Return	on	invested	capital	after	tax	(ROIC),	annualised                                    13.5%             11.9%
Containers	handled	(measured	in	million	TEU	and	weighted	with	ownership	share)             8.6               7.7              12%

                                                                                                                                              Cai Mep, Vietnam

14	                                                                                                                                                              15	
2010 Financial highlights

•	 Revenue USD $4.251 billion                                                                                                                 2010 Financial highlights
•	 Gain of USD $459 million from sale of
   noncurrent assets                                                                                                                          APM Terminals                                                                                                USD million
•	 Segment result after tax was a profit
   of USD $492 million (adjusted)                                                                                                             Highlights                                                                                        2010            2009
•	 7% increase in the number of
   containers handled by APM Terminals,                                                                                                       Revenue	                                                                                          4,251	          4,240
   allowing for discontinued operations
                                                                                                                                              Profit	before	depreciation,	amortisation	and	impairment	losses,	etc.	(EBITDA)	                     869	             898
•	 Business from customers other than
                                                                                                                                              Depreciation,	amortisation	and	impairment	losses	                                                  441	             372
   Maersk Line and Safmarine increased
                                                                                                                                              Gain	on	sale	of	non-current	assets,	net	                                                           459	              13
   to 44% of total volume in 2010
                                                                                                                                              Associated	companies	–	share	of	profit/loss	for	the	year	                                           24	              18
•	 31.5 million TEU throughput
   (based on equity share)                                                                                                                    Profit	before	financial	items	(EBIT)	                                                              911	             557
                                                                                                                                              Financial	items,	net	                                                                                3	              41
•	 APM Terminals’ global market
   share of 6%
                                                                                                                                              Profit	before	tax	                                                                                 914	             598
                                                                                                                                              Tax	                                                                                               121	             104

                                                                                                                                              Profit	                                                                                            793	             494

                                                                                                                                              Cash	flow	from	operating	activities	                                                                845	            760
                                                                                                                                              Cash	flow	used	for	capital	expenditure	                                                            -301	           -657

                                                                                                                                              Non-current	assets	                                                                               5,116	          5,466
                                                                                                                                              Current	assets	                                                                                     770	            859
                                                                                                                                              Non-interest	bearing	liabilities	                                                                 1,137	          1,152

                                                                                                                                              Invested	capital,	net	                                                                            4,749	          5,173
Global recovery                                  agreement regarding establishment of           APM Terminals remains an industry leader
In	2010,	the	global	container	terminal	          a	new	terminal	in	Santos,	Brazil,	and	a	       in the areas of Safety and Sustainability,
                                                                                                                                              Return	on	invested	capital	after	tax	(ROIC	                                                       16.0%	         10.0%
market rebounded strongly from the               concession agreement for the operation         and was awarded the Safety at Sea
steep	drop	of	2009.	Overall	port	                of the port terminal in Monrovia, Liberia.     International	(SASI)	Award	in	the	category	
                                                                                                                                              Containers	handled	(measured	in	million	TEU	and	weighted	with	ownership	share)	                    31.5	           30.9
throughput worldwide, measured in                The construction of the new port terminal      of Management and Operations in 2010,
Twenty-foot	Equivalent	Units	(TEUs),	            in Cai Mep, Vietnam neared completion          and recorded a reduction of more than
increased	by	13%	in	2010	over	the	               on schedule to commence operations in          10% in CO2 emissions per crane lift during
year prior, according to Drewry Shipping         early 2011. A number of facilities were        2010	compared	with	2009.
Consultants. The number of containers            expanded or upgraded during 2010 to
                                                                                                                                              APM Terminals’ crane lifts split by region, weighted by ownership share
handled by APM Terminals (as measured            address growing market demand, notably         Revenue	for	the	combined	Port	and	
by crane lifts weighted by APM Terminals’        the	Suez	Canal	Container	Terminal	in	Port	     Inland	Services	businesses	Increased	to	
facility ownership share) was up 2%              Said,	Egypt,	the	Aqaba	Container	Terminal	     USD	$4.251	billion	in	2010.	The	EBITDA	       2010                                                                 2009
compared	with	2009	to	31.5	million	TEU.	         on	the	Red	Sea,	in	Jordan,	and	the	            margin for port activities increased from
Allowing for discontinued operations in six      terminals in Lagos, Nigeria and Luanda,        24.4%	to	25.3%,	primarily	as	a	result	of	
locations: (Oakland and Savannah in the          Angola. New terminal development is            cost reductions.
USA;	Kaohsiung,	Taiwan;	Yantian,	China;	         ongoing	at	Wilhemshaven,	Germany;	
Voltri,	Italy;	and	Dunkirk,	France),	however,	   Vado,	Italy;	and	the	Maasvlakte	II	project	    The	total	EBITDA	margin	was	negatively	
APM Terminals’ volumes grew by 7%.               at	the	Port	of	Rotterdam.                      affected by lower earnings and
                                                                                                restructuring costs in inland activities,
                                                                                                                                                                       17%              18%                                             15%       19%
APM Terminals                                    APM Terminals continued to broaden             declining	from	21.2%	to	20.4%.	The	
During 2010, APM Terminals continued             its customer portfolio as container            results were positively affected by
to focus on development in emerging              volume from customers other than               divestment of an ownership interest in
markets and portfolio management to              Maersk Line and Safmarine increased            Sigma	Enterprises	Ltd.	at	a	gain	of	USD	
improve performance. The integration             by	12%	(19%	adjusted	for	discontinued	         $423	million	before	tax	and	negatively	
of inland activities into APM Terminals          terminals), to account for contributing        affected by impairment losses and
was a strategic step designed to                 44%	of	APM	Terminals’	total	volumes,	          provisions made for restructuring of inland                    27%                                                                29%
strengthen and expand client services.           up	from	41%	in	2009.                           activities,	etc.	Excluding	these	amounts,	                                                  37%                                                      37%
APM Terminals is now also able to                                                               profit	for	2010	was	USD	$492	million	
enter new markets related to marine              APM Terminals entered into long-term           as	compared	with	USD	$431	million	for	
cargo activities and provide our                 agreements with Hyundai Merchant               2009,	with	Cash	flow	from	operating	
customers greater opportunities for              Marine	for	space	at	the	Pier	400	facility	     activities	USD	$845	million	Return	on	
integrated solutions, covering a larger          at the Port of Los Angeles, and with the       invested	capital	(ROIC)	was	16.0%,	up	
part of the logistics chain. As part of          Virginia	International	Terminals	operating	    from 10.0% in the preceding year.             Americas                                                             Americas
our increased focus on infrastructure            division of the Virginia Ports Authority for                                                 Europe                                                               Europe
development in high growth markets,              a 20-year lease of the APM Terminals                                                         Asia                                                                 Asia
APM	Terminals	concluded	a	joint	venture	         Virginia facility in Portsmouth, Virginia.                                                   Africa, Middle East, India                                           Africa, Middle East, India

16	                                                                                                                                                                                                                                                                17
Crane & Engineering Services                                                                    Quantifying a positive presence:
An APM Terminals Company now serving the terminal and ports industry
                                                                                                Socio-economic impact in Apapa, Nigeria
•	 Project management
   Attending	the	project	from	the	
                                            APM	Terminals	Crane	&	Engineering	Services	
   feasibility study to handover
                                            has formally expanded its scope to offer expert
•	 Engineering
   Providing technical expertise at every   technical	guidance	and	project	management	
   stage and design review
•	 Quality assurance
                                            services for the design, procurement and
   Inspection	of	the	supplier’s	
   manufacturing	per	standardized	
                                            installation	of	STS	cranes,	RTG	cranes	and	other	
   Inspection	Test	Protocol
                                            heavy terminal equipment to Port Authorities
•	 Commissioning
   Verification and supervision of          and container terminal operators outside of the
   supplier’s commissioning according to
   standardized	commissioning	report        APM Terminals Global Terminal Network.

Officially established as an independent
business interest within APM Terminals
in	February	of	2009	with	headquarters	
in Shanghai, China and offices in
The Netherlands and Germany, the
focused	25-person	team	represents	
collective experience of over 200 years
in crane engineering and procurement
procedures in 28 ports and 22 countries
on five continents.                                                                               Apapa, Nigeria

The new enterprise is headed by Managing
Director	Halfdan	Ross	who	is	located	in	
the	Shanghai	office.	CES’	headquarters	                                                                                                    Since assuming operational responsibility    impact on promoting local economic
location enables close coordination with                                                                                                   for	the	Apapa	Container	Terminal	in	2006,	   growth,	job	creation,	improved	standards	
Shanghai	Zhenhua	Heavy	Industries	                                                                                                         APM	Terminals	has	invested	nearly	$200	      of living and technology transfer.
(ZPMC), the world’s leading manufacturer                                                                                                   million	USD	in	terminal	improvements,	
of port cranes, and a long-time business                                                                                                   equipment and personnel development.         Using	2009	data,	the	study	revealed	
partner	of	APM	Terminals.	The	CES	team	                                                                          72% of our                In	order	to	assess	the	overall	impact	       that the terminal occupied over 1,000
will retain its responsibility for crane                                                                         total turnover            of the investment in and operation of        people in daily operations, including
engineering,	procurement	and	project	                                                                            is channelled             a modern port or container terminal in       700 direct employees, representing
management for the APM Terminals                                                                                 back into the             the local community a formal study was       family dependents of an additional
Global Terminal Network while taking                                                                             local economy             undertaken by APM Terminals of the           3,500	individuals.	The	extended	indirect	
on new clients, with an emphasis on                                                                                                        Apapa Container Terminal, which with         activities required by the facility, including
expertise in emerging markets which                                                                                                        an annual throughput of approximately        trucking, maintenance and other
are	projected	to	lead	container	industry	                                                                                                  485,000	TEUs	in	2010	was	the	busiest	        supporting functions were found to have
growth in the years ahead.                                                                                                                 container	terminal	in	West	Africa,	in	       created	31,393	jobs	overall.	Notably,	it	
                                                                                                                                           Africa’s most populous country. The          was also determined that 72% of the
Services offered:                                                                                                                          project	included	30	key	stakeholder	         Apapa Container Terminal’s financial
•	 Assistance in the generation of                                                                                                         interviews, which evaluated the terminal’s   throughput remained within the local
   technical specification and                                                                                                                                                          Apapa community.
   tender documents;
•	 Proposal evaluation and                                                                      Total turnover distribution                                                             (*Tax	adjustment	in	2009,	due	to	
   recommendation of potential suppliers;                                                                                                                                               overpayment in 2008).
•	 Support during contract negotiations;
                                                                                                Suppliers                                                                       61%
•	 Development of Functional                                                                                                                                                            (Reduced	waiting	time	for	vessels	
   Descriptions;                                                                                                                                                                        loading and unloading containers and
•	 Project	Management,	from	awarding	of	                                                        Employees                                                                       15%     the elimination of terminal congestion
   the contract to crane commissioning;                                                                                                                                                 fees has saved the Nigerian economy an
•	 Engineering	design	review;                                                                                                                                                           estimated	additional	$200	million	USD	
                                                                                                Investors                                                                       13%
•	 Electrical,	structural	and	mechanical	                                                                                                                                               annually as productivity has improved).
   inspections throughout the
   manufacturing process at the crane         Tanjung	Pelepas,	Malaysia                         Management                                                                      15%     APM Terminals has refined this
   manufacturer’s facilities;                                                                                                                                                           assessment tool for use at other facilities
•	 Commissioning supervision at both                                                                                                                                                    to	promote	and	maximize	local	economic	
                                                                                                Public Sector*                                                                  – 4%
   the manufacturing base and the                                                                                                                                                       growth and benefits for every community
   destination terminal;                    For more information, please email                                                                                                          in which we operate throughout our Global
•	 Assessment of existing cranes.           CESinfo@apmterminals.com                            (*A	tax	adjustment	was	made	in	2009,	due	to	an	overpayment	in	2008).                    Terminal Network.

18                                                                                                                                                                                                                                  19	
Safety is a way of life                                                                                                       Environmental
at APM Terminals                                                                                                              sustainability
APM	Terminals	adopted	a	“Safety	for	Life”	program	in	2004,	designed	                                                          APM Terminals is an industry leader in the protection and proactive
to continuously improve safety practices throughout the APM Terminals                                                         conservation of the environment, and environmental sustainability is
Global Terminal Network. Safety education, training, drills and rigorous                                                      a priority in managing our operations.
measurement are combined to bring focus, awareness and positive
results	to	this	effort,	and	we	have	had	results;	recognized	most	recently	                                                    On	a	company-wide	level,	major	policy	
                                                                                                                              steps were taken in 2010 to promote
                                                                                                                                                                            CO2 emissions per TEU declined by 16.3% in 2010

with the Lloyd’s List 2011 Global Safety Award.                                                                               “Green” operations. One of the primary
                                                                                                                              initiatives	is	to	utilize	carbon-neutral	
                                                                                                                                                                            2008                                              20.69 C02 (kg/TEU)
                                                                                                                              energy sources rather than diesel power.
                                                                                                                              Approximately 12% of APM Terminals’           2009                                              13.96 C02 (kg/TEU)
In	2010	our	overall	safety	metrics	            2010 Safety performance
                                                                                                                              electricity is now sourced from CO2
continued to demonstrate APM Terminals’
                                                                                                                              neutral	power,	up	from	4%	in	2009,	which	
significant gains in safety performance.                                                                                                                                    2010                                              11.67 C02 (kg/TEU)
                                                                                                                              has reduced diesel fuel consumption
By the standard industry measure of
                                                                                                                              by 10,000 tons. Other conservation
Lost-Time	Injury	Frequency	(LTIF),	which	      Injuries
                                                                                                                              measures have reduced overall electrical
is calculated per million of man-hours
                                                                                                                              consumption	by	40,000	megawatt-hours	
worked,	there	was	a	25%	improvement	
                                                                               AMI                          AMI: 55           (MWh)	compared	with	2009.	The	decision	
over the course of the year as the
                                                                                                            AMR: 223          was made in 2010 to covert the APM
combined	Port,	Terminal	and	Inland	
                                                                                                            APAC: 41          Terminals’	global	RTG	fleet	to	eclectic	
Services’	LTI	rate	dropped	from	5.82	
                                                                                                            EUR: 165          power from diesel power. The conversion
in	2009	to	4.35	in	2010.	Many	more	
                                                                                                            Total: 484        will commence with the Asia-Pacific
individual facilities have achieved at least
                                                                                                                              Region	facilities	this	year.
a	100	day	LTI-Free	performance	since	the	
introduction of “Safety Culture” training in   EUR
                                                                                                                              Aggressive ongoing environmental
2008 for all employees.
                                                                                                                              initiatives have enabled APM Terminals
                                                                                                                              to meet its stated goal of reducing CO2
One key factor in the success of
                                                                                                                              emissions	per	TEU	handled	by	15%	from	
this program is local accountability.
                                                                                                                              the	2007	baseline.	In	2010,	11.68	kg	of	
This principle has helped to promote
                                                   APAC                                                                       CO2	per	TEU	were	produced,	representing	
the sense of inclusion and personal
                                                                                                                              a	16.3%	decline	in	emissions	per	TEU	
responsibility that the Safety Culture
                                                                                                                              from	2009,	when	CO2	emissions	were	
initiative has introduced. This starts
                                                                                                                              13.96	kg	per	TEU;	(of	this	figure,	9%	of	
at	the	very	top	of	the	organizational	         LITF performance (combined ports and inlands activities)
                                                                                                                              the CO2 reduction registered for 2010
chart,	with	our	company	CEO	and	other	
                                                                                                                              was due to direct efficiency improvement,
senior leadership expected to prepare
                                                             18.18                                          25% reduction     while the remaining 7% difference
personal safety plans along with everyone
                                                                                                            in LTIF rate      reflected changes in the scope of
else, and to be evaluated according
                                                                     13.07                                  vs. 2009          emission tracking and measurement).
to	LTI	reduction	among	APM	Terminals	                                                        10.65 10.72
personnel world-wide.
                                                                                                                              This year APM Terminals will also
                                                                                                                              implement	a	company-wide	Environment	
A key component of this company                1.51 1.36
                                                                             1.43 1.03                                        Management	System	(EMS)	which	is	
engagement is the reporting of “near-
                                                                                                                              aligned	with	ISO14001	standards;	
miss” incidents, which catalog occasions
                                                                                                                              a framework that will allow all
in	which	accident	or	injury	was	narrowly	                                                                   2009
                                                                                                                              business units to mitigate and control
avoided. Filing a near-miss report can             AMI           AMR            APAC               EUR      2010
                                                                                                                              environmental impact in both marine and
address potentially dangerous situations,
                                                                                                                              Inland	Services	operations.
as well as send an important signal of
alertness to safety issues in our day-to-      Near miss reports (combined ports and inlands activities)
                                                                                                                              These and other tools such as
day operations. The number of near-miss
                                                                                                                              Process	Excellence	programs,	outside	
incident reports by Marine Operations                                                8,251                  26% improvement   performance auditing and benchmarking
and	Inland	Services	personnel	increased	
                                                                             6,893                          in Near miss      will also be used to promote employee
by	26%	from	10,151	in	2009	to	12,832	
                                                                                                            performance       engagement and environmental
in	2010.	It	is	notable	that	in	2008,	
                                                                                                            vs. 2009          awareness.	All	new	terminal	projects	are	
when the program began, the “near-
                                                                                                                              designed to reduce environmental impact
miss”	reports	numbered	2,600.	We	
                                                      2,298 1,862                                                             by 20% compared with existing business
are very pleased with this clear sign of       947                   1,156                          1,127                     levels. All business units are now required
enthusiastic acceptance of the concept                                                        449                             to track monthly energy consumption
into our company mindset, and as an
                                                                                                                              to gauge progress, and identify new
increased level of accountability in all                                                                    2009
                                                                                                                              opportunities for improvement.
employees, working toward our shared               AMI           AMR            APAC               EUR      2010
goal of eliminating all accidents and
                                                                                                                              Our goal for 2011 is to reduce our              Rotterdam,	The	Netherlands
fatalities within APM Terminals, and the
                                                                                                                              environmental	footprint	by	another	6%.
terminal industry.

20                                                                                                                                                                                                                                           21
APM Terminals’ journey

 1904                                                                                                                 1995
 Captain Peter                                                                                                        Laem Chabang
 Mærsk Møller and                                                                                                     Terminal B-1 opens
 his son, Mr. A. P                                                                                                    in Thailand.
 Møller establish A/S
 Svendborg (the
 Steamship Company
 Svendborg) with a

                        1912                                                                                                               1996
 single second-hand
 ship in Copenhagen,
                        Mr. A.P Møller                                                                                                     Agreement signed to
                        independently                                                                                                      develop the Port
                        establishes                                                                                                        of Salalah, Oman.
                        af	1912,	Aktieselskab	
                        (the Steamship
                        Company	of	1912),	
                        for cargo vessel
                                                 1958                                                                                                            1997
                                                 The first dedicated                                                                                             Agreement signed for
                                                 company terminal                                                                                                Dalian Port Container
                                                 opens in Brooklyn, in                                                                                           terminal, China.
                                                 the Port of New York.

                                                                         1966                                                                                                            1999	
                                                                         The container era                                                                                               American shipping
                                                                         begins with weekly                                                                                              company Sea-Land
                                                                         Sea-Land Services                                                                                               Services is acquired,
                                                                         vessel calls between                                                                                            including a significant
                                                                         the	US	and	                                                                                                     holding of container
                                                                         Northern	Europe.                                                                                                terminals	in	major	
                                                                                                                                                                                         US	ports.

                                                                                                1975                                                                                                               2000
                                                                                                The first dedicated
                                                                                                                                                                                                                   Operations begin
                                                                                                Maersk container
                                                                                                                                                                                                                   in	Rotterdam;	30%	
                                                                                                terminal opens at
                                                                                                                                                                                                                   share acquired in
                                                                                                Port	Elizabeth,	
                                                                                                                                                                                                                   Port	Tanjung	
                                                                                                New	Jersey.
                                                                                                                                                                                                                   Pelepas, Malaysia.

22                                                                                                                                                                                                                                      23	
APM Terminals’ journey (continued)

 2001                                                                                                                       2006
 APM Terminals is                                                                                                           Annual revenue is
 established as a                                                                                                           $2.06	billion	USD.	
 container terminal                                                                                                         APM Terminals is
 operator within                                                                                                            named “Best Global
 Maersk Line.                                                                                                               Terminal Operator”
                                                                                                                            by	Containerization	
                                                                                                                            Operational control

                      2002                                                                                                  is assumed at Apapa
                                                                                                                            Container Terminal,
                                                                                                                            Nigeria; and Mina
                      APM Terminals’                                                                                        Salman Port,           Financial results
                      annual throughput                                                                                     Bahrain. APM           reported separately
                      (weighted by terminal                                                                                 Terminals Zeebrugge    as an independent
                      equity	share)	is	14.3	                                                                                and Gateway            business within
                      million	TEUs.	APM	                                                                                    Terminals	India,	      the Group. Annual
                      Terminals	Pier	400,	                                                                                  Mumbai open.           throughput exceeds

                      the world’s largest                                                                                                          30	million	TEUs;	
                      proprietary container                                                                                                        revenue	$2.51	billion	

                      terminal, opens in Los                                                                                                       USD.	APM	Terminals	

                      Angeles. Agreement                                                                                                           Virginia, the largest
                                                                                                                                                                            Annual throughput
                      signed	to	create	joint	                                                                                                      privately-owned
                                                                                                                                                                            exceeds	34	million	
                      venture to operate                                                                                                           container facility in
                                                Annual throughput                                                                                                           TEUs,	with	revenue	
                      the Port of Luanda,                                                                                                          the	US,	opens	in	
                                                (weighted by terminal                                                                                                       of	$3.1	billion	USD.	      .
                                                                                                                                                                                                    A.P Maersk-Moller
                      Angola.                                                                                                                      Portsmouth.
                                                equity	share)	is	16.7	                                                                                                      Mobile Container        Group	Inland	Services	
                                                million	TEUs.	A	49%	                                                                                                        Terminal Opens;         unit added to the APM
                                                share of Shanghai                                                                                                           operational control     Terminals portfolio.
                                                East	Container	                                                                                                             assumed at Port of      Acquisition announced
                                                Terminal, in China’s                                                                                                        Pecém,	Brazil.          of	50%	share	in	Brasil	
                                                largest port is                                                                                                                                     Portuário Terminal

                                                negotiated.                                                                                                                                         and a new 2.2 million
                                                                                                                                                                                                    TEU	capacity	facility	
                                                                                                                                                                                                    under construction at
                                                                                                                                                                                                    the Port of Santos,

                                                                         APM Terminals

                                                                                                                                                                                                    Brazil.	APM	Terminals	
                                                                         becomes an
                                                                                                                                                                                                    signs Monrovia
                                                                         independent business
                                                                                                                                                                                                    Concession	for	25	
                                                                         unit, moving to a
                                                                                                                                                                            New Bahrain Gateway     years to operate Port
                                                                         separate company                                                                                                                                     Awarded the
                                                                                                                                                                            Terminal opens;         of Monrovia, Liberia,
                                                                         headquarters in The                                                                                                                                  concession for the
                                                                                                                                                                            consortium to           investing	USD	120	
                                                                         Hague, Netherlands.                                                                                                                                  design, financing,
                                                                                                                                                                            develop Pointe-Noire,   million	to	modernize	
                                                                         Annual throughput                                                                                                                                    construction,

                                                                                                                                                                            Republic	of	Congo;	     the port. The port
                                                                         exceeds 20 million                                                                                                                                   operation and
                                                                                                                                                                            non-AP Moller-Maersk    will be the first 100%
                                                                         TEUs.	                                                                                                                                               maintenance of the
                                                                                                                                                                            companies account       APM Terminals-owned
                                                                                                                                                                                                                              new Moin Container
                                                                                                                                                                            for	42%	of	revenue.	    terminal in Africa,
                                                                                                Annual revenue                                                                                                                Terminal in Costa
                                                                                                                                                                            Named “Port Operator    representing the
                                                                                                $1.5	billion	USD.	                                                                                                            Rica;	awarded	the	
                                                                                                                                                                            of the Year” by         company’s positive
                                                                                                Teconvi opens in                                                                                                              concession for
                                                                                                                                                                            Lloyd’s List.           outlook for the region.
                                                                                                Itajai,	Brazil;	majority	                                                                                                     Terminal Muelle
                                                                                                share acquired in                                                                                                             Norte in the port of
                                                                                                Port	Pipavav,	India.	                                                                                                         Callao, Peru, to be
                                                                                                                                                                                                                              developed into a
                                                                                                                                                                                                                              modern multipurpose
                                                                                                                                                                                                                              facility; purchased
                                                                                                                                                                                                                              majority	share	in	
                                                                                                                                                                                                                              APM Terminals Poti,
                                                                                                                                                                                                                              Georgia; awarded
                                                                                                                                                                                                                              concession for
                                                                                                                                                                                                                              Skandia Container
                                                                                                                                                                                                                              Terminal, Gothenburg,

24	                                                                                                                                                                                                                                             25	
Global por t and terminal network
Serving global trade                                                                                                                                                                   Key colors
                                                                                                                                                                                          Head Offices
and economic growth                                                                                                                                                                       Operational terminals
                                                                                                                                                                                          Terminals	with	expansion	projects
                                                                                                                                                                                          New	terminal	projects

                                                                                               21 23
Americas                                                                                       20   25                                                                                 Africa – Middle East
1	 Port	Elizabeth,	New	Jersey,	USA                                                              19 22                                                                                  34	 Monrovia,	Liberia
2	 Americas	Regional	Office                                                               18                                                                                           35	 Abidjan,	Ivory	Coast
	   Portsmouth,	Virginia,	USA                                                                          29                                                                              36	 Tema,	Ghana
2	 Portsmouth,	Virginia	USA	                                                                                                 30                                61 59 60                37	 Cotonou,	Benin	
    (Leased to VA Port Authority)                                                                             31                                                                       38	 Apapa,	Nigeria
                                                    3             2                       28
3	 Charlotte,	North	Carolina,	USA                                                                                                                                                      39	 Onne,	Nigeria
                                          9              4        2                      32                                                                                    53 54
4	 Charleston,	South	Carolina,	USA                                                                                                                                        58           40	 Douala,	Cameroon
                                                  7 5                                                              33
5	 Jacksonville,	Florida,	USA                 8                                                                         43                                           57                41	 Pointe	Noire,	Congo
6	 Miami,	Florida,	USA                              6                                                                             45 46                         56                     42	 Luanda,	Angola
7	 Mobile,	Alabama,	USA                                                                                                                   48                                           43	 Aqaba,	Jordan
8	 Houston,	Texas,	USA                                                                                                                     49                                          44	 Salalah,	Oman
                                                                                                                                    44                         55
9	 Los	Angeles,	California,	USA                                                                                                                      50
                                                                                                                                                                                       45	 Bahrain,	Bahrain
10	 Tacoma,	Washington,	USA                       11                                                                                                      51                           46	 Africa,	Middle	East	Regional	Office,	
11	 Moin,	Costa	Rica                                                                  34 35 37 38                                               47                                     	    Dubai,	UAE
                                                                                           36   39 40
12 Panama City, Panama                                                                                                                                52                               47		Colombo,	Sri	Lanka	
13	 Callao,	Peru
                                                                                 14                         41
14	 Pecem,	Brazil                                                                                                                                                                      Asia – Pacific
15	 Santos,	Brazil                                                                                           42                                                                        48	 Pipavav,	India
16	 Itajai,	Brazil                                                                                                                                                                     49	 Mumbai,	India
17 Buenos Aires, Argentina                                                                                                                                                             50	 Laem	Chabang,	Thailand
                                                                            15                                                                                                             (2 terminals: LCB1 and LMCT)
Europe                                                                     16                                                                                                          51	 Cai	Mep,	Vietnam
18 Le Havre, France                                                                                                                                                                    52	 Tanjung	Pelepas,	Malaysia
19	 Zeebrugge,	Belgium                                                17                                                                                                               53	 Kobe,	Japan
20	 Rotterdam,	Netherlands                                                                                                                                                             54	 Yokohama,	Japan
21	 Maasvlakte	II,	Netherlands                                                                                                                                                         55	 Guangzhou,	China
22	 Europe	Regional	Office	                                                                                                                                                            56	 Xiamen,	China
	   Rotterdam,	Netherlands                                                                                                                                                             57	 Shanghai,	China
23	 Bremerhaven,	Germany                                                                                                                                                               58	 Asia	Pacific	Regional	Office
24	 Wilhelmshaven,	Germany                                                                                                                                                                 Shanghai, China
25	 World	headquarters,                                                                                                                                                                59	 Qingdao,	China
    The Hague, Netherlands                                                                                                                                                             	   (3	terminals:	QQCT,	QQCTU	and	QQCTN)
26	 Aarhus,	Denmark                                                                                                                                                                    60	 Dalian,	China	
27 Oslo, Norway                                                                                                                                                                            (2 terminals: DCT and DPCT)
28 Algeciras, Spain                                                                                                                                                                    61		Tianjin,	China
29	 Vado,	Italy                                                                                                                                                                        	   (2	terminals:	TACT	and	TECT)	
30	 Poti,	Georgia
31	 Gioia	Tauro,	Italy
32	 Tangier,	Morocco
33	 Port	Said	(SCCT),	Egypt

26	                                                                                                                                                                                                                                27
Global inland services network

                                                                                                  13                                                               Africa – Middle East
                                                                                            17 15                                                                  23 Africa – Middle East
1 Mexico       Americas                                                                        16
                                                                                                   14                                                                   23	 Mauritania
2 Guatemala 1                                                                                                                                                      24 24	Senegal
3	 El	Salvador                                                                                   18                  22                                            25 25	Mali
4	 Honduras 2         Guatemala
                                                                                                                                                                   26   26	 Ivory	Coast
                                                                                                                                                                          Ivory Coast
5	 Dominican	Republic El Salvador                                                          19                                  21                                       27 Ghana
6	 Costa	Rica 4                                                                                                                                                    27 28 Ghana
                      Honduras                                                                         20                                           47
7	 Ecuador                                                                                                                                                         28 29	Nigeria
8 Peru         5      Dominican Republic                                                                                        38                                      30	 Dem.	Republic	of	the	Congo
                                                                                                                                          40                       29     Cameroon
9	 Chile       6      Costa Rica                                                                                                     39                                 31	 Namibia
10 Argentina 7                             1                                                                                                   41             46   30 32	Dem. Republic
                                                                                                                                                                            South	Africa
                      Ecuador                                                        23
11	 Uruguay                                                  5                              25                                                                            of the Congo
                                                                                                                                                                        33	 Mozambique
12	 Brazil     8      Peru                     2 4                              24                                                                  42 44
                                                                                                                                                                   31 34	Namibia
              9     Chile                      3 6                                                    28                                                                35	 Kenya
                                                                                          26 27                                                                    32 36	South Africa
Europe        10    Argentina                                                                              29                                            43
13	 Denmark 11                                                                                                             36 35                                   33 37	Mozambique
                    Uruguay                          7                                                                                                                  38	 Jordan
14	 Germany                                                                                                          30                                            34 39	Tanzania
15	 Netherlands     Brazil                                                                                                     34                                           Saudi	Arabia	
                                                                           12                                                                                      35     Kenya
16		Belgium                                              8
17	 UK        Europe                                                                                                                                                      Uganda
                                                                                                                                                                   36 Asia – Pacific
18 France                                                                                                                      33                                  37 40	Sudan
              13    Denmark                                                                                     31
19	 Spain                                                                                                                                                                   India
                                                                                                                                                                   38 41	Jordan
20 Tunisia    14    Germany                                                                                                                                             42	 Thailand
21 Turkey     15    Netherlands                          9                                                           32                                            39 43	Saudi Arabia
22	 Romania                                                      10   11                                                                                                44	 Vietnam
              16    Belgium
                                                                                                                                                                        – Philippines
                                                                                                                                                                   Asia45	Pacific
              17    UK
                                                                                                                                                                   40 46		Taiwan
              18    France                                                                                                                                             47	 China
                                                                                                                                                                   41     India
              19    Spain
                                                                                                                                                                   42     Thailand
              20    Tunisia
                                                                                                                                                                   43     Malaysia
              21    Turkey
                                                                                                                                                                   44     Vietnam
              22    Romania
                                                                                                                                                                   45     Philippines
                                                                                                                                                                   46     Taiwan
                                                                                                                                                                   47     China

28                                                                                                                                                                                                       29	
Tangier, Morocco

30	                31	
       World	headquarters                        Regional	offices

       APM Terminals                             Africa – Middle East
       Anna van Saksenlaan 71                    APM	Terminals	AMI	Management	DMCEST
       2593	HW	The	Hague	                        Suite	1809,	Executive	Heights
       The Netherlands                           TECOM	Site	C,	Al	Barsha
       T	+31–70–304–3100                         .O.	Box	361007
                                                 United	Arab	Emirates
                                                 T	+9714–4327550
                                                 F	+9714–4327540

                                                 APM Terminals
                                                 1000 APM Terminals Blvd.
                                                 Portsmouth, Virginia
                                                 United	States
                                                 T	+1–757–686–6400

                                                 Asia – Pacific
                                                 APM Terminals
                                                 No.	166,	Lujiazui	Ring	Road
                                                 Mirae	Asset	Tower,	Unit	C	-	E,	8/F
                                                 Pudong New Area
                                                 Shanghai 200120
                                                 T	+86–21–2306–2888

                                                 APM Terminals
                                                 Rivium	Boulevard	301
                                                 2909	LK	Rotterdam
                                                 The Netherlands
                                                 T	+31–10–4401900

       For further information contact
       APM Terminals Communications Department
       The Hague, Netherlands

       An A.P Moller-Maersk Group company

Sustainability Report 2011

Our Journey Towards
Excellence in Sustainability
APM Terminals 2011 Sustainability Report                                                                                          APM Terminals 2011 Sustainability Report

About the Report                                                                      CEO Statement
This report provides an overview of APM
                                                                                                                                  Our goal is for APM Terminals to become
Terminals’ sustainability performance
                                                                                                                                  the recognised industry leader in port and
for 2011. The report complements the
                                                                                                                                  terminal operations and management.
content of A.P Moller-Maersk Sustainability
                                                                                                                                  There are many ways to measure industry
Report 2011, with specific reference to
                                                                                                                                  leadership and success, not all of which
APM Terminals’ operations, activities and
                                                                                                                                  are reflected in financial performance,
interests. In addition to this sustainability
                                                                                                                                  crane lifts and new concessions signed.
report, we refer readers who are interested
                                                                                                                                  We determine the success of our
in a more detailed overview of our
                                                                                                                                  accomplishments also by achieving
sustainability activities and performance,
                                                                                                                                  high safety standards, reducing the
to our website: www.apmterminals.com/
                                                                                      Kim Fejfer                                  environmental impact of our expanding
                                                                                      Chief Executive Officer, APM Terminals      global operations and by making positive
                                                                                                                                  contributions to the communities in which
The report is designed as a reference for
                                                                                                                                  we operate.
our stakeholders including our employees,
contractors, joint venture partners,
                                                                                      Sustainability: Our Commitment
customers, suppliers, local, regional and
                                                                                      and Responsibility                          We will achieve this through a strict
                                                                                                                                  adherence to principles in the areas of
global regulators, government agencies                                                I am very pleased to present you with
                                                                                                                                  human rights, labour, environment and
and non-governmental organisations and                                                APM Terminals’ 2011 Sustainability
                                                                                                                                  anti-corruption, as listed in the United
the members of the communities in which                                               Report. This is our second annual review
we operate. In this report we present           Content                               of our achievements, performance and
                                                                                                                                  Nations Global Compact to which we
                                                                                                                                  are a signatory, by meeting or exceeding
updates on our economic, social and                                                   priorities in the area of sustainability.
                                                                                                                                  environmental regulations and by making
environmental performance and provide           2   About the Report
                                                                                                                                  safety and local job creation a priority
a perspective as to how we manage                                                     APM Terminals is a global business
                                                3   CEO Statement                                                                 as we expand our business interests.
sustainability in our businesses both                                                 with continuing expansion focused
                                                                                                                                  Through continuous improvement we are
globally and locally. We also examine           4   About the Business                on high growth markets, especially in
                                                                                                                                  confident that we can achieve long-term
how sustainability is integrated into our                                             Asia, South America and Africa (where
                                                6   Our Commitment                                                                sustainable business success.
daily operations as well as our long-term                                             we are currently the biggest terminal
                                                    & Governance
company strategy and planning. We                                                     operator by container throughput,
                                                                                                                                  We share our report with you in the
consider this document an essential             8   Financial Performance             weighted by equity share). Through
                                                                                                                                  hope of exchanging ideas and finding
part of a process of open dialogue and                                                financial investment in these markets
                                                10 Safety Performance                                                             new ways to achieve our goals through
invite comments, observations and                                                     and the promotion of global trade and
                                                                                                                                  ethical, transparent and sustainable
views from our stakeholders.                    14 Environmental Performance          world-class operations, our business
                                                                                                                                  business practices. There is still much
                                                                                      creates positive effects in terms of
                                                18 Our People                                                                     to improve, notably the unacceptable
In compiling this report, we have                                                     local economic growth and also social
                                                                                                                                  number of fatal accidents. Our goal of
observed good practice reporting                22 Our Communities                    progress. There is still much to be done
                                                                                                                                  zero fatalities and zero accidents is of
guidance such as the Global Reporting                                                 and we view this challenge not only as
                                                24 Socio-Economic Development                                                     major importance and I fully support it.
Initiative (GRI) reporting framework,                                                 a commitment to our owners but to all
                                                                                                                                  I hope you find the information contained
including the GRI transport and logistics       26 Performance Data                   of our stakeholders. We are proud of
                                                                                                                                  here beneficial and that you will join us
sector supplement, the principles of the                                              the role we play in promoting economic
                                                28 Awards                                                                         in working toward a successful, safe
AA1000 Assurance Standard and advice                                                  growth through prudent infrastructure
                                                                                                                                  and sustainable business.
from Business for Social Responsibility         29 Partnerships                       investment, particularly in high-growth
(BSR), a global business network                                                      markets currently underserved by
                                                30 Global Port and Terminal Network
focused on sustainability.                                                            modern port facilities and cargo
                                                                                      handling inland services. Most of the 3
This report covers all APM Terminals’                                                 billion USD APM Terminals committed to
operations and activities for the period                                              invest in 2011 in new port infrastructure
of 2011 unless otherwise specified.                                                   and expansion of existing facilities was
The APM Terminals’ 2011 sustainability                                                invested in the high-growth markets
performance data are part of the Group                                                of Moin (Costa Rica), Callao (Peru),
consolidated performance data in the                                                  Monrovia (Liberia) and Poti (Georgia).
A.P Moller Maersk Group’s Sustainability
Report 2011. KPMG Sustainability issued
an Independent Assurance Report on the
Group Sustainability Report.

Contact Details
We welcome your feedback. If you
have any comments about this report
or about APM Terminals’ sustainability
activities generally, please contact us at

2                                                                                                                                                                         3
APM Terminals 2011 Sustainability Report                                                                                                                                               APM Terminals 2011 Sustainability Report

About the Business                                                                                                                                                                       Our Goal is:

                                                                                                                                                                    0                                   Zero incidents
                                                                                                                                                                                                        and Zero

•	 Our	ambition	remains	to	become	the	leading	port,	terminal	and	inland	
   services provider.
•	 Serving	global	carriers	and	the	international	trading	community	through	
   long-term partnerships based on operational excellence.
•	 Actively	managing	our	Global	Port,	Terminal	and	Inland	Services	Network	
   through selective but aggressive investment in port infrastructure and
                                                                                                                                                                 95,000                            third-party truck drivers entering
                                                                                                                                                                                                   our yards every day

   transportation infrastructure with an emphasis on high growth market.

•	 Adhering	to	our	core	values	and	to	responsible	business	practices.

                                                                                                                                       marine terminals are
                                                                                                                                       operated by JV partners

port and marine terminals

                                                                                                                                                                 new port facilities in development and
                                                                                                                                                                 11 existing facilities undergoing expansion

                                                                           Countries with Terminal facilities

                                           employees in 64
                                           countries across 5 continents
                                                                                                                Inland Services in 154
                                                                                                                locations in 47 countries

4                                                                                                                                                                                                                                 5
APM Terminals 2011 Sustainability Report                                                                                                                                                                                                                  APM Terminals 2011 Sustainability Report

Sustainability Commitment
& Governance
                                                                                                                                                                                                            and policies. The A.P Moller-Maersk
Sustainability at APM Terminals is an integrated part of the way we conduct our                                                                                                            Tiemen Meester
                                                                                                                                                                                           Vice President
                                                                                                                                                                                                            Group, including APM Terminals, has
business. We generate profits for our owners and are committed to doing so in                                                                                                              Business
                                                                                                                                                                                                            committed to observing the principles
                                                                                                                                                                                                            of the UN Global Compact as a guide to
a socially and environmentally responsible manner.                                                                                                                                         Implementation
                                                                                                                                                                                                            implementing our programmes.

                                                                                                                                                                                                            HSSE & CR performance and challenges
                                              socio-economic impact. We do this by           We have made a commitment to further
                                                                                                                                                                                                            are discussed at the regular meetings of
    Our Goals                                 contributing to long term economic
                                              development through job creation,
                                                                                             improve and take our HSSE & CR
                                                                                             performance to the next level.
                                                                                                                                                                                                            the APM Terminals Senior Management

                                                                                                                                                                                                            Team (SMT), which includes Johan
                        CO2 Emissions         investing in the communities in which we
                                                                                                                                                                                                            Breukelaar, Global Head of HSSE & CR
                        reduction by          operate, contributing to the well being and                                     .
                                                                                             Our commitment builds upon A.P Moller-     Sustainability Management
                                                                                                                                                                                                            (who is supported by a team of HSSE &
                        2020 from the         safety of our employees, contractors and       Maersk Group policy and reflects APM                                       .
                                                                                                                                        The Executive board of the A.P Moller-
                                                                                                                                                                                                            CR professionals).
                        2010 baseline         third- party visitors and through initiating   Terminals’ consistent and integrated       Maersk Group has been given overall

                                              proactive environmental policies and           approach to HSSE & CR. All APM             responsibility for sustainability across
                        reduction in                                                                                                                                                                        Sustainability Priority Issues
                                              responsible business practices.                Terminals companies and joint ventures     its companies and has appointed a
                        Lost Time Injury                                                                                                                                                                    Taking into consideration the interests
                                                                                             under our operational control must         Sustainability Council with representation
                        Frequency rate for                                                                                                                                                                  of APM Terminals’ key stakeholders, the
                                              Our Commitment                                 manage HSSE & CR in accordance                           .
                                                                                                                                        from each A.P Moller-Maersk Company.
                        2012 from 2011                                                                                                                                                                      impact on our business and our impact on
                                              APM Terminals aspires to being the best        with these principles and practices. For   APM Terminals is represented on
                                                                                                                                                                                                            the environment and local communities,
                                              port operator in the world; the best in        joint ventures not under operational       the Council by Tiemen Meester, Vice                                                                               maximum results. The most recent
                                                                                                                                                                                                            APM Terminals has identified a number
Sustainability encompasses Health,            terms of financial performance, best in        control, we will promote the adoption of   President for Business Implementation.                                                                            review of our priorities was undertaken
                                                                                                                                                                                                            of priority areas that will be addressed
Safety, Security, Environmental (HSSE)        the eyes of our customers, best in the         our approach to HSSE & CR management,      The Sustainability Council’s main                                                                                 in December 2011, through an internal
                                                                                                                                                                                                            in 2012 and beyond. Management of
and Corporate Responsibility (CR) issues.     eyes of our employees – and of course          though recognising that this may not       function is to oversee compliance to                                                                              workshop with key senior staff from a
                                                                                                                                                                                                            sustainability within APM Terminals follows
Safety is a top priority for our operations   the best in health, safety, security and       always be achieved.                        group standards and policies, as well                                                                             range of departments within the company.
                                                                                                                                                                                                            a continuous improvement approach,
and is fully incorporated into our business   environmental performance as well as in                                                   as to make recommendations on any
                                                                                                                                                                                                            enabling flexibility while achieving
strategy. We are improving our global         corporate responsibility.                                                                 new Group-wide sustainability strategies                                                                          Stakeholder Engagement
minimum standards for safety as well as
                                                                                                                                                                                                                                                          APM Terminals works in partnership
for environmental and social performance.
                                                                                                                                        Our Sustainability Priorities                                                                                     with many stakeholders to ensure
                                                                                                                                                                                                                                                          sustainable business practices beyond
As our operations and activities
                                                                                                                                                                                                                                                          our operational scope for the benefit of
expand around the world, conducting
                                                                                                                                               +                                                                                                          our shareholders, employees, JV partners,
our business in a responsible manner                                                                                                                                                                                                                1
                                                                                                                                                                                                                                                          suppliers, customers and governments.
and addressing social, environmental                                                                                                                                                                                                            2         We engage our stakeholders in our day-
and ethical challenges is becoming
                                                                                                                                                                                                                      8                 4                 to-day business activities, through this
an increasingly important factor for
                                                                                                                                                                                                                                                          sustainability report and by soliciting their
sustainable growth.                                                                                                                                                                                                         7                             input and feedback. An example of an
                                                                                                                                                                                                                                6                         area we seek to improve is working more
As a global company with operations in
                                                                                                                                                                                                                                    5       3             closely with our customers to further
64 countries across 5 continents, APM
                                                                                                                                                                                                                                                          improve the energy efficiency of the
Terminals creates a significant positive                                                                                                                                                                         9                                        transport segment of the supply chain
                                                                                                                                                                                                                                                          and thus reducing Green House Gas
                                                                                                                                                                                                                                                          (GHG) emissions associated with global

                                                                                                                                        Interest to our key stakeholders
Sustainability Framework                                                                                                                                                                                                                                  cargo movements. Examples of how we
                                                                                                                                                                                                                                                          engage with our key stakeholders are
                                                                                                                                                                                                                                                          provided within this report.
Our Commitment                                Our Governance                                 Our Policy
                                                                                                                                                                                                                                                          Responsible Procurement
•	 No	harm	to	people	                           .
                                              A.P Möller Maersk Sustainability Council       •	 Systematic	approach	to	HSSE	&	CR                                                                                                                          Responsible supplier management,
                                                                                                                                                                                                                                                          or Responsible Procurement (RP), has
                                                                                             •	 Objectives	and	targets
•	 Protect	the	environment	                                                                                                                                                                                                                               become a central part of our global
                                                                                             •	 Compliance	with	the	law                                                                                                                                   procurement policy since its introduction
                                              APM Terminals Senior
•	 Respect	our	neighbours	                                                                                                                                                                                                                                in September 2011. The goal of the
                                              Management Team                                •	 Continuous	improvement
                                                                                                                                                                                                                                                          programme is to establish consistent
•	 Use	energy	and	resources	efficiently	
                                                                                             •	 HSSE	for	business	partners	                                                                                                                               standards of international and local
•	 Lift	global	trade	                                                                           (Contractors & Joint ventures)                      –                      Impact to the business                                                   +     purchasing in alignment with the ten
                                              Global APM Terminals HSSE & CR
                                                                                                                                                                                                                                                          principles set out in the UN Global
•	 Publicly	report	on	our	performance	        organisation                                   •	 Community	engagement
                                                                                                                                                                                                                                                          Compact. The implementation of the RP
•	 Promote	best	practice	in	our	industry                                                     •	 Personal	objectives                            1                           Financial perfomance              5       Labour relations                     programme is for both centralised and local
                                                                                                                                                                                                                                                          procurement. Most procurement managers
•	 Manage	HSSE	&	CR	matters	as	any	           Regional HSSE & CR organisation                                                                  2                           Worker safety                     6       Climate change
                                                                                                                                                                                                                                                          in APM Terminals have been trained
   other critical business activity
                                                                                                                                               3                           Security and access control       7       Business conduct (anti-corruption)   in 2011 on responsible procurement
•	 Promote	a	culture	in	which	all	                                                                                                                                                                                                                        practises and the work to implement the
                                                                                                                                               4                           Global minimum standards          8       Responsible procurement
   APM Terminals employees share                                                                                                                                                                                                                          responsible procurement practices with our
                                              Local HSSE & CR organisation
   this commitment                                                                                                                                                                                           9       Other Environmental impacts          suppliers has been started.

6                                                                                                                                                                                                                                                                                                    7
APM Terminals 2011 Sustainability Report                                                                                                  APM Terminals 2011 Sustainability Report

Financial Performance

•	 Number	of	containers	handled	increased	by	7%	compared	to	
   2010. On a like for like basis, volumes increased by 8%.
•	 Revenue	of	USD	4.7bn	was	10%	above	the	level	of	2010.
•	 The	customer	portfolio	was	further	expanded	and	share	of	
   volumes from third party customers increased to 46% from 44%.
•	 Profit	was	USD	649m	(USD	793m)	and	USD	614m	(USD	492m)	
   excluding sales gains and impairment losses.
•	 Cash	flow	from	operating	activities	was	USD	909m	(USD	845m).	
•	 Return	on	invested	capital	(ROIC)	reached	13.1%	(16.0%	
   and 10.4% excluding divestment gains and other special items).

In 2011, the global container terminal          The volumes from third party customers       During 2011, APM Terminals secured
market measured in TEU increased by 7%          increased by 11%, contributing 46% of        a number of new investments and
compared to 2010 and by 5% in Q4 2011           total volumes as the company continues       development opportunities in growth
(Drewry). The economic challenges facing        to diversify its client portfolio.           markets: APM Terminals took over
consumer markets in both Europe and                                                          operations in port of Callao, Peru;
USA have, to a limited extent, affected         The substantial improvements in margins      acquired a controlling interest of the
volumes in ports along the main east-           and competitiveness in 2011 were largely     Black Sea port of Poti, Georgia; signed
west trade lanes. This was compensated          due to consistent implementation of          a concession agreement to build and
by high growth in the north-south trades        improved operational methods, enhanced       operate the new Moin container terminal
and the Intra-Asia market.                      efficiency in partnership with customers     on the Caribbean coast of Costa Rica and
                                                and portfolio optimisation.                  was awarded a concession agreement
The number of containers handled by                                                          to build and operate a new container
APM Terminals (crane lifts weighted             Inland Services taken over in 2010           terminal at the port of Lazaro Cardenas,
with APM Terminals’ ownership interest)         went through a successful strategic          Mexico. APM Terminals was also awarded
increased 7% compared to 2010 and 8%            reorientation and financial turnaround       the concession to operate the Skandia
on a like-for-like basis. In Q4, the growth     process, and the activities contributed      Container Terminal in Gothenburg, taking
in APM Terminals volumes continued the          positively to the improvement of financial   control of operations in January 2012. In
trend seen in Q3 to exceed market levels,       performance in 2011.                         total, 7 port projects were in development
by growing at 8% on a like-for-like basis.                                                   during 2011.
                                                APM Terminals is today well positioned
During the year, operations in the              as one of the leading global operators in    APM Terminals will continue to invest
container terminals in North Africa             an attractive industry with good long term   strategically to handle the globally
and the Middle East were negatively             growth prospects. Most industry analysts     growing container volumes – and also
influenced by unrest related to the Arab        forecast an increasing need for additional   to accommodate the tendency among
Spring, resulting in reduced service levels     port capacity over the next decade, and      container carriers to deploy bigger
towards the shipping lines and lower            APM Terminals is actively pursuing an        ships, creating a need for higher port
throughput particularly during first quarter.   investment strategy with focus on high       specifications and more sophisticated
Through implementation of operational           growth markets. 36 out of 55 operating       operations.
recovery plans in close coordination with       container terminals are in growth markets,
our customers, most of the affected             and contributed 76 pct. of earnings
terminals were again operating normally         before interest, taxes, depreciation, and
towards year end. Volumes in the second         amortisation (EBITDA) in 2011.
half of the year were positively affected by
newly added terminals in Poti and Callao
and strong volumes on terminals along
the Asia-Europe tradelane on the back of
market share gains for Maersk Line.

8                                                                                                                                                                               9
APM Terminals 2011 Sustainability Report                                                                                                                                                                                         APM Terminals 2011 Sustainability Report

Safety Performance
APM Terminals’ goal is zero fatalities and zero incidents. Our commitment                                                           Our Safety Strategy                                                                                              Johan Breukelaar
is to ensure ‘no harm to people’ and that applies not only to our employees,                                                                                                                                                                         Head of Health,
                                                                                                                                                                                                                                                     Safety, Security,
contractors and sub-contractors, but extends to third party visitors. Every day                                                     Our goal is zero fatalities and zero
                                                                                                                                    incidents. To achieve our required safety
more than 100,000 truck drivers enter APM Terminals’ port, terminal and                                                             performance we will focus on three areas:
                                                                                                                                                                                                                                                     and Corporate
inland services facilities in 64 countries around the world. Our responsibility is
to ensure a safe work environment; we believe that everyone should be able to
return home safely at the end of their work day.
                                                                                                                                     Culture – First and foremost ‘Culture’ is about leadership, we need our leaders to
2011 Targets                                2011 Performance                            2012 Target
                                                                                                                                     demonstrate visible and felt safety leadership. Culture is also about people taking their
                                                                                                                                     responsibility to make sure they and their colleagues work safely and get home safely.
                                                                                                                                     “If you see it, you own it” says Johan Breukelaar, Head of HSSE & CR; “I need people to
Zero fatalities                             10 fatalities                               Zero fatalities
                                                                                                                                     fix it or have it fixed whenever they observe an unsafe act or unsafe condition”.
A 15% reduction in Lost Time Injury         21% reduction                               15% reduction in LTIF in 2012
                                                                                                                                     Technical Integrity – Technical integrity is about improving process safety to
Frequency (LTIF)                                                                        from to 2011
                                                                                                                                     improve our operational safety performance. This can also be phrased as reducing or
                                                                                                                                     eliminating the risks associated with the interaction of moving equipment and people.
Improve near miss reporting                 +21% near misses reported                   No target set

Maintain Employee Engagement                90%	score	                                  Maintain	EES	score	at	90%
Score	(EES)	on	Safety	at	90%
                                                                                                                                     HSSE & CR Management System – We will develop a globally aligned HSSE & CR
                                                                                                                                     Management System that includes minimum Global Safety Standards. This will assure
LTIF Performance                            Fatalities                                  Near Miss Reporting                          that risks are reduced to an acceptable level.

                                                                                                                                    Managing Risks
                                                                                                                                    A Safety Leadership Workshop was                Each of the four APM Terminals Regional
                                                                                                                                    conducted in November 2011 to enhance           CEOs has taken ownership of one of the
                                                                                                                                    understanding and support of the                high-risk activities to identify a set of


                                                                                                                        15,540      APM Terminals Safety Strategy by the            ‘engineered solutions’ to create global
                                                                                                                                    company’s most senior leaders. During           minimum safety standards:



                                                                                                                                    the workshop, several external safety



                                                                                                                                                                                    1. TrafficSondergaard,
                                                                                                                                    experts shared their perspectives on



                                                                                                                                    safety; the participants took part in active
                                                                                                                                    dialogue and were offered the opportunity
2009              2010        2011          2009            2010          2011          2009              2010       2011           to put their training into practice by
                                                                                                                                                                                         CEO Africa-Middle East Region

                                                                                                                                                                                    2. Container Lashing
                                                                                                                                    visiting the APM Terminal in Rotterdam.
     APM Terminals                             APM Terminals
                                                                                                                                                                                       Martin Poulsen,
     Inland service                            Inland service                                                                       Four high risk areas were identified
                                                                                                                                                                                         CEO Europe Region
                                                                                                                                    during this exercise: traffic (internal and
                                                                                                                                                                                    3. Falling Objects
                                                                                                                                    external), working at heights, falling
                                                                                                                                    objects and container lashing. The latter
                                                                                                                                                                                       Eric Sisco, President,
APM Terminals continued to be an            Despite this improvement, there were        The increase in near-misses reported in     is a high risk activity involving people
                                                                                                                                                                                         Americas Region
industry leader in safety performance in    ten fatal accidents at APM Terminals        2011 is a positive aspect of our safety     working at our customers’ vessels

                                                                                                                                                                                    4. Working at Heights
2011 in terms of reducing injuries as the   operated facilities in 2011. In addition,   performance as it demonstrates the          applying the metal rods, which are used
LTIF rate decreased by 21% to 3.46 per      there were two fatal accidents involving    increase in awareness of the safety risks   to stabilise containers on board of the
                                                                                                                                                                                       Henrik Pedersen,
million man- hours from 4.37 in 2010.       APM Terminals’ employees working            by our employees and contractors, as        vessel. These are attached often in
                                                                                                                                                                                         CEO, Asia-Pacific Region
                                            at facilities operated by Joint Venture     well as our commitment to prevent risks     very tight spaces and with very limited
From 2011 onwards we will apply the         partners or external operators. Going       from becoming accidents by identifying      visibility. Road traffic is a high risk for
operational scope in our safety reporting   forward, our focus will be on eliminating   and implementing the proper corrective      APM Terminals’ Inland Services, in
                                                                                                                                                                                    An action plan will be developed to
meaning we will only report on data for     fatalities and high severity accidents.     measures.                                   particular, where external professional
                                                                                                                                                                                    enhance safety performance for new
entities falling within this scope. Using   In order to meet our goal we have                                                       drivers are employed. Other examples of
                                                                                                                                                                                    terminal design and operation. Tiemen
this scope, the LTIF figure for 2010        redesigned our Safety Strategy to focus                                                 high risk activities include Maintenance
                                                                                                                                                                                    Meester, Vice President Business
would	be	4.89	and	2011	3.86.	The	15%	       on process safety rather than personal                                                  & Repair functions and the handling of
                                                                                                                                                                                    Implementation, has assumed the
reduction target has been set against       safety and have established new targets                                                 hazardous chemicals.
                                                                                                                                                                                    responsibility for this area.
these numbers.                              for safety performance.

10                                                                                                                                                                                                                                                                       11
APM Terminals 2011 Sustainability Report                                                                                                           APM Terminals 2011 Sustainability Report

Global Safety Day 2011

In October 2011 APM Terminals’ Global
Port, Terminal and Inland Services
                                                                                                     Case: APM Terminals Cai Mep –
                                                                                                     Promoting Safety in the Community
Network celebrated its 5th annual
Global Safety Day with the participation
of 24,000 employees at the company’s
facilities around the world. The theme
                                                                                                      The Cai Mep International Terminal (CMIT),
for this Global Safety Day was ‘Care for
                                                                                                      Vietnam, which officially opened in March
People’ and each facility organised its
                                                                                                      2011, has begun a tradition of promoting
safety day activities around relevant local
                                                                                                      road safety through the donation of cycle
challenges, concerns or issues. The goal
                                                                                                      safety helmets to school children and
of these programmes was to improve
                                                                                                      teachers at Nguyen Thi Dinh Primary
awareness of safety through training
                                                                                                      School in Tan Thanh, Vietnam. The
and demonstrations which encouraged
                                                                                                     ‘helmets for kids’ programme supports
the active participation of various
                                                                                                      the school’s efforts to raise awareness of
stakeholders including employees and
                                                                                                      road safety amongst school children.
their families, executive management,
customers, suppliers, local communities
                                                                                                     The Nguyen Thi Dinh Primary school is
and regulators.
                                                                                                     located near the Cai Mep - Thi Vai Port
                                                                                                     complex and National Road 51 which
A special feature of Global Safety Day
                                                                                                     carries heavy traffic due to the port’s
was the introduction of the Safety
                                                                                                     activities. About a third of the school
Culture Survey. The survey was available
                                                                                                     children either walk or ride a bicycle to
to employees, contractors and third
                                                                                                     school, while the remainder is transported
parties to assess the safety culture at
                                                                                                     by parents on motorbikes, the most
a specific facility. The survey provided
                                                                                                     common vehicle on Vietnamese roadways.
the senior management of the facility
                                                                                                     Approximately 700 safety helmets have
with information which could be used
                                                                                                     been distributed through this programme.
to improve their safety performance. A
total	of	19,009	employees	participated	
in the survey, leading to immediate
improvements and the creation of visible
leadership and its effects.
                                                                                                     Case: APM Terminals Mumbai –
                                                                                                     Raising Safety Awareness
                                                                                                                                                   APM Terminals Mumbai has been raising
                                                                                                                                                   safety awareness at their facility and in
                                                                                                                                                   their community by providing:
  The Managing Director of Road Wing South Africa, Isobel
  Louw, found the experience very valuable for her                                                                                                 •	 Education	to	improve	safety	awareness	
  organisation as stated in her feedback to us:                                                                                                       in schools which reached 10,000
                                                                                                                                                      students in neighbouring communities
 “I must say that the survey helped                                                                                                                •	 Safety	training	for	external	drivers:	
  us tremendously during safety                                                                                                                       over the past three years 2,000
                                                                                                                                                      local drivers have received training
  day -- because we used that to                                                                                                                      on road safety. This is a 2 hour
  get the accounts staff involved                                                                                                                     training programme conducted on
                                                                                                                                                      a monthly basis
  with the drivers. The drivers do not                                                                                                             •	 Eye	and	health	check-ups	for	
  understand English and the accounts                                                                                                                 employees and contractors

  staff had to translate the questions
 --- and it opened a completely new
  communication channel. So thank
  you for a one-in-a-million survey that
  added much value”.                                        You can learn more about global safety
                                                            days at www.APMTerminals.com

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APM Terminals 2011 Sustainability Report                                                                                                                                                                                                APM Terminals 2011 Sustainability Report

Environmental Performance
Improving our environmental performance is an essential dimension of our                                                                   Energy Conservation
sustainability efforts. Our goal is to be the industry leader in environmental
performance and to share best practices not only within the APM Terminals                                                                  In order to reduce CO2 emissions across       and including electric-powered RTGs as         Green Electricity
Global Port, Terminal and Inland Services Network, but with other operators                                                                our facilities, several energy conservation
                                                                                                                                           initiatives have been implemented or
                                                                                                                                                                                         standard equipment for all new terminal
                                                                                                                                                                                         projects. The conversion of diesel
                                                                                                                                                                                                                                        In Europe the APM Terminals facilities
                                                                                                                                                                                                                                        in Rotterdam, Algeciras and Zeebrugge
within the industry as well. As we continue to improve our environmental                                                                   proposed. Our HSSE & CR staff, facility       RTGs began in 2011 and will convert            have converted their power supply to CO2-
performance and reduce our operational environmental footprint, we are                                                                     managers and design and operations
                                                                                                                                           teams will continue to work closely
                                                                                                                                                                                         approximately 400 RTGs from diesel power
                                                                                                                                                                                         to hybrid engines capable of using both
                                                                                                                                                                                                                                        neutral, wind generated electricity sources.
                                                                                                                                                                                                                                        APM Terminals Algeciras began utilising
also working to help our customers to reduce their environmental footprint.                                                                together to identify new technologies,        diesel fuel and electricity. A pilot project   green electricity in February 2011 and has
                                                                                                                                           improved operational efficiencies and         for RTG conversion at APM Terminals            now obtained certification by the Spanish
                                                                                                                                           alternative energy sources to drive further   facilities at the Port of Tanjung Pelepas,     National Agency for Energy that 100%
2011 Targets                                     2011 Performance                            2012 Target                                   CO2 emissions reductions.                     Malaysia and Pier 400 at the Port of Los       of the electricity supplied is produced
                                                                                                                                                                                         Angeles, California, USA began last year       from renewable resources. While APM
                                                                                                                                           Electrified Rubber-Tire Gantry                has resulted in the savings of 1,652,715       Terminals Algeciras had already reduced
Drive CO2 reductions                             Decrease of 0.5% in CO2 emissions per       Reduce 25% of CO2 emissions per TEU           (RTG) Cranes                                  litres of diesel fuel and a reduction of       GHG emissions by 32% between 2007
                                                 TEU (2010 baseline)                         by 2020 (2010 baseline)                       A proposal to equip all APM Terminals         3,185 metric tons of CO2 emissions. The        and 2010, the new energy contract
                                                                                                                                           with electric-powered Rubber-Tire Gantry      RTG electrification initiative has been        achieved a further reduction of 34% in
Build environmental mind-set                     79%	Employee	Engagement	Survey	             –                                             Cranes (RTGs) was recently endorsed           projected to reduce terminal operations’       2011 compared with 2010.
                                                 score on Environment                                                                      by the Senior Management Team. This           CO2 emissions by 20%.
                                                                                                                                           will be accomplished by both retrofitting
Improve data quality                             Integrated Inland Services to data          –                                             diesel-powered RTGs at existing terminals
                                                 management system

Our Environmental Priorities                                                                 This slight increase in emissions in 2011
In 2011 APM Terminals prioritised                  Reduction in C02                          can be attributed to the sizable investment
the following environmental aspects
associated with our operations and
                                                   Emissions                                 in new cargo handling equipment to
                                                                                             accommodate the expansion of operations
our activities:
                                                   Terminals: 16.5%                          around the world, even as some terminals
                                                                                             achieved significant emission reductions
•	   Climate	change                                reduction (per TEU)                       as a result of the introduction of green
     Soil	contamination
                                                   from 2009-2011                            electricity sourcing (zero CO2). Emissions
                                                                                             associated with electricity consumed by
•	   Major	spills	(for	some	of	our	facilities)
                                                   Inland Services: 15.2%                    refrigerated containers, known as reefers,
                                                                                             are considered the responsibility of the
In 2012 we will continue to work to improve        reduction (absolute)                      shipping line, as the reefers are not
our environmental performance specifically
in these areas and to develop global
                                                   from 2009-2011                            owned or controlled by APM Terminals.
                                                                                             However, as we are currently unable to
environmental standards and guidelines.                                                      consistently allocate electricity use to
                                                                                             the consumer, this report presents our
GHG Emissions                                    Total Overall Data on CO2 Emissions         emissions including energy consumption
As part of the global supply chain, APM          (in 000’ tonnes)                            by reefers. We will continue to work with
Terminals produces a relatively small                                                        our customers and other operators to
proportion of greenhouse gas emissions                                                       further investigate and enhance the GHG
(GHG) most of which are CO2 emissions                                                        reporting for the supply chain.
resulting from energy consumption.
We have improved energy efficiency
considerably in recent years and have
consequently steadily reduced our CO2
                                                                                                 In support of the
emissions. We have met our target of                                                             APMM Group target
15% reduction in CO2 emissions by 2011
against	a	2009	baseline	for	terminals	
                                                                                                 of 10% reduction in
by achieving a reduction of 16.5% per                                                            relative CO2 emissions,
Twenty Foot Equivalent Unit (TEU). We
also met our target for Inland Services
                                                                                                 we have set a target
by achieving a reduction of 15.2% in                                                             for our terminals of a
absolute CO2	emissions	against	a	2009	
                                                                                                 reduction of 25% in



baseline. However, due to continued
growth and expansion we have seen a                                                              CO2 emissions per
2.1% increase in the combined absolute
CO2	emissions	between	2009	and	2011.	
                                                                                                 TEU by 2020 against
                                                 2009            2010            2011            a 2010 baseline.

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APM Terminals 2011 Sustainability Report                                                                                                      APM Terminals 2011 Sustainability Report

Case: APM Terminals Mumbai – CO2 Emission Reduction

APM Terminals Mumbai established
a target of reducing CO2 emissions by
10%	by	the	end	of	2012	from	the	2009	
baseline. They have achieved that goal and
further reduced CO2 emissions by 14.7 %
by the end of 2011. They have managed
to achieve this goal through a number of
initiatives that have been implemented
since	2009	based	on	the	findings	of	an	
energy audit conducted in 2008.

Since	2009,	the	following	initiatives	have	
been implemented:

Two Speed Engine Conversions:
29	RTGs	have	been	converted	to	two-
speed operation, enabling RTG engines to
run at idle speed when no lifting is being
performed. This action has resulted in
reduced	fuel	consumption	of	742,439	
litres in 2010 and 843,726 litres in
2011, with considerable reduction of
overall CO2 emissions.

11 Eco-friendly RTG-Cs:
New RTG-Cs with specially designed            Wind Turbine Ventilators:                         ElectromiZer Units in Yard Lighting:
Variable Speed Generators through which       Replacing electrically-powered forced             The engineering team introduced
the engine speed adjusts to the weight        ventilation fans in Shore-to-Ship (STS)           `ElectromiZer’ panels for yard area
of the container have been put into           crane machine houses with Wind Turbine            illumination circuits to reduce electricity
service. This has resulted in reduced fuel    Ventilators has reduced electricity               consumption. This has led to a savings
consumption of 43,632 liters in 2010 and      consumption by 514,134 kWh in 2010                in electricity of 506,875 kWh each year
112,283 liters in 2011.                       and	a	further	of	616,961	kWh	in	2011.             from 2010.

Soil Contamination                            Biodiversity
Terminal operations involve the use of        Development of new terminals and port
a number of substances that can pose          facilities particularly in emerging markets
a risk to the environment if accidentally     and in non-urban areas may increase
released or improperly disposed of. These     the risk of affecting biodiversity, such
compounds include fuels, lubricants and       as marine life environments in close
chemicals used in maintenance. Spillages      proximity to port facilities.
or leakages of these substances during
operations can adversely affect the soil,     For existing operations, new constructions
and can also have consequences for            and significant expansions of existing
water quality if washed or leached into       facilities, we will continue to ensure
surrounding water. Contamination can          that environmentally sound practices
also be inherited when APM Terminals          are employed to prevent any disruption
acquires an existing operating facility, or   of natural habitats. We are developing
develops a new facility on land previously    global guidelines and requirements
used for industrial activity.                 for conducting environmental, social
                                              and health impact assessments
APM Terminals requires that strict            for new projects to help identify the
procedures be established and                 impact on the environment as well as
observed at each facility to limit and        local communities. Where indicated,
control the release of potentially harmful    biodiversity action plans will be designed
substances to the environment. When           implemented.These initiatives will be
acquiring or constructing terminals,          aligned with the International Finance
environmental surveys are undertaken,         Corporation (IFC) Guidelines and will
as appropriate, to identify contamination     help us identify the needs of local
and the need for remediation or other         communities in which we operate and to
management measures.                          contribute positively to their quality of life.

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APM Terminals 2011 Sustainability Report                                                                                                                                                                                           APM Terminals 2011 Sustainability Report

Our People

To achieve our goal of becoming the world’s leading global port operator,                                                                  Anti-Corruption and Compliance
we depend on the success of our people worldwide. We are a progressive,
high-performance organisation that cultivates and advances its people by                                                                   Compliance with business practices
                                                                                                                                           which conform to existing anti-corruption
                                                                                                                                                                                       In addition to developing these
                                                                                                                                                                                       guidelines, formal training continues to
                                                                                                                                                                                                                                   At the end of 2011 a self-assessment
                                                                                                                                                                                                                                   tool was introduced to all facilities and
developing a stimulating and supportive work environment.                                                                                  and anti-trust standards is an essential    be offered to APM Terminals’ employees      offices under APM Terminals’ operational
                                                                                                                                           component of APM Terminals’ Corporate       on the APM Terminals’ Group guidelines      control with the purpose of confirming
                                                                                                                                           Responsibility programme.                   on Anti-corruption. More than half of       compliance with the all anti-corruption
                       Derrick Shirley,
                                                 employees who feel positive about their     Developing our Employees                                                                  our office personnel have undergone         and anti-trust practices and to identify any
                                                 career opportunities at APM Terminals
                       Director,                                                             An extensive Leadership and                   Strict Anti-corruption Guidelines have      this training in the form of webinars,      areas needing improvement.
                                                 has increased to 62%.
                       Organisational                                                        Development Programme designed                been implemented that forbid any            e-learning or classroom training. On-
                       Development.                                                          to assure a steady flow of talented           employee to “directly or through            going awareness-raising activities are in   In 2011, APM Terminals introduced a
                                                 ‘I feel positive about my                   and trained employees to assume
                                                                                             senior positions has been in place for
                                                                                                                                           other parties - offer, promise,
                                                                                                                                           authorise or give money or anything
                                                                                                                                                                                       practice throughout the APM Terminals
                                                                                                                                                                                       Global Port, Terminal and Inland
                                                                                                                                                                                                                                   “whistle blowing” system for the reporting
                                                                                                                                                                                                                                   of any legal or ethical infractions on part
                                                 career opportunities’                       more than 10 years. These initiatives         else of value to any public official in     Services Network.                           of any APM Terminals employees. Any
                                                                                             include the annual APM Terminals              any country or to any private business                                                  persons making good-faith reports are
                                                                                             Management Talent Acceleration                partner to secure any improper business     APM Terminals also conducts due             protected from harassment or retaliation.
                                                                                             Programme (MAGNUM) which selects              advantage.” This requires strict            diligence investigations when considering   All incidents reported through the
 Developing Talent and Leadership
“Our people are our most important
                                                                54%                          candidates from among ‘General
                                                                                             Managers’ nominated by business units
                                                                                                                                           adherence to very specific guidelines
                                                                                                                                           regarding gifts and entertainment,
                                                                                                                                                                                       entering into any contract with a new
                                                                                                                                                                                       business partner representing a
                                                                                                                                                                                                                                   system to date have been successfully
                                                                                                                                                                                                                                   investigated and concluded.
                                                                                             in a highly competitive process. There        political donations, charitable             transaction in excess of $ 1 million, for
 asset, and no investment in our future
 as a company has more impact than our
                                                                62%                          are similar opportunities for personnel
                                                                                             beneath the General Manager level
                                                                                                                                           donations and facilitation payments.        a period in excess of 12 months. These
                                                                                                                                                                                       APM Terminals standards are applicable
 investment in the training and education of
 our future leadership”- says Derrick Shirley,
 Director, Organisational Development.
                                                 cf. external
                                                 top quartile   53%                          that will be enhanced in 2012 with the
                                                                                             introduction of new programmes as well
                                                                                                                                                                                       for any proposed new joint venture.

                                                                                             as other training programmes, including
                                                                                             employee orientation, supervisory training
In 2010, 54% of employees participating
                                                                                             and labour relations training for non-

in our annual engagement survey
                                                                                             managerial level staff.
answered that they felt positive about
their career opportunities at APM
Terminals. A number of measures and
tools to improve career and leadership
opportunities were initiated in response
                                                  employees across
and the results have been positive: our           64 countries
2011 survey showed that the number of

Case: The MAGNUM Programme
APM Terminals CEO Kim Fejfer and                 The 28 MAGNUM graduates for 2011                                   One of this year’s
other senior executives attending the            represented 13 countries throughout the                            28 MAGNUM
graduation ceremony of the MAGNUM                APM Terminals Global Port, Terminal and                            graduates was
advanced management training Class of            Inland Services Network and included                               Arturo Montero
2011 in Delft, Netherlands in February,          natives of Brazil, India, Peru, Mexico,                            Guevara, the Inland
witnessed the first MAGNUM group                 Honduras and Egypt.                                                Services Manager
to complete the new global business                                                                                 for Mexico. A native
coursework introduced in partnership             Chosen from applicants within the                                  of Mexico himself,
with ESADE, a top global business                APM Terminals Global Port, Terminal                                Arturo started
school based in Barcelona. The                   and Inland Services Network through a        with	Maersk	Line	in	1996	as	a	port	
ESADE partnership was established to             rigorous selection process, the MAGNUM       manager and joined Inland Services
introduce a stronger external component          participants completed a three-module,       in Mexico as a General Manager in
to the programme, which has also                 intensive eight-month multi-functional       2005. “The MAGNUM programme has
been accelerated into an eight month             programme featuring practical terminal       helped me develop leadership skills
curriculum and includes completing               hands-on training assignments as well        and understand the full spectrum of
management projects and field study at           as rigorous classroom curricula focusing     APMT’s businesses” said Arturo, adding
operating facilities.                            upon business applications addressing        “In the MAGNUM programme, I learned
                                                 practical needs of the port and cargo        that it is valuable to build and establish
                                                 transportation industry. Each module was     relationships across the company. You
                                                 completed in a different country in which    can gain so much from learning how
                                                 APM Terminals operates.                      others in the organisation work.”

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APM Terminals 2011 Sustainability Report                                                                                                                                                                                           APM Terminals 2011 Sustainability Report

Engaging Employees                                                                                                                        Diversity & Inclusiveness                                                                Labour Relations
We engage our employees by investing in      Based on the results of the 2010             Providing Career Opportunities
their talent and development, to achieve     Employee Engagement Survey, a follow-
                                                                                          In 2011, Core capabilities for APM              Diversity & Inclusiveness (D&I) at           In 2011, APM Terminals invited some         As a global company operating in
progression, safety and productivity         up action plan has been defined with the
                                                                                          Terminals’ employees to perform their           APM Terminals is about creating an           500 employees to participate in a D&I       64 countries on five continents,
through personal and professional            purpose of:
                                                                                          jobs and achieve our business objectives        inclusive environment which provides         survey aimed at assessing current           encompassing port and terminal
growth. As we continue to grow as a
                                                                                          were defined. Competencies were further         an opportunity to leverage differences,      attitudes and perceptions and identifying   operations, cargo inland services,
company, we must continue to invest in       •	 Communicating	a	clear	strategy	and	
                                                                                          established at each job level. To align         enable individual development and            key focus areas for future initiatives.     and crane engineering services, APM
tomorrow’s leaders.                             empowering leadership.
                                                                                          people’s careers with the core capabilities,    produce exceptional business results.                                                    Terminals draws from and interacts
                                             •	 Creating	a	culture	of	development.	
                                                                                          we introduced the Career Compass,               Diversity refers to the variety of           There was a good response rate of           with staff representing a diverse

                                             •	 Better	managing	organisational	
                                                                                          a professional development planning             differences such as gender, ethnicity,       68% and our overall ‘Inclusivity Score’     cross-section of cultures, religions,
                                                                                          guide. This tool helps employees and            race, age, physical ability, religion,       was	3.93	out	of	a	possible	5	and	was	       ethnicities, languages and levels of
                                                                                          their managers to develop a career and          language, sexual orientation, educational    2.4% above the Global Norm of 3.78.         responsibility on a daily basis. As part
                                             These actions are aligned with APM
                                                                                          development action plan, as well as identify    background, nationality, and culture         APM Terminals scored high compared                    .
                                                                                                                                                                                                                                   of the A.P Moller-Maersk Group, APM
                                             Terminals’ strategic priorities and have
 respondents to                              been successful in promoting higher levels
                                                                                          personal and professional development
                                                                                          opportunities. The company has also
                                                                                                                                          represented by our 24,000 employees
                                                                                                                                          around the world. We believe that
                                                                                                                                                                                       to external benchmarks in the areas
                                                                                                                                                                                       of fairness of treatment and freedom
                                                                                                                                                                                                                                   Terminals’ engagement with employees
                                                                                                                                                                                                                                   is guided strictly in accordance with eight
 our Employee                                of employee engagement throughout the
                                                                                          implemented a 360° survey tool which was        through hiring, training and promoting a     of expression. While these results are      established labour principles; these
 Engagement Survey                                                                        introduced in 2011 and its implementation
                                                                                          will continue in 2012. By linking the 360°
                                                                                                                                          diverse and inclusive workforce to reflect
                                                                                                                                          the range of communities in which we
                                                                                                                                                                                       encouraging, the survey also highlighted
                                                                                                                                                                                       some weaker areas we have to work
                                                                                                                                                                                                                                   principles can be found on our website.
                                             In 2010, 55% of respondents indicated
                                                                                          survey to the core capabilities, participants   operate we will be better able to serve      on. Through the incorporation of D&I
                                             that they felt supported by the company                                                                                                                                                 When interviewed about this topic,the
                                                                                          receive feedback based on competencies          our global customers.                        initiatives into our existing business
Every year, APM Terminals conducts an        during organisational changes. In 2011,                                                                                                                                                 Managing Director of APM Terminals’
                                                                                          that are closely tied to job performance                                                     processes we expect to see real change.
Employee Engagement Survey (EES).            the Human Resource (HR) team worked to                                                                                                                                                  Aqaba Container Terminal, Soren
                                                                                          and successful career development.
In	2011,	more	than	13,900	people	            improve communication plans pertaining                                                                                                                                                  Hansen, defined labour relations in
participated worldwide, providing valuable   to key organisational changes, such as                                                                                                                                                  this way: “The relationship between
insights both into our strengths as
an employer and into areas that need
                                             the integration of the Inland Services
                                             companies into the existing regional
                                                                                                                                          GM Population -                              Director Population -                         the company and the employees is
                                                                                                                                                                                                                                     a partnership. For the partnership
reinforcement.                               operations and various senior position                                                       Gender Diversity                             Gender Diversity                              to succeed it must be build on
                                             assignments. As a result of these                                                                                                                                                       mutual respect, where the parties
                                             improvements, 61% of respondents said                                                                                                                                                   invest the required time to nourish
                                             they felt supported during organisational
                                             changes in the 2011 survey.
                                                                                                                                                                                                                      5%             the relationship. In all successful
                                                                                                                                                                                                                                     partnerships, both parties agree and
                                                                                                                                                                15%                                                                  accept that both parties need to give
                                                                                                                                                                                                                                     and take. If there is only one winner,
                                                                                                                                                                                                                                     both parties lose.”

                                                                                                                                                         95%                                          95%
                                                                                                                                          Female                                       Female
                                                                                                                                          Male                                         Male

                                                                                                                                          GM Population -                              Director Population -
                                                                                                                                          Cultural Diversity                           Cultural Diversity

                                                                                                                                                                     13%                        40%           29%
                                                                                                                                                                   23%                                        18%
                                                                                                                                          Denmark                                      Denmark
                                                                                                                                          Netherlands                                  Netherlands
                                                                                                                                          USA                                          USA
                                                                                                                                          Other                                        Other

20                                                                                                                                                                                                                                                                            21
APM Terminals 2011 Sustainability Report                                                                                                                                                                                                 APM Terminals 2011 Sustainability Report

Our Communities
The communities in which we operate or that are affected by our operations
and activities are one of our key stakeholders. Contributing positively to these
communities and improving their quality of life are essential elements of our
sustainability efforts.

Case: APM Terminals Tangier –
Contributing to Local Communities
APM Terminals Tangier carried out a            school withdrawal prevalent among
number of community outreach initiatives       some segments of the population. The
in the fields of education, health and         programme enabled 45 schoolchildren
assistance to women and children to help       from eight informal villages to attend
to improve the local social conditions in
the surrounding area. These initiatives
                                               school from November 2010 through
                                               to June 2011. Since October 2011
                                                                                                                                              Case: Responding to Community                                                                Karl Gnonlonfin, APM Terminals Benin
                                                                                                                                                                                                                                           LET Volunteer: Ready to Respond
                                                                                                                                              Needs – Global Emergencies
also enabled pro-active individual             this programme has been expanded to
engagement by the Tangier work force.          include 77 students.
                                                                                                                                                                                                                                           When asked to speak about his
The goal is to exert a positive influence on
                                                                                                                                                                                                                                           experience with the LET programme
the communities in which we operate and        Following on from this, in January of
                                                                                                                                              APM Terminals is at the front line           In the event of a large-scale natural           one of the six APM Terminals’
where our employees live and work. These       2011 APM Terminals Tangier fully
                                                                                                                                              of global disaster response through          disaster, LETs assists the UN World Food        volunteers said, “The training
initiatives focus on promoting education,      equipped a classroom dedicated to
                                                                                                                                              participation in Logistics Emergency         Programme, which handles logistics on           programme in Amsterdam was not only
emphasizing safety, and encouraging            the study of English in a high school            Addressing recreational needs in 2010,
                                                                                                                                              Teams (LETs), organised through the          behalf of the United Nations. The group         an incredible learning experience but
health through funding for local athletic      located in the nearby suburbs of                 APM Terminals Tangier in coordination
                                                                                                                                              UN Global Logistics Cluster and in           provides logistics specialists, physical        also an inspiring event for me. I won’t
events, recreational activities and health     Tangiers. The classroom was provided             with the local ‘Es-Sahil Association’
                                                                                                                                              association with the World Economic          assets and transport services, and we           say that this changed my life, but it
awareness programmes.                          with 22 computers and other modern               have improved Dalia Beach through the
                                                                                                                                              Forum. LETs deploy worldwide upon            have set up a special unit to help meet         actually made a big impact on me.”
                                               learning tools such as a projector and a         construction and introduction of facilities
                                                                                                                                              request from the UN Global Logistics         these needs.
APM Terminals Tanger has sponsored             projection screen.                               such as football and volley-ball fields,
                                                                                                                                              Cluster in response to “sudden major                                                        “When I returned from my training in
the costs for children from remote                                                              parasols, waste bins and small swimming
                                                                                                                                              new emergencies requiring a multi-           Between 2008 and 2010, LETs were                Amsterdam, the very first thing I did was
douars (traditional tent encampments)                                                           pools for children. These facilities
                                                                                                                                              sectoral response with the participation     deployed in Mozambique, Myanmar, Haiti,         to start making a monthly donation to
to travel to school by bus. This aims                                                           have been very welcomed by the local
                                                                                                                                              of a wide range of humanitarian actors”.     the Philippines, Indonesia, Pakistan            the WFP. I realise this is only a small
to help reduce illiteracy and early                                                             community.
                                                                                                                                              Logistics experts from APM Terminals         and Chile. Approximately 100 trained            gesture compared to what is needed,
                                                                                                                                              participate as volunteers through the        volunteers are currently available for          but I couldn’t wait to start giving and
                                                                                                                                              membership of A.P Moller-Maersk Group,
                                                                                                                                                                 .                         emergency deployments, including six            trying to make a difference and I am
Case: APM Terminals Poti – Developing a Social Plan                                                                                           which joined in 2010.                        APM Terminals staff currently stationed in
                                                                                                                                                                                           Benin, Georgia, the UAE and the USA.
                                                                                                                                                                                                                                           ready to be sent wherever I can help, if
                                                                                                                                                                                                                                           the need arises. My bag is packed and I
                                                                                                                                                                                                                                           hope those disasters will never happen
Since assuming operational control of             goes beyond legal compliance, which                                                                                                                                                      again, but we must be prepared”
the Poti Sea Port Corporation in May              requires only one month salary paid.
2011, serving Georgia’s primary port              They will also receive health insurance
facility on the Black Sea, APM Terminals          coverage during this period.
has introduced international operating
standards and organisational changes to
                                               •	 Working	time	reduction: As far as
                                                  possible, redundant positions will be
                                                                                                                                              Case: APM Terminals Apapa - Nigeria
                                                                                                                                              Logistics Capacity Assessment
turn the multi-purpose port into a modern,        reduced by developing rosters based
world-class facility.                             on reduced working hours. This will
                                                  mainly affect blue collar positions with
In the new organisational structure it            routine responsibilities.
                                                                                                                                              APM Terminals’ personnel took part           An LCA Report contains country specific       APM Terminals Apapa Managing Director
was necessary for APM Terminals Poti           •	 Recruitment:	In filling vacancies, priority
                                                                                                                                              in a Logistics Capacity Assessment           logistics infrastructure information,         Dallas Hampton affirmed the value of
to	reduce	its	workforce	of	1,499	by	385	          will be given to former employees.
                                                                                                                                              (LCA) Report prepared for Nigeria to         which is considered life-saving in case       this participation, observing that “the
persons. To mitigate the negative impacts      •	 Education: Employees made redundant
                                                                                                                                              compile information on national logistics    of a possible disaster. Nigeria is Africa’s   emergency response capacity in Nigeria
of these redundancies APM Terminals               will be offered English language
                                                                                                                                              infrastructure which would be utilised in    most populous country and has the             is unfortunately inadequate. In the event
defined a social plan, through dialogue           and computer literacy training to
                                                                                                                                              the event of a natural disaster to provide   eighth-largest population in the world        of a serious and reasonably widespread
with the local authorities, which is the          increase their employability, as well
                                                                                                                                              medical relief and assistance.               with approximately 155 million people,        emergency, the emergency authorities
most comprehensive and ambitious                  as outplacement services to gain
                                                                                                                                                                                           many of whom live in austere conditions       would face great difficulties coping. There is
undertaken in the Republic of Georgia:            new employment. Approximately 80
                                                                                                                                                                                           particularly vulnerable to dislocation and    no doubt that the LCA report has improved
                                                  former employees will benefit from this
                                                                                                                                                                                           accessibility in emergency situations.        Nigeria’s disaster response capacity”.
•	 Compensation: Employees made                   training. The training period will be for
   redundant will receive between 40%             12 months, commensurate with the
   and 100% of their salary for a full            severance payment period.
   year depending on seniority. This
22                                                                                                                                                                                                                                                                                  23
APM Terminals 2011 Sustainability Report                                                                                                                                                                                               APM Terminals 2011 Sustainability Report

Socio-Economic Development
The United Nations Conference on Trade and Development (UNCTAD) released                                                                 Case: APM Terminals Callao –
its annual Review of Maritime Transport report for 2011 in December. The
review observed that the developing countries’ share of global trade increased                                                           Contributing to Socio-Economic Development
from approximately 30% to more than 40% from 2008 to 2010 alone. Improved
efficiency and reduced costs of modern port operations have contributed                                                                  The Port of Callao, Peru, on South
                                                                                                                                         America’s pacific coast is home to one of
                                                                                                                                                                                   “Inevitably this type of investment and
                                                                                                                                                                                    port development is going to have a huge
significantly to the increase in global trade and overall economic output.                                                               APM Terminal’s newest projects, through    socio-economic impact - new jobs and
                                                                                                                                         a 30-year concession signed with the       opportunities” says Henrik Kristensen,
                                                                                                                                         Government of Peru on July 1st 2011.       Managing Director, APM Terminals Callao.
“What these figures and trends tell us is     terminals and depots operates.               This commitment covers the entire project     The terms of the concession include the
 that the future of the shipping industry     Infrastructure investment in high-           lifecycle, from initial planning, through     investment	of	$749	million	USD	to	update	
 is heavily weighted toward developing        growth emerging markets is important         construction and operation. This is part of   and expand the existing facility into a
 markets in Asia, Latin America, Africa,      business for APM Terminals, as about         the value proposition that APM Terminals      modern multi-purpose terminal serving
 the Middle East, and to a certain extent     half of our container volume is currently    implements for any new terminal               general, break bulk and containerised
 Eastern Europe, and that aggressive          generated in emerging markets. Such          development project which includes:           cargo as well as cruise ships.
 infrastructure investment is required        investments have wide-reaching positive
 right now to keep up with the pace of        effects on local job creation and the       •	 Contribute	positively	to	the	societies	     APM Terminals Callao is a joint venture
 that projected growth”. Kim Fejfer, Chief    stimulation of local industry as access        and communities in which we invest.         between APM Terminals (Callao Port
 Executive Officer APM Terminals.             to global markets serves as a powerful      •	 Deploy	the	best	teams	to	the	site	with	     Holding) of the Netherlands and Central
                                              economic engine.                               the goal of promoting and developing        Portuária of Peru. When built out to full
APM Terminals’ company policy,                                                               local talent in the long term.              capacity, APM Terminals Callao will employ
principles and standards require              APM Terminals New Terminal                  •	 Introduce	the	latest	technology	to	help	    approximately 1,500 personnel. In the
proactive efforts to design, develop,         development strategy is based on our           minimise any environmental impact           first six months of operations under APM
operate and maintain economically,            commitment to sustainable business             created by new projects as well as          Terminals the first $25 million has been
environmentally and socially advantaged       operations and practices which include         expansions of existing business.            invested in terminal improvements and
facilities. It is a responsibility we take    employee safety and well being,                                                            productivity in container handling has
very seriously as corporate citizens and      education, environmental protection                                                        increased by 63%.
as members of the communities in              and transparent corporate governance.
which our world-wide network of

                                                                                                                                         Case: APM Terminals Pipavav –
                                                                                                                                         Contributing to Socio-Economic Development
Revenue Split Per Region                                             Cash Flow Distributed by
                                                                     Stakeholder Group                                                   Port Pipavav, located in the Municipality       “We are now amongst the elite group of
                                                                                                                                         of Rajula in the Amreli District of India’s     ports within APM Terminals’ portfolio of
                                                                                                                                         Gujarat State has helped to generate            ports and terminals across the world”
                                             11%                                                                                         change as one of India’s fastest-
                                                                                                                                         growing ports over the past three years.
                                                                                                                                                                                         noted APM Terminals Pipavav Managing
                                                                                                                                                                                         Director Prakash Tulsiani.
                                                                                                                                         With new business from the port, the
                          27%                                                                                                            first privatised port in India, a flurry
                                                                                                                                         of activity has brought new roads,
                                                                                                                                                                                         The port has invested in several local
                                                                                                                                                                                         improvement schemes including:
                                                                                          54.0% 27.3%
                                                                                                                                         commerce, professional and educational
                                                                                                                                                                                         •	 New	roads	connecting	nearby	villages	
                                                                                                                                         possibilities for the local population
                                                                                                                                                                                            including for example an island village
                                                                                                                                         in an area previously underserved by
                           36%%                                                                                                          infrastructure and opportunity.
                                                                                                                                                                                            Shiyalbet, located across the waterfront
                                                                                                                                                                                            at Pipavav, with a population of about
                                              7%                                                                                         APM Terminals Pipavav, which took over
                                                                                                                                                                                            5,000 people that previously did not
                                                                                                                                                                                            have access to Rajula. Thanks to Port
                                                                                                         15.6%                           management of the port in 2005, has
                                                                                                                                         overseen a massive modernisation and
                                                                                                                                                                                            Pipavav, they now have easy access to
Europe and Eurasia
Asia & Pacific
                                                                     Paid to vendors
                                                                     Paid to employees
                                                                                                      3.1%                               expansion of the facility which is now
                                                                                                                                         profitable for the first time in its history.
                                                                                                                                                                                            Rajula, have roads to run their vehicles
                                                                                                                                                                                            and can also access medical facilities.
                                                                                                                                                                                         •	 Youth	from	nearby	villages	now	have	
Middle East                                                          Investments, net                                                    In 2011 Gulf Petrochem announced
                                                                                                                                                                                            new employment opportunities. Suicide
Americas                                                             Taxes paid                                                          plans to develop a 302,000 square
                                                                                                                                                                                            attempts due to unemployment have
Africa                                                                                                                                   meter (74 acre) storage facility at the
                                                                                                                                                                                            almost stopped as it is now possible
                                                                                                                                         port and container traffic surged by 45%.
                                                                                                                                                                                            to get a decent job and a good pay
                                                                                                                                         In 2011 a new record was established of
                                                                                                                                                                                            commensurate with education levels.
                                                                                                                                         705 days without a lost time injury.

24                                                                                                                                                                                                                                                                          25
APM Terminals 2011 Sustainability Report                                                                                          APM Terminals 2011 Sustainability Report

Performance Data

Financial Performance
                                           2011                  2010                 2009                  Unit

Revenue                                    4,682,320              4,251,443           4,235,938              USD 1000

Segment profit/loss                        649,142                792,583             493,941                USD 1000

ROIC, segment                              13.1%                  16.0%               9.9%

Safety Performance
                                           2011                  2010                 2009                  Unit

Lost time injuries                         2.73                   3.03                4.07                   Lost Time Injury
(Terminals)                                                                                                  Frequency (LTIF)

(Inland Services)                          6.34                   9.36                12.00                  LTIF

Combined                                   3.46                   4.37                5.72                   LTIF

Fatalities                                 10                     10                  9                      Number

Environmental Performance
                                           2011                  2010                 2009                  Unit

Diesel use                                 112                    112                 122                    1,000 Tonnes

Electricity use                            483                    430                 391                    1,000MWh

GHG emissions                              663                    687                 664                    1,000 Tonnes

Direct CO2 as a portion of total           361                    363                 391                    1,000 Tonnes
GHG emissions

Indirect CO2 emissions                     260                    251                 217                    1,000 Tonnes

Total CO2                                  621                    614                 608                    1,000 Tonnes

Waste total                                76                     57                  46                     1,000 Tonnes

Water consumption                          1250                   862                 905                    1,000m3

Spills (oils)                              2                      0                   0                      m3

CO2 Footprint Methodology Explanations     Footprint includes Port and                •	 Reefer	electricity	consumption	
                                           Inland Activities                             is included in all the emissions
Scope:                                     •	 Inland	activities	added	from	2009.         calculation.
The data has been collated in accordance                                              •	 Waste	numbers	show	an	increase	due	
with the provisions of the Greenhouse      Financial Control Scope Applied from ’09      to better reporting by our facilities.
Gas (GHG) Protocol and we have reported    •	 Calculation	methodology	follows	the	    •	 Water	consumption	increased	in	2011	
CO2 emissions under scope 1 and 2 as                                     .
                                              principles determined by A.P Moller -      due to increased operations.
outlined in the Protocol.                     Maersk Group.
                                                                                      For a more comprehensive
                                                                                      overview of our 2011 Sustainability
                                                                                      Performance please refer to our
                                                                                      website www.apmterminals.com.
26                                                                                                                                                                     27
APM Terminals 2011 Sustainability Report                                                                                                                                                                                             APM Terminals 2011 Sustainability Report

Awards                                                                                                                                    Partnerships
APM Terminals received numerous awards in 2011:                                                                                           APM Terminals participates in a number of partnerships with
                                                                                                                                          organisations dedicated to sustainability issues, including:
Lloyd’s List 2011 Global Safety Award         Signal Mutual Gerald H. Halpin Safety         Transport Africa Awards
APM Terminals was named winner of the         Excellence Award                             “Best Port Operator in Africa”
                                                                                                                                          UN Global Compact                             Caring for Climate                           International Cargo Handling
2011 Lloyd’s List Global Safety Award at      APM Terminals was presented with              APM Terminals was named winner of the
                                                                                                                                          APM Terminals has been a signatory            Launched by the UN Secretary-General         Coordination Association (ICHCA)
the prestigious annual industry Awards        The Gerald H. Halpin Safety Excellence       “Best Port Operator in Africa” award at the
                                                                                                                                          to the UN Global Compact, through             in 2007, Caring for Climate is the UN        ICHCA is an organisation dedicated to the
Gala on September 20th in London. The         Award for 2010-2011 by the Signal             Transport Africa Awards 2011 ceremony
                                                                                                                                          the A.P Moller-Maersk Group, since
                                                                                                                                                 .                                      Global Compact and UN Environment            promotion of safety and efficiency in the
award was presented in recognition of         Mutual Indemnity Association in January       held in Johannesburg, South Africa on
                                                                                                                                          2009.	The	UN	Global	Compact	is	               Programme’s initiative aimed at advancing    handling and movement of goods by all
APM Terminals’ “exceptional commitment        2012, as the APM Terminals’ operations        June	29th.	The	criteria	for	the	award	were	
                                                                                                                                          described as “a strategic policy initiative   the role of business in addressing climate   modes and during all phases of both local
to improving safety standards” over the       in the United States were cited for          “operational efficiency and effectiveness
                                                                                                                                          for businesses that are committed to          change. It provides a framework for          and international transportation.
past year and “genuinely comprehensive        Signal’s highest award. The Halpin            and the ability to demonstrate best
                                                                                                                                          aligning their operations and strategies      business leaders to advance practical
approach to safety and a real commitment      Award is given in special recognition         practice in Africa’s ports sector”.
                                                                                                                                          with ten universally accepted principles      solutions and help shape public policy as    EEEG
to implementing a safety culture across the   of the Signal Member Company which
                                                                                                                                          in the areas of human rights, labour,         well as public attitudes. Chief Executive    THE EEEG is a platform that was initiated
company”. The award was accepted              has best exemplified the promotion of        Seatrade Award for Innovation
                                                                                                                                          environment and anti-corruption. Business,    Officers who support the statement           by the EU port Economic Interest Group
by APM Terminals CEO Kim Fejfer.              employee safety and health throughout        in Ship Operations
                                                                                                                                          as a primary driver of globalisation, can     are prepared to set goals, develop and       (EEIG)	in	2009	and	is	used	to	discuss	
                                              their organisation. The Halpin Safety        The 2011 Seatrade Award for “Innovation
                                                                                                                                          help ensure that markets, commerce,           expand strategies and practices, and         carbon dioxide and other greenhouse gas
                                              Excellence Award is presented only in        in Ship Operations” was won by APM
                                                                                                                                          technology and finance advance in ways        to publicly disclose emissions. Caring       (GHG) emissions in relation to container
                                              cases of exceptional safety performance.     Terminals for the FastNet Crane concept
                                                                                                                                          that benefit economies and societies          for Climate is endorsed by nearly 400        terminal activities. It comprises leading
                                                                                           at the 23rd Annual Seatrade Awards
                                                                                                                                          everywhere.” Within the Global Compact,       companies from 65 countries.                 European container terminal operators
                                              Signal Mutual Industry                       presented in London in April. FastNet was
                                                                                                                                          APM Terminals is also a participant in the                                                 who represent more than 75% of all
                                              Leader Safety Award                          cited as “an innovative design or device
                                                                                                                                          Caring for Climate initiative and Global      UN Global Compact – LEAD                     container lifts in Europe.
                                              APM Terminals Pacific Ltd., which            which has the potential to significantly
                                                                                                                                          Compact LEAD.                                 Global Compact LEAD supports UN Global
                                              performs cargo handling services at APM      improve the efficiency of any aspect of
                                                                                                                                                                                        Compact participants in their efforts        Business for Social Responsibility (BSR)
                                              Terminals Pier 400 Los Angeles and APM       ship operations and/or cargo handling.”
                                                                                                                                                                                        to achieve higher levels of corporate        BSR is a global business network focused
                                              Terminals Tacoma, was named this year’s
                                                                                                                                                                                        sustainability performance and provides                               .
                                                                                                                                                                                                                                     on sustainability. The A.P Moller-Maersk
                                              winner of the Industry Leader Safety         Pacific Maritime Association
                                                                                                                                                                                        recognition for achievement in this area.    Group is a corporate member of BSR
                                              Award in the category of large stevedoring   Safety Awards
                                                                                                                                                                                        The A.P Moller-Maersk Group has been
                                                                                                                                                                                               .                                     and participates actively through BSR led
                                              operations (over 500,000 man hours           APM Terminals’ Pier 400 Los Angeles
                                                                                                                                                                                        part of this programme since 2010.           working groups and annual conference
                                              worked) for demonstrating the most           facility was awarded First Place for the
                                              improvement of safety performance in         fourth consecutive year in the Pacific
                                              terms of declining reported incidents for    Maritime Association’s Coast Accident
                                              the past three consecutive years within      Prevention Awards ceremony in the
                                              their group.                                 category of Terminal Operations, Group
                                                                                           A, representing terminal operations with
                                              India Maritime Week Gateway                  one million or more man-hours worked
                                              Award of Excellence                          in 2010. APM Terminals Tacoma won
                                              APM Terminals Chennai, Ltd., part of APM     Second Place in the Group C category,
                                              Terminals Inland Services operations, was    which includes facilities of between
                                              named “Container Freight Station of the      100,000	and	499,999	man-hours	worked.
                                              Year” of 2011 at the India Maritime Week
                                              Gateway Awards of Excellence Ceremony.       Ecoval Trophy
                                                                                           APM Terminals Tangier-Med was
                                              Lloyd’s List Middle East and Indian          recognised with a Sustainability award in
                                              Subcontinent 2011 Safety Award               January 2011 in Casablanca, at the first
                                              The Port of Salalah, Oman, which is          annual Ecoval Trophy Awards given by
                                              managed by APM Terminals, was named          Ecoval Morocco, a subsidiary of Holcim
                                              the winner of the Safety category of         Morocco, which is part of Swiss-based
                                              the Lloyd’s List Middle East and Indian      cement and aggregates producer Holcim
                                              Subcontinent 2011 Awards at the              Ltd. The Ecoval Trophies are presented in
                                              annual gala in Dubai on November             three categories covering the collection
                                              16th. The award recognises “exceptional      and recovery of waste oils. APM Terminals
                                              commitment to improving safety standards     Tangier-Med was one of three winners in
                                              in the shipping industry” through “robust    the category of “Eco-Enterprise”.
                                              and effective improvements to their
                                              operations at sea or ashore”.                All India Maritime and Logistics Award
                                                                                           APM Terminals Mumbai received the All
                                                                                           India Maritime and Logistics Award in
                                                                                           2011 for being The Port/Terminal of the
                                                                                           year in Health Safety and Environment.

28                                                                                                                                                                                                                                                                         29
3      Charlotte, North Carolina, USA                                                                                                                                                               42     Onne, Nigeria
4      Charleston, South Carolina, USA                                                                                                                                                              43     Douala, Cameroon
5      Jacksonville, Florida, USA
      APM Terminals 2011 Sustainability Report                                                                                                                                                       APM Pointe Noire, Congo
                                                                                                                                                                                                    44 Terminals 2011 Sustainability Report
6      Miami, Florida, USA                                                                                                                                                                          45     Luanda, Angola
7      Mobile, Alabama, USA                                                                                                                                                                         46     Aqaba, Jordan
8     Global Port and Terminal Network
       Houston, Texas, USA                                                                                                                                                                          47     Salalah, Oman
9      Los Angeles, California, USA                                                                                                                                                                 48     Bahrain, Bahrain
10     Tacoma, Washington, USA                                                                                                                                                                      49Key Colors
                                                                                                                                                                                                           Africa, Middle East Regional Offic
11     Lazaro Cardenas, Mexico                                                                                                                                                                           Head Offices
                                                                                                                                                                                                           Dubai, UAE
                                                                                                                                                                                                         Operational terminals
12     Moin, Costa Rica                                                                                                                                                                             50     Colombo, Sri Lanka
                                                                                                                                                                                                         Terminals with expansion projects
13     Panama City, Panama                                                                                                                                                                               New terminal projects
14     Callao, Peru                                                                                                                                                                                      Office
15     Pecem, Brazil                                                                                                                                                                                     Inland Services
16     São Paulo, Brazil
17     Santos, Brazil
18     Itajai, Brazil
19     Buenos Aires, Argentina

                                                                                                               26     28
                                                                                                            23 25 29
     Americas                                                                                                                                                                                        Africa – Middle East
Europe Port Elizabeth, New Jersey, USA
                                                                                                             22 27                                                                                         – Pacific
                                                                                                                                                                                                    Asia Monrovia, Liberia
                                                                                                              21 24
           Havre, France
20 2LeAmericas Regional Office                                                                            20                                                                                                 Pipavav, India
                                                                                                                                                                                                    51 Abidjan, Ivory Coast
         Portsmouth, Virginia, USA               10                                                                                                                                                  39	 Tema,	Ghana India
21 2Zeebrugge, Virginia USA
         Portsmouth,                                                                                                32                                                                                       Mumbai,
                                                                                                                                                                                                    52 Cotonou, Benin
                                                                                                                                          33                                65 63 64
22     Rotterdam, Netherlands
         (Leased to VA Port Authority)                                         1                                                                                                                             Laem Chabang, Thailand
                                                                                                                                                                                                    53 Apapa, Nigeria
         Charlotte, North Netherlands
23 3Maasvlakte II, Carolina, USA                                     3             2                      31                                                                                                 (2 Nigeria
                                                                                                                                                                                                     42 Onne, terminals: LCB1 and LMCT)
     4 Charleston, South Carolina, USA                9                   4        2                     35                                                                                 56 57    43 Douala, Cameroon
24 5Europe Regional Office
         Jacksonville, Florida, USA                            8   7 5                                                          36                                                     62           54 Pointe Noire, Congo
                                                                                                                                                                                                     44      Cai Mep, Vietnam
     6Rotterdam, Netherlands                                                                                                         46                                           61
         Miami, Florida, USA
                                                                     6                                                                         48 49                         60                     55       Tanjung Pelepas, Malaysia
                                                                                                                                                                                                     45 Luanda, Angola
     7 Mobile, Alabama, USA                                                                                                                                                                          46 Aqaba, Jordan
         Houston, Texas, Germany
25 8Bremerhaven, USA                                                                                                                                   51
                                                                                                                                                        52                       59
                                                                                                                                                                                                             Kobe, Japan
                                                                                                                                                                                                    56 Salalah, Oman
                                                          11                                                                                     47
26     Wilhelmshaven, Germany
     9	 Los	Angeles,	California,	USA                                                                                                                                        58                       48 Bahrain, Bahrain Japan
                                                                                                                                                                                                    57       Yokohama,
     10 Tacoma, Washington, USA                                    12                                                                                             53                                 49	 Africa,	Middle	East	Regional	Office,	
       World headquarters,
27 11 Lazaro Cardenas, Mexico                                            13                                                                                            54                                    Guangzhou, China
                                                                                                                                                                                                    58 Dubai, UAE
                                                                                                      37 38 40 41                                            50
       The Hague, Netherlands
     12 Moin, Costa Rica                                                                                   39   42 43
                                                                                                                                                                                                             Hong Kong
                                                                                                                                                                                                    59 Colombo, Sri Lanka
     13 Panama City, Panama
28 14 Callao, Peru Sweden                                                                        15                                                                                                  Asia Xiamen, China
                                                                                                                                                                                                    60 – Pacific
29     Aarhus, Denmark
     15 Pecem, Brazil
                                                                                                                          45                                                                                 Shanghai,
                                                                                                                                                                                                    61 Pipavav, India China
30 16 São Paulo, Brazil
       Oslo, Norway
     17 Santos, Brazil
                                                                          14                                                                                                                         52
                                                                                                                                                                                                    62 Mumbai, India Thailand
                                                                                                                                                                                                             Asia Pacific Regional Office
                                                                                                                                                                                                     53 Laem Chabang,
31 18 Itajai, BrazilSpain                                                                                                                                                                                 (2 Shanghai, China
                                                                                                                                                                                                             terminals: LCB1 and LMCT)
     19		Buenos	Aires,	Argentina                                                                 16                                                                                                  54 Cai Mep, Vietnam
32     Vado, Italy                                                                          18   17
                                                                                                                                                                                                             Qingdao, China
                                                                                                                                                                                                    63 Tanjung Pelepas, Malaysia
33 Europe Georgia                                                                                                                                                                                            (3 Japan
                                                                                                                                                                                                     56 Kobe, terminals: QQCT, QQCTU and QQ
     20 Le Havre, France
34 21 Zeebrugge, Belgium
       Gioia Tauro, Italy                                                              19                                                                                                            57	 Yokohama,	Japan
                                                                                                                                                                                                             Dalian, China
                                                                                                                                                                                                    64 Guangzhou, China
       Tangier, Morocco
35 22 Rotterdam, Netherlands                                                                                                                                                                                 (2 terminals: DCT and DPCT)
                                                                                                                                                                                                     59	 Hong	Kong
36 23 Maasvlakte II, Netherlands
       Port Said (SCCT), Egypt                                                                                                                                                                       60
                                                                                                                                                                                                    65 Xiamen, China
                                                                                                                                                                                                             Tianjin, China
      24 Europe Regional Office                                                                                                                                                                      61 Shanghai, China
          Rotterdam, Netherlands                                                                                                                                                                     62 Asia Pacific Regional
      25 Bremerhaven, Germany                                                                                                                                                                           Office, Shanghai, China
      26 Wilhelmshaven, Germany                                                                                                                                                                      63 Qingdao, China
      27 World headquarters,                                                                                                                                                                            (3 terminals: QQCT, QQCTU and QQCTN)
          The Hague, Netherlands                                                                                                                                                                     64 Dalian, China
      28 Gothenburg, Sweden                                                                                                                                                                             (2 terminals: DCT and DPCT)
      29	 Aarhus,	Denmark                                                                                                                                                                            65 Tianjin, China
      30 Oslo, Norway
      31 Algeciras, Spain
      32 Vado, Italy
      33 Poti, Georgia
      34 Gioia Tauro, Italy
      35 Tangier, Morocco
      36 Port Said (SCCT), Egypt

      30                                                                                                                                                                                                                                31
World Headquarters

APM Terminals
Anna van Saksenlaan 71
2593	HW	The	Hague	
The Netherlands
Tel: +31 70 304 3100

Regional Offices

Africa – Middle East
APM Terminals AMI Management DMCEST
Suite	1809,	Executive	Heights
TECOM Site C, Al Barsha
P O. Box 361007
United Arab Emirates
Tel:	+9714	4327550
Fax:	+9714	4432740

APM Terminals
1000 APM Terminals Blvd.
Portsmouth, Virginia
United States
Tel: +1 (757) 686-6400

Asia Pacific
APM Terminals
No. 166, Lujiazui Ring Road
Mirae Asset Tower, Unit C - E, 8/F
Pudong New Area
Shanghai 200120
Tel: +86 21 2306 2888

APM Terminals
Rivium Boulevard 301
2909	LK	Rotterdam
The Netherlands
Tel:	+31	(10)	440	1900

For Further Information Contact
APM Terminals Corporate Responsibility
Department, The Hague, Netherlands

An A.P Moller - Maersk Group company

APM Terminals

Technical Review
APM Terminals Virginia
Portsmouth, Virginia

Prepared By:   CH2M HILL
Submitted:     November 2, 2011

                                  Page 1
Executive Summary

APM Terminals Virginia is a marine container terminal located along the Elizabeth River in the Port of Hampton
Roads, Virginia. The facility was commissioned in September 2007, and is the largest privately-owned container
terminal in the United States. Phase I of the terminal is in operation, and is estimated to have 1.44 million TEU of
annual throughput capacity. At full build-out the terminal will accommodate an estimated 2.63 million TEU of annual
throughput capacity.

The terminal is designed to serve super post-Panamax class vessels, and is accessible by a -50-feet navigation
channel, the interstate highway system, and double-stack intermodal service. The terminal is constructed as a semi-
automated operation, with a mix of manual and automated container handling equipment. Its design is unique in that
many terminal operations are operated remotely from a centralized terminal operations center, promoting efficiency,
accuracy, and worker safety.

The container wharf is 3,100-feet in length, and provides 3,225-feet of effective berth capacity. Backlands consist of
an approximate 65-acre semi-automated rail mounted gantry (RMG) stacked container storage yard, as well as
approximately 50-acres of dedicated storage space for stacked empty containers, wheeled refrigerated containers,
wheeled intermodal staging, chassis storage, and wheeled oversized loads. The facility is equipped with a 6-track on-
dock intermodal yard with capacity for 48 five-pack double stack rail cars. A modern and efficient truck gate facility is
deployed, consisting of 13 inbound and 13 outbound lanes, and which is operated remotely. The facility is home to all
requisite terminal support facilities including: a terminal operations building, maintenance and repair facilities,
container wash facilities, and other ancillary structures necessary to deliver efficient and reliable service.

The terminal is equipped with a fleet of eight super post-Panamax class ship-to-shore gantry cranes, capable of
handling the largest container vessels. The terminal is operated with semi-automated RMGs, shuttle trucks, rubber
tired gantry cranes, and a fleet of other smaller container handling equipment.

Future expansion projects consist of doubling the size of the existing RMG storage yard, lengthening the berth by
775-feet, extending the effective berth length to a total of 4,000-feet, doubling the operating capacity of the
intermodal yard, deploying additional container handling equipment, and increasing truck processing capacity as

                                                                                                              Page 2
Key Facts – APM Terminals Virginia
Size:                                Property - 576 acres
                                     Full terminal build-out – 365 acres
                                     Developed Phase I – 310 acres
                                     Undeveloped woodland – 130 acres
Yard Breakdown:                      RMG yard – 65 acres (existing)
                                     RMG yard – 100 acres (future)
                                     Other storage yards – 50 acres
                                     Truck gate facility – 25 acres
                                     Intermodal yard – 40 acres
Reefer receptacles:                  424 receptacles
Channel                              -50 feet depth / 600 feet width / -55 feet at berth
Berth:                               3,225 feet (existing) / 4,000 feet (future)
                                                  TERMINAL DETAILS
Capacity:                            1.44 million TEU (existing)
                                     2.63 million TEU (future)
Cost:                                $509 million / Largest privately funded marine container terminal in the U.S.
Duration:                            Three years
Completion:                          2007
                                                    INLAND ACCESS
Highway access                       Rt. 164 / 4-lane divided highway / grade separated interchange
Rail details:                        6 on-dock loading tracks (storage of 48 double-stack rail cars)
                                     Linkages to Norfolk Southern Railway and CSX Transportation
River:                               $5.3 million donation to the Elizabeth River Trust Fund
Forest:                              130 acres of wooded land will not be developed
Wetlands:                            17 acres of created wetlands
Oyster Bed:                          $300,000 was used toward the oyster bed seeding project.
Wetland Plants:                      199,407 (four separate locations on the property)
Other:                               All-electric terminal
Ship-to-shore cranes:                8 super post-Panamax
Shuttle trucks:                      20+
RTGs (rubber tire gantry cranes):    4 (on dock rail and empty storage) – 6 wide x 5+1 high
RMGs (rail mounted gantry cranes):   30 semi-automated – 8 wide x 5+1 high
Terminal Operating System            NAVIS
RFID readers:                        4
OCR Portals:                         4
Truck Gate Lanes:                    13 inbound; 13 outbound gates
Operations control center:           Located in the Terminal Operations Building / remote operation for RMGs and gate
                                                INTERESTING FACTS
Cable (underground):                 >120 miles               Largest ship handled                         9,200 TEU
Fiber, facility:                     >46 miles
Conduit (underground):               >112 miles
Copper wiring:                       >60 miles
Site lighting:                       729,000 watts

                                                                                                                     Page 3
Executive Summary .......................................................................................................................................2
Key Facts – APM Terminals Virginia ............................................................................................................3
Contents .........................................................................................................................................................4
Introduction ....................................................................................................................................................6
        Purpose of this Report .......................................................................................................................6
        Report Organization...........................................................................................................................6
Overview of APM Terminals Virginia ............................................................................................................7
        Location & Setting..............................................................................................................................7
        Facility Access ...................................................................................................................................7
                     Landside Access .................................................................................................................7
                     Waterside Access ................................................................................................................8
        Terminal Layout .................................................................................................................................9
        Summary of Terminal Operations ....................................................................................................10
        Estimated Throughput Capacity.......................................................................................................11
Terminal Development.................................................................................................................................12
        Site Characteristics & Selection .......................................................................................................12
        Terminal Planning ............................................................................................................................12
        Site Geology / Soil ...........................................................................................................................13
        Environmental Stewardship .............................................................................................................14
        Development Sequencing................................................................................................................15
        EXHIBIT 10 ......................................................................................................................................15
        Panoramic Photographs of Terminal Development – APM Terminals Virginia ................................15
        Commissioning ................................................................................................................................16
Terminal Infrastructure ................................................................................................................................17
        Marine Container Wharf...................................................................................................................17
                     Mooring Dolphins...............................................................................................................17
                     Fender Systems ................................................................................................................19
                     Bollards .............................................................................................................................19
                     Ship-to-Shore Crane Rails.................................................................................................19
                     Container Yards.................................................................................................................19
                     RMG Yard .........................................................................................................................20
                     RMG Yard Landside Transfer Zone ..................................................................................21
                     RMG Yard Waterside Transfer Zone .................................................................................22
                     Intermodal Staging Yard ....................................................................................................24
                     Empty Storage Yard ..........................................................................................................24
                     Chassis Storage Yard........................................................................................................25
                     Wheeled Reefer Storage Yard ..........................................................................................25
                     Wheeled Out-of-Gauge Yard .............................................................................................25
                     Yard Paving .......................................................................................................................25
        Intermodal Rail Yard ........................................................................................................................25
        Truck Gate Facility ...........................................................................................................................26
                     Inbound Gate System ........................................................................................................27
                     Outbound Gate System .....................................................................................................28
        Terminal Buildings ...........................................................................................................................29
                     Terminal Operations Building (TOB) .................................................................................31
                     Shop Building ....................................................................................................................31

                                                                                                                                                                 Page 4
                    Wash Dock Building ..........................................................................................................32
                    Marine Labor Building........................................................................................................32
                    Drivers Assistance Building ...............................................................................................33
         Site Utilities ......................................................................................................................................34
                    Firefighting Water ..............................................................................................................34
                    Potable Water ....................................................................................................................34
                    Site Drainage .....................................................................................................................35
                    Sanitary Sewer ..................................................................................................................35
                    Natural Gas .......................................................................................................................35
                    Electricity ...........................................................................................................................35
                    Technology & Communications .........................................................................................36
                    Terminal Lighting ...............................................................................................................36
Container Handling Equipment ..................................................................................................................37
         Ship-to-Shore Cranes ......................................................................................................................37
         Rail Mounted Gantry Cranes ...........................................................................................................38
         Rubber Tire Gantry (RTG) ...............................................................................................................39
         Shuttle Trucks ..................................................................................................................................39
         Utility Tractors / Translifters .............................................................................................................40
         Cassette Trailers..............................................................................................................................40
Facility Maintenance ....................................................................................................................................41
Future Expansion .........................................................................................................................................43
         RMG Yard Expansion ......................................................................................................................44
         Intermodal Rail Yard Expansion ......................................................................................................44
         Truck Gate Expansion .....................................................................................................................44
         Wash Dock Expansion.....................................................................................................................44
         Expansion of Shuttle Truck Parking .................................................................................................44
         Berth Expansion ..............................................................................................................................44
         Future Equipment Deployments ......................................................................................................45
         Estimated Capital Budgets ..............................................................................................................46

                                                                                                                                                              Page 5

APM Terminals Virginia is a privately-owned ocean freight container terminal, located in Portsmouth, Virginia. The
first phase of the facility was constructed over the period 2004 through 2007, and began operations on July 30, 2007.
Today, it is widely recognized as one of the most technologically advanced container terminals in the world, and is
the largest privately-owned container terminal in the United States.

The facility has a theoretical annual capacity of 1.44 million TEU and is forecasted to handle over 0.9 million TEU in
2012. The full facility build-out has a theoretical annual capacity of 2.63 million TEU.

Purpose of this Report
The purpose of this report is to provide the reader with a broad overview of key technical information for APM
Terminals Virginia, and enable the reader to understand:

•   The unique nature and value of the terminal’s operational design
•   The level of service the terminal offers to the marketplace
•   The terminal’s durability as a long-term port infrastructure investment
To that end, the report documents and summarizes the key components of the APM Terminals Virginia facility, and
highlights the technical details of key terminal features as they exist in today.

Report Organization
This report is organized to guide the reader from a high-level view of the terminal to increasing levels of detail for
specific terminal components. The report is organized as follows:

•   Overview of the terminal – providing a general description of the facility’s location, access points, layout and
    features, operating modes, and throughput capacity
•   Terminal development – providing a general description of the facility’s overall development history, including
    site characteristics and setting, planning efforts, geologic conditions, environmental stewardship strategies, and
    development sequence.
•   Terminal infrastructure – providing increasing levels of detail on each of the major infrastructure components
    of the terminal, including operating areas, support facilities, and equipment
•   Future expansion – providing a description of planned improvement projects to increase operational capacity of
    the terminal to full build-out
The report includes a number of graphics and photographs to aid the reader in understanding the context of the
written text. Graphics are generally taken from studies, design documents, and as-built drawings. Photographs are
presented from varying timeframes of construction, and include captured images through October, 2011.

                                                                                                                Page 6
Overview of APM Terminals Virginia
Within the following paragraphs, we provide an overview of the APM Terminals Virginia facility.

Location & Setting
APM Terminals Virginia is located at 1000 APM Terminals Boulevard in Portsmouth, Virginia. The terminal is
constructed on a 576-acre (233-hectare) parcel located on the west bank of the Elizabeth River just west of the
Craney Island Reach. It is bounded by the Elizabeth River to the East, State Rt. 164 to the South, and the Craney
Island confined dredged material management area (CDMMA) to the North. At project inception, the site was
undeveloped, and required both waterside access and landside transportation infrastructure improvements in order to
support development of the terminal and ensuing operations.
Exhibit 1 presents a site location and vicinity map for the APM Terminals Virginia marine container terminal.

Location and Vicinity Maps, APM Terminals Virginia

                                                                                              Source:   CH2M HILL

Facility Access
Facility access includes landside and waterside access. Landside infrastructure provides access for over-the-road
vehicles, and intermodal rail cars. Waterside improvements provide access for vessel navigation and berthing.
Exhibit 2 on the following page presents a high level view of the facility access points.

Landside Access
Landside access is provided for over-the-road vehicles from Rt.164, a 4-lane divided highway, through a grade
separated interchange connecting with APM Terminals Blvd. Rt. 164 provides direct access to Interstate-664, which
connects with Interstate-64. Exit and entry ramps are provided for both Eastbound and Westbound directions on
Rail access is provided from the Commonwealth Railroad which runs in the median of Rt. 164. Rail access includes
double-stack intermodal rail car clearance, and terminates with an on-dock intermodal rail yard, located at the

                                                                                                            Page 7
Facility Access Map – APM Terminals Virginia

                                                                                                 Source:   CH2M HILL

Waterside Access
Vessel navigation and access is provided by a navigable -50-feet deep terminal approach channel from the Elizabeth
River. This depth correlates with the Federal navigation channel depth provided within the river. The terminal
approach channel is funnel-shaped to allow for vessel maneuvering. The channel width is 600-feet at its narrowest
point, and is designed with 4H:1V side slopes.
Maintenance dredging was estimated to occur every four years but has not been required to date. Maintenance
dredging material is expected to be loose sediment, and would be placed at the Craney Island Dredged Material
Management Area, which is a 2,500-acre confined dredged material disposal site operated by the U.S. Army Corps
of Engineers, and located north of the terminal. Channel aids to navigation are provided and maintained by the U.S.
Coast Guard. Exhibit 3 presents an overview of the terminal approach channel as documented by NOAA.

Terminal approach channel navigation chart and bathymetric survey result – APM Terminals Virginia

                                                                                  Source:   NOAA, CH2M HILL

                                                                                                           Page 8
Terminal Layout
Generally constructed around rectangular and linear terminal components, the terminal is laid out to provide efficient
and unencumbered movement of vessels, containers, drayage equipment, over-the-road trucks, and intermodal rail
cars. Exhibit 4 below presents an overview of the APM Terminals Virginia facility layout. The geometric layout of the
facility is defined by the orientation of the marine container wharf, which runs in a generally north-south direction, and
forms the eastern boundary of the terminal. Directly behind the wharf, to the west, is a semi-automated rail mounted
gantry (RMG) container storage yard, providing stacked storage of containers oriented perpendicular to the wharf.
The RMG yard is currently half developed, with the remaining half to be built north of the existing RMG yard. On the
landside end of the RMG yard, an over-the-road truck and terminal drayage corridor is provided, which runs parallel
with the container wharf. Further landside, and adjacent to the drayage corridor, the facility is provided with dedicated
storage yards for wheeled reefers, chassis storage, empty container storage, and intermodal staging. The drayage
corridor provides vehicle access to the RMG yard to the east, and to each of the dedicated storage yards to the west
 Facility Overview Map, APM Terminals Virginia

                                                                                              Source:   CH2M HILL
                                                                                                               Page 9
of the drayage corridor. Located west of the dedicated storage yards, and oriented parallel to the marine container
wharf, a number of terminal support buildings are positioned. The terminal support buildings generally form the
western boundary of the main terminal development.
The facility is bounded on the north with an on-dock intermodal rail yard, which is oriented perpendicular to the
marine container wharf. The south boundary primarily consists of a wharf access corridor, which is provided with
specialized equipment and out-of-gauge cargo storage along its length. The southeast corner of the facility, adjacent
to the wharf area consists of specialized cargo storage, container handling equipment storage, and a marine labor
The southwest corner of the facility, which extends beyond the general rectangular shape of the terminal, is where
the inbound and outbound truck gate facilities are located. This location is adjacent to Rt. 164, and provides
immediate access to the terminal from the highway network via a dedicated grade separated interchange.
Surrounding the terminal are environmental preservation areas, consisting of a large forested parcel to the west, and
wetlands mitigation areas and stormwater retention ponds on both the north and south sides of the terminal.

Summary of Terminal Operations
APM Terminals Virginia is unique in its operational design when compared to other terminals within the United
States. The facility utilizes a mix of manual and automated technologies to maximize container handling efficiency,
and promote worker safety. All container movements (from gate to vessel) as well as container inventory
management is provided by a computerized terminal operating system (TOS). Exhibit 5 presents a brief summary of
key terminal operations, the equipment deployed, and whether the operation is classified as automated or manual.
Summary of Terminal Operations – APM Terminals Virginia

     Operation               Equipment              Technology                          Comments

   Vessel loading /      Super Post-Panamax           Manual     Deployed cranes are capable of handling the largest
     unloading         Ship-Shore Gantry Cranes                  container ships currently deployed
  Waterside transfer         Shuttle Truck            Manual     Shuttle trucks provide horizontal movement of
                                                                 containers between the wharf and RMG storage yard
  Loaded Container       Rail Mounted Gantry        Automated    All container selection, movements, stack grooming, and
   Storage – RMG               Cranes                            waterside transfer operations are automated and
        Yard                                                     controlled by the central terminal operating system
   Empty Container       Rubber Tired Gantry          Manual     Empty containers are stored in a stacked configuration
      Storage                 Cranes                             within a dedicated storage yard
  Reefer Storage –       Rail Mounted Gantry        Automated    Reefer stack areas are provided at five locations within
    RMG Yard                   Cranes                            the RMG Yard
  Chassis-mounted      Utility trucks and chassis     Manual     Chassis-mounted reefers are stored in a wheeled
   reefer storage               equipment                        configuration within a dedicated storage yard
 Landside Transfer –     Rail Mounted Gantry          Manual     To maximize safety, over-the-road trucks are
   Truck Loading /             Cranes                            loaded/unloaded at the RMG yard via manual control of
     Unloading                                                   the RMG crane
 Landside Transfer –    Translifters / Cassettes      Manual     Translifters and cassettes enable drivers to move
   Intermodal Rail                                               containers without exiting utility tractors, maximizing
    Yard Staging                                                 safety
  Intermodal Yard –      Rubber Tired Gantry          Manual     RTGs span three parallel loading tracks
 Loading / Unloading          Cranes
                                                                                                 Source:CH2M HILL Analysis

                                                                                                                 Page 10
Estimated Throughput Capacity
Capacity figures are based on estimates derived from the onsite management team prior to transition in operations to
the current tenant. Based on several key assumptions, including the ability to adjust the number of working days per
week and operating hours for throughput growth, the annual theoretical capacity has been derived as 1.44 million
TEU with a rail capacity of 0.44 million TEU.

Container storage within the RMG yard represents the current limiting component of the terminal system. The RMG
yard is planned for future expansion, essentially doubling the capacity of this storage component. Assuming all
planned terminal improvements are implemented as outlined in the Future Expansion section of this report, the
throughput capacity modeling indicates the total expanded capacity as 2.63 million TEU with a rail capacity of 0.88
million TEU.

Key supporting assumptions are as follows:
•   Crane productivity of 33.8 moves per hour
•   Gate operating 16 hours per day and 6 days per week
•   TEU : Lift Ratio of 1.75
•   Container dwell time of 6.5 days

                                                                                                          Page 11
Terminal Development

Site Characteristics & Selection
APM Terminals Virginia was constructed on an undeveloped parcel, principally used for agriculture production. The
site includes areas of tidal wetlands and habitat for waterfowl, deer and other wildlife. The overall property is
generally triangular in shape, and is bounded by a U.S. Coast Guard facility to the north, Rt. 164 to the south, and the
Elizabeth River to the east. A Cogentrix power plant, located to the southeast of the property, buffers a portion of the
The site is commercially advantageous because of its proximity to deep water, the interstate highway system, and
availability of double-stack rail service. Planned transportation network improvements within the region add
significant value potential to the property. Specifically, the site would benefit from planned implementation of the
Hampton Roads Third Crossing project, and ongoing expansion of rail capacity along Rt. 164.

Undeveloped APM Terminals Virginia site and future regional transportation improvements

                  Aug 2006
                                                                                            Source: APM Terminals

Terminal Planning
Planning for the terminal focused on delivery of a high capacity, efficient and safe facility that was capable of
handling the largest container vessels. Using a rectangular template for an efficient layout, various site plan
alternatives were developed before selection of the concept that was eventually constructed. Detailed simulation
modeling was performed to assess the planned operation, optimize the developed footprint, and right-size initial
investments to match market demands and service requirements. Facility development is planned in phases, where
Phase I represents the facility as it is constructed today. Ensuing phases involve expansion of the container storage
capacity, extension of the wharf, expansion of the intermodal yard, and expansion of gate facilities as required. All
expansion requirements are included in the plan, and allow for future implementation with minimal disruption to
existing operations.
The terminal plan is largely dictated by the orientation of the wharf, forming the eastern boundary, and the location of
rail access, forming the northern boundary and adjoining the U.S. Coast Guard facility. With these boundaries fixed,

                                                                                                             Page 12
the remainder of the key operating features were located and sized to maximize productivity of the overall terminal
footprint. The primary feature is the RMG yard, which was located adjacent to the marine wharf to minimize shuttle
truck travel distances. The gate was located to the southwest to capitalize on roadway access provided by Rt. 164.
All support buildings are located at the back of the facility to minimize conflicts with container operations.

Site Geology / Soil
A subsurface investigation was performed at the site between 2002 and 2004. Thirty-two soil borings were performed
in order to supplement an additional twenty-four soil borings previously performed at the APM Terminals property by
Subsurface soils strata along the proposed wharf alignment are generally arranged in two distinct layers. These
consist of a surficial sand layer containing variable amounts of silt and clay with embedded deposits of silty clay (CH),
underlain by the “Yorktown Formation” soils. The upper sand layer extended to approximate depths of 30- to 50-feet
below Mean Sea Level (MSL). The majority of the soils within this layer consist of sand materials, of very loose to
loose average relative density. The clay deposits within this layer vary between 5 feet and 35 feet in thickness, and
are very soft in consistency. Additionally, the clay soils may contain decayed organics, along with a 5- to 10-feet thick
peat (PT) deposits. These soft materials (Clay and Peat) were observed only at the northern one third of wharf
alignment and at the southern tip of wharf alignment.
The subsurface soil strata immediately adjacent to the             EXHIBIT 7
wharf alignment and within the 600-feet wide dredged               Typical Soil Stratigraphy, APM Terminals Virginia
berthing area indicated similar subsurface soil conditions to
those previously described for the wharf alignment, although
containing slightly more clay. The subsurface soil strata
further into the river and towards the main channel along the
one-way approach channel to the berthing area indicate the
presence of very soft clay generally to a depth of 70-feet
below the water surface.
The subsurface soil strata within the container terminal area,
indicates the upland subsurface soils are also arranged in a
two-layer configuration. This stratigraphy is again similar to
that described for the wharf alignment, with the exception
that the very soft clay layer being more predominant, and
averaging about 20- to 25-feet in thickness across the site,
initially occurring at an average depth of 20-feet below the
existing ground surface elevation.
The groundwater table at the boring locations was measured
to occur at an average depth of 5-feet below existing site
grades. Groundwater conditions within the marine container
terminal area vary with environmental variations and
seasonal conditions, such as the frequency and magnitude
of rainfall patterns, as well as man-made influences, such as
existing swales, drainage ponds, underdrains and paved
areas. Seasonal groundwater fluctuations of 2-feet are
common in the project’s area; however, greater fluctuations
have been documented. Normal seasonal high groundwater
level will typically be within 2- to 3-feet below the existing               Source:   Williamsburg Environmental Group, Inc
grade elevations. Exhibit 7 presents a cross section of the
typical soil stratigraphy observed at that the site.

                                                                                                              Page 13
Environmental Stewardship
Environmental stewardship is a cornerstone of the APM Terminals Virginia development and operational design.
During project development, the following key environmental protection strategies were implemented:
•   Preservation of a 130-acre forested wetland area through deed restrictions to buffer the terminal from the
•   Development of four tidal wetlands areas, totaling 17-acres, and two stormwater retention ponds. Installation of
    approximately 200,000 new wetland plants and reseeding of nearby protected clam beds with an addition of 1
    million clams
•   Underground retention and storage of stormwater for fire protection.
•   Deployment of electrified ship-to-shore and rail mounted gantry cranes to reduce emissions
•   Deployment of automated systems to reduce lighting requirements within the container yard area.
•   Use of approximately 225,000 cubic yards of recycled aggregate for pavement subbase, saving landfill space.
Exhibit 8 presents the locations of the environmental protection areas, and stormwater retention ponds located at
the project site. A fourth wetland mitigation area is off-terminal, and not shown.
Site Map - Environmental Protection Areas, APM Terminals Virginia

                                                                                                          Page 14
Development Sequencing
Terminal development commenced with conceptual design and permitting in 2001, followed by field investigations
and detailed engineering in 2003. Construction commenced in May of 2004, and was initiated with a phased dredging
program, which encompassed approximately 2-years. Construction of the marine container wharf commenced in
November of 2004 and was concluded in December of 2006. Construction of container yards commenced in July of
2005, and was followed by construction of terminal buildings and the intermodal rail yard, which was constructed over
the period of 2006 and 2007.
Exhibit 9 provides a high-level timeline of the terminal development sequence. Exhibit 10 presents a series of
photos showing the terminals project on a year by year basis.

Terminal development timetable, APM Terminals Virginia
                                    2004                2005                2006                2007          2008   2009   2010   2011
      Terminal Component
                              Q1   Q2   Q3   Q4   Q1   Q2   Q3   Q4   Q1   Q2   Q3   Q4   Q1   Q2   Q3   Q4

   Dredging Improvements

   Marine Container Wharf

   Container Yards

   Terminal Buildings

   Intermodal Rail Yard

   Terminal Operations

   Permitting Compliance

Panoramic Photographs of Terminal Development – APM Terminals Virginia

                                                                                     Source:    APM Terminals – CH2M HILL

                                                                                                                            Page 15
Terminal operations began on July 30, 2007, when the gates opened. The first vessel to call at the new terminal was
the Thekla Schulte which initiated container movement through the facility. The official grand opening and terminal
commissioning occurred on September 7, 2007. Exhibit 11 presents an aerial photograph of the terminal as it looked
on that day.

APM Terminals Grand Opening and Commissioning, September 7, 2007

                                                                                        Source: APM Terminals

                                                                                                        Page 16
Terminal Infrastructure
Terminal infrastructure consists of the following key components:

•   Marine container wharf
•   Container yards
•   Intermodal rail yard
•   Truck gate facility
•   Terminal buildings
•   Site utilities

The following paragraphs provide descriptions of each of the terminal infrastructure components.

Marine Container Wharf
The marine container wharf is 3,100-feet in length and 120-feet – 9-inches in width. The wharf is planned for a future
650-feet extension. The wharf design consists of an open pile-supported structure built on 36-inch and 54-inch
diameter high-capacity concrete cylinder piles with precast deck units and a cast-in-place diaphragm slab. Pile bents
are spaced twenty-five feet on center with intermediate piles placed along the crane beams. Four expansion joints
are provided along the slab, and are shielded with overlapping metal plates. The land-side is retained by an HZ sheet
pile combination wall, which runs the full length of the planned wharf. A timber bull-rail is located along the outboard
face with T-type concrete-filled cast iron bollards spaced along the wharf’s length at intervals of approximately 75-
feet. The wharf is also fitted with a high-capacity fender system along its length.

The wharf’s rated capacity is 1,000 pounds per square foot (psf) across most of the structure. A rated 2,000 psf area
is provided along a length of 125-feet located at mid-wharf. The crane beams are designed to support crane loads of
100,000 pounds per lineal foot. The wharf substructure is designed to allow for a future dredge depth of -67-feet
(NAVD 88). In addition to the ship-to-shore gantry cranes, the structure design considers live loads from trucks,
container handling equipment, and loaded stacked containers. Fender and mooring loads were developed for future
generation container vessels, and were developed utilizing OPTIMOOR.

Exhibit 12 on the following page presents a typical cross section of the marine container wharf.

Mooring Dolphins
Two mooring dolphin structures are located north of the container wharf and are accessed via a catwalk from the
wharf. Each dolphin is a concrete slab (approximately 4-feet thick) supported by six steel batter piles. One of the
dolphin structures supports an electric capstan winch, which is used to assist in vessel mooring operations. The
mooring dolphins extend the effective berth length of the wharf by 125-feet, for a total of 3,225-feet of berth length
available today. Two additional mooring dolphins are planned for the south end of the wharf at full build-out, bringing
the future berth length to 4,000-feet.

                                                                                                            Page 17
Typical Cross Section, Marine Container Wharf Structure – APM Terminals Virginia

                                                                                   Source:   CH2M HILL

                                                                                             Page 18
Fender Systems
Fender systems are provided at every 50-feet along the length of the container wharf structure to buffer horizontal
vessel loads. The installed fender system is a Trelleborg (Fentek) closed box panel faced with UHMW-PE and
supported by two rubber elements to absorb impacts. The rated energy of the system is 778 ft-kips of energy and
represents a design vessel of displacement 206,719-tons with a 25% abnormal impact. The container wharf was
designed for a maximum lateral force from a 230,000-ton displacement and a maximum fender reaction of 398-kips.
Exhibit 13 presents images of the installed fender systems.

 The container wharf is equipped with 300-ton capacity bollards, spaced approximately every 75-feet. The bollards
are of concrete-filled cast iron fabrication, and are mounted to the wharf with seven 4-inch diameter galvanized steel
anchor bolts, each over 3-feet in length and embedded into the wharf’s concrete structure. The installed bollards
provide mooring capacity for super post-Panamax class container vessels. Exhibit 14 presents an isometric view of
a typical bollard.

    EXHIBIT 13                                                 EXHIBIT 14
    Fender Systems, Marine Container Wharf– APM                Typical 300-ton Bollard – Isometric View – APM
    Terminals Virginia                                         Terminals Virginia

                                 Source:   CH2M HILL                                            Source: CH2M HILL

Ship-to-Shore Crane Rails
The container wharf is equipped with a pair of 171-pound crane rails along the length of the wharf. The crane rails
are spaced at a gauge of 100-feet and are sized to accommodate the fleet of super post-Panamax ship-to-shore
gantry cranes. The crane rails are supported by a reinforced concrete beam and intermediate piles between pile
bents. The crane rails are encased with asphaltic concrete pavement, and have diagonal expansion joints to allow for
thermal expansion and shrinkage.

Container Yards
Container yards provide for temporary storage and staging of inbound and outbound containers, empty containers,
chassis-mounted reefers, and chassis equipment for over-the-road trucks. A total of six container storage and staging
yards are provided on the terminal. The container yards consist of the following:
•     RMG yard
•     Intermodal staging yard
•     Empty storage yard

                                                                                                            Page 19
•   Chassis storage yard
•   Reefer on chassis storage
•    Out-of-gauge storage yard

Container yards location map – APM Terminals Virginia

                                                                                        Source:   CH2M HILL
The location of each yard is identified in Exhibit 15 above, and discussed in the following paragraphs.

RMG Yard
The RMG yard provides for stacked storage and transfer of containers between both vessel and landside
transportation operations. The yard is configured as defined parallel storage blocks oriented perpendicular to the
marine container wharf, and is approximately 65-acres in area. Container handling within each block is provided by
two RMG cranes, each sized to span the width of each block, and powered to move along the length of the storage
block. Each block is provided with a waterside transfer zone to support vessel operations and a landside transfer
zone to support truck operations. Individual storage blocks allow for 8-wide / 5-high container stacking density, and

                                                                                                            Page 20
deliver a total of 2,400 TEU slots each. Currently, 15 storage blocks are in operation (numbered 2 through 16). At full
build-out, a total of 30 storage blocks will be in operation, and be equipped with a total of 60 RMG cranes. The RMG
yard is surrounded by a security fence to prevent unauthorized access to the area for safety and security.

Exhibit 16 presents a photograph of the RMG yard in current operation.

 Operating RMG Yard – APM Terminals Virginia

                                                                                                  Source:   APM Terminals

RMG Yard Landside Transfer Zone
The landside transfer zone provides a safe and uniform location for loading and unloading over-the-road truck
chassis and translifter cassettes. The landside transfer zone is located at the west end of each of the container
storage blocks, and consists of five truck lanes to position vehicles under the RMGs. The landside transfer zone is
paved with concrete and includes signage, lighting, transaction booths, and cameras.

Safety rules require truck drivers to exit vehicles and enter a booth prior to loading or unloading operations. Booths
are equipped with a pressure sensitive floor which is activated when the driver is standing within the booth. Only
when the driver is safely within the booth will the safety interlock system allow loading and unloading operations to

                                                                                                             Page 21
occur. When the interlock is met, the automated RMG will enter the transfer zone and align itself over the target
truck. At this point, control of the RMG is transferred to a manned control station located in the Terminal Operations
Building for the actual vertical movement of the container by manual operation.

Exhibit 17 presents a photograph of the landside transfer zones

RMG yard landside transfer zone – APM Terminals Virginia

                                                                                                Source:   APM Terminals

RMG Yard Waterside Transfer Zone
The waterside transfer zones are located at the east end of each container block and are used for queuing containers
for transfer to/from the container block for transfer to/from a ship via manned shuttle carrier. Each zone is paved with
concrete and can queue up to 20 TEU with a single stack height. The zone is segregated from the container stack by
security fencing on three sides. The open side of the transfer zone uses sensors to provide a safety interlock causing
the automated RMGs to automatically shut down within the zone any time a shuttle truck crosses the threshold into
the transfer zone.

Exhibit 18 on the following page presents a photograph of the RMG yard waterside transfer zone.

RMG Yard Reefer Storage
Stacked reefer storage capacity is provided adjacent to the landside transfer zones within the RMG yard blocks.
Currently, five reefer stack areas are operational, one at every third storage block. The reefer storage areas are
equipped with steel racks designed for safe personnel access to reefers, and are each equipped with reefer plugs for

                                                                                                            Page 22
RMG yard waterside transfer zone – APM Terminals Virginia

                                                                                               Source:   APM Terminals

provision of electrical power. Each reefer rack can support 32 reefers on one side, stacked up to 4-high. Five reefer
racks are installed at present, providing capacity inside the RMG yard for 160 reefers. Full build-out capacity allows
for up to sixty reefer racks, or two per storage block, co-located in pairs adjacent to the landside transfer zones.
Exhibit 19 presents photographs of typical reefer storage racks within the RMG yard.

RMG yard reefer storage rack – APM Terminals Virginia

                                                                                     Source:   APM Terminals

                                                                                                            Page 23
RMG Yard Crane Rail Systems
The RMG yard crane rail systems provide for safe and uniform operation of the RMG cranes. The crane rail systems
•   RMG crane rails, ties and ballast
•   Crane stops
•   Stow pins and tie downs
•   Cable trays
The RMG crane rails are 171-lb head hardened steel rail, supported by concrete ties in a bed of gravel ballast. The
design allowed for cost-effective construction of the system, and simplified maintenance and realignment of rails as
required to account for settlement.
The distance between the crane rails is 83’-4”. The maximum vertical crane wheel force was established as 94.4 kips
and the maximum lateral force per corner was 49.5 kips. Track anchors were placed at the midpoint of the rail to
allow for thermal expansion.
The ties are CST-399 concrete gantry ties for rail mounted gantries and are 72-inches long x 11.25-inches x 9.25-
inches thick. Tie spacing ranges from 18-inches to 24-inches. The CXT-399 Gantry ties came fitted for a Pandrol
Safelok rail clip and Pandrol Zero Longitudinal Resistance Clips.
The crane stops, located at the ends of each crane rail, are designed to resist a 200 metric ton crane mass traveling
at 1 to 2 m/s. Crane tie downs and stow pins are installed with a rated capacity of 32 metric tons.
The rail aisles between the container stacks have two configurations that alternate; a rail-only aisle with limited
clearance between the rails of the adjacent blocks and a maintenance aisle with an approximately 8-feet wide asphalt
paved walkway between the rails of the adjacent stacks. Precast concrete curbs are located along the edge of the
walkway sides to protect metal cable trays located on both sides of the walkway. Periodically spaced within the
walkway are cleanout assemblies for the perforated drainage pipe located underneath each container stack.
RMG Yard Paving
Inside the RMG yard area, a thin asphalt paving layer was provided for container stacking locations, to provide a
smooth landing area. The paved landing sections extend the length of each block, and are separated by parallel V
ditch drainage channels, giving the appearance of “zebra” striped paving. The 15 RMG blocks each consist of three
strips of asphaltic concrete separated by coarse aggregate drainage beds. Each asphalt pavement strip is wide
enough to accommodate two containers, while an additional container can straddle the drainage beds.

Intermodal Staging Yard
The intermodal staging yard provides staging space for loading and unloading operations associated with intermodal
rail cars. Located adjacent to the intermodal rail yard, the yard is laid-out as a “wheeled” storage facility that
accommodates translifter cassettes for movement and positioning of containers. The 10-acre yard is paved with
heavy asphalt paving and equipped with a small gate facility for processing inbound and outbound containers. Two
single-lane Optical Character Recognition (OCR) portals and one Radiation Portal Monitoring (RPM) station are
provided for container movements between this area and other container yards. Approximately 300 spaces are
provided within the intermodal staging yard.

Empty Storage Yard
An empty container storage yard is located adjacent to the intermodal staging area. The yard encompasses
approximately 16-acres, and is paved with heavy asphalt paving. The empty yard utilizes a stacked storage
arrangement, and is equipped with one RTG for container handling between seven RTG storage blocks.
Approximately 4,900 total TEU slots are available within the empty yard, which may be stacked up to 5-high.

                                                                                                           Page 24
Chassis Storage Yard
Bare chassis storage is provided by an approximate 9-acre, heavy asphalt paved area, located adjacent to the empty
container storage yard. The yard is monitored and controlled through entry and exit gates. There is a covered facility
for conducting roadability checks prior to entering the chassis storage facility and an electronic gate facility with RFID
sensors controlling exit from the area.
Wheeled Reefer Storage Yard
Wheeled reefer storage is provided adjacent to the chassis storage yard. The yard consists of approximately 7-acres,
is paved with heavy asphalt pavement, and is equipped with reefer receptacles for 264 reefer parking spaces.
Concrete landing strips are provided for chassis legs to prevent damage to the pavement.
Wheeled Out-of-Gauge Yard
Storage for oversized and out-of-gauge cargo is provided along the southern fence line of the terminal, south of the
RMG yard. Over 1,300 lineal feet of space is provided.
Yard Paving
Asphalt paving is provided for yard areas with primarily container truck traffic, though it could also be used for empty
container handlers. Paving was designed for 100 million equivalent single axel loads (ESALs) with a focus on
providing a low maintenance paving system that would be economical to install. The asphalt pavement is a uniform
12 inch thickness comprised of a thick structural layer topped by a thin wear layer. Personal vehicle parking lots were
provided with a much smaller pavement section appropriate to much lighter loads.
Concrete paving is provided where heavy container handling equipment, such as shuttle trucks or RTGs operate,
particularly in areas on the waterside of the RMG stacks and in the rail yard. Concrete pavement is also provided in
the RMG transfer zones which see more maneuvering by over-the-road trucks and shuttle trucks. A uniform 12-inch
thick pavement profile was used to provide reinforced concrete paving in the yard, with a similar but slightly different
profile provided in the rail yard for use by RTGs.
                                                                   EXHIBIT 20
Intermodal Rail Yard                                               Intermodal rail yard & Intermodal staging area –
Located along the north boundary of the terminal is an             APM Terminals Virginia
approximate 40-acre intermodal rail yard. The rail yard
provides for loading and unloading of double stack
intermodal trains, and is outfitted with two sets of three
loading tracks for a total of six loading tracks. Each loading
track is nominally 2,400-feet in length, and capable of
staging eight five-pack intermodal rail cars. An area is
reserved for two additional sets of three tracks.
Loading tracks are mounted on timber ties over ballast. On
either side of each 3-track set is concrete pavement to
support RTGs which are used to transfer containers between
the rail cars and translifter cassettes. The remaining area of
the intermodal yard, which supports container queuing and
other storage, is paved with asphalt concrete.
The intermodal rail yard is served by the Commonwealth
Railroad, providing double stack intermodal service to inland
destinations. The Commonwealth Railroad short-line
provides a single track spur that originates in Suffolk, VA and
presently extends along the median of Rt. 164 with vertical
clearances of on the order of 25 feet, sufficient for double
stack trains.

                                                                                                 Source:   APM Terminals

                                                                                                              Page 25
Exhibit 20 presents photographs of the intermodal rail yard, as well as the intermodal staging area.
Drainage within the rail areas and paved areas south of the rails is provided by an underdrain system within the
ballasted rail area. Pavement drainage north of the tracks is provided by slot drains. An oil water separator is also
located at the north edge of the site to treat general terminal runoff prior to its discharge into a stormwater pond north
of the intermodal yard.
A compressed air facility located on the north side of the tracks provides compressed air to stations within the
intermodal yard for charging railcar brakes. A sanitary sewer lift station is present but not in service. It was intended
to serve a rail support facility that has not been constructed.

Truck Gate Facility
The truck gate facility is located along the southwest corner of the terminal, and provides for processing of inbound
and outbound over-the-road trucks and containers. The truck gate facility is designed as a split gate, having discrete
inbound and outbound gate lanes and support facilities. Exhibit 21 presents a general overview of the truck gate
facility. The components of the inbound and outbound gate facilities are discussed separately below.

Truck gate facility site map overview – APM Terminals Virginia

                                                                                             Source:   CH2M HILL

                                                                                                               Page 26
Inbound Gate System
The inbound gate system consists of the following components:
•   RFID scanners, located at the Rt. 164 interchange
•   Drivers assistance building
•   Inbound Optical Character Recognition (OCR) portal
•   Inbound Gate canopy
RFID Scanners
Radio Frequency Identification (RFID) scanners are provided at the Rt. 164 interchange, serving both westbound and
eastbound traffic, and enables electronic transfer of truck and container information to the TOS prior to truck entry
onto the terminal.
Drivers Assistance Building
Trucks not identified by the TOS are not allowed to enter the terminal and are directed to the drivers assistance
building for exception processing.
Inbound OCR Portal
All inbound trucks enter an OCR portal, which reads the container number and electronically enters the information
into the TOS. The inbound OCR portal consists of three bays (numbered 2-4) within a drive-thru metal building. Lane
1 is an oversized load lane which is available to bypass the portal. A sign bridge is located between the OCR portal
building and the entrance gate queuing lanes.
Example OCR portals are presented in Exhibit 22.

Typical OCR Portals, inbound and outbound gates – APM Terminals Virginia

                                                                                                Source:   APM Terminals
Inbound Gate Canopy
The inbound gate canopy is utilized for processing trucks and containers entering the terminal. The canopy is
remotely operated, utilizing cameras and intercom systems for communication between drivers and gate operators.
The remote operations center is located within the Terminal Operations Building.
The inbound gate canopy has twelve main lanes (numbered 2 through 13) as well as an oversized out-of-guage load
lane (lane number 1) outside of the canopy. Each lane is equipped with a scale, camera pedestal, driver kiosk, and

                                                                                                            Page 27
swing arm. Illumination under the canopy is provided by overhead lighting and spotlights mounted at the entrance to
illuminate the back ends of the entering trailers.
The truck scales are surrounded by concrete slabs and covered by the canopy (excluding the oversized load lane).
The remaining areas, including the queuing lanes up to the entrance trench drain and the exit lanes past the canopy
are paved with asphaltic concrete. Drainage for the entrance lanes is provided by a trench drain that spans the
entrance threshold of the canopy and large catch basins located in the entrance lanes.
 Exhibit 23 presents photographs of the inbound gate canopy, which are typical for both inbound and outbound

Inbound gate canopy – APM Terminals Virginia

                                                                                                  Source:   APM Terminals

Outbound Gate System
The outbound gate system consists of the following components:
•   Outbound OCR portal
•   Outbound gate canopy
•   Radiation Portal Monitoring (RPM) station
Outbound OCR Portal
Similar to the inbound OCR portal, all outbound trucks enter the outbound OCR portal, which is located waterside of
the outbound gate canopy. The outbound OCR portal consists of three bays (numbered 2-4) within a drive-thru metal
building. Lane 1 is an oversized load lane which is available to bypass the portal.
Outbound Gate Canopy
The outbound gate canopy has a similar configuration as the inbound gate canopy with twelve lanes plus an out-of-
gauge lane. Under the canopy, a similar configuration of camera pedestal, driver kiosk, and swing arms are present,
though no scales are installed. Pavement under the canopy is a concrete slab. The queuing and exit lanes are
asphaltic concrete. A trench drain located between the OCR portal and the Exit Gate drains the queuing area.
Radiation Portal Monitoring (RPM) Station
Radiation Portal Monitors (RPMs) are used by Customs & Border Protection (CBP) to screen all import shipping
containers departing the facility via truck. The RPM stations are located landside of the outbound gate canopy, and
consist of four lanes. If a vehicle or container causes a primary RPM to alarm, a CBP officer will direct the vehicle to

                                                                                                              Page 28
proceed through a secondary RPM and then to an inspection area where a more thorough scan will be performed.
Traffic control devices such as lights, signs, lane markings, and concrete roadway barriers serve to limit the speed of
vehicles through the RPMs to 5 mph or less and prevent the vehicle from stopping within the RPM’s sensor zone.
An RPM system is composed of two radiation portal stands facing one another on each side of a lane of traffic. For
seaport terminals, two radiation sensor panels (RSPs) mounted one above the other comprise a radiation portal
stand. Each radiation portal monitor stand (comprised of 2 RSPs) is about 15 feet high and weighs approximately
5,400 pounds, including the weight of the two RSPs and the stand support structure. The RPM has presence
sensors, which detect when a vehicle is physically in the RPM and initiates the recording of data and the
annunciation of alarms. The RPMs are connected to a supervisory computer located in the nearby CBP booth.
Enunciators/indicators alert CBP officers to alarms.
The overall RPM installation includes a CBP booth, a remote-operated (RO) RPM at the intermodal staging yard, and
fiber optic cable and phone lines installed for communications and equipment interconnections. Remotely-operated
RPMs (RO-RPMs) provide CBP staff with the means to efficiently monitor cargo leaving extended port areas with
multiple exit points, such as those with on-terminal rail. Utilizing RO-RPMs, a minimal number of CBP staff can
oversee multiple monitoring stations. RO systems typically include intercoms, area surveillance cameras, and a
vehicle identification system (VIS).
Exhibit 24 presents photographs of the RPM station associated with the outbound truck gate system.

Radiation Portal Monitoring Station and CBP Booth – Outbound gate system - APM Terminals Virginia

                                                                                                Source:   APM Terminals

Terminal Buildings
Five Terminal buildings are included within the facility, and consist of:
•   Terminal Operations Building (TOB)
•   Shop Building
•   Wash Dock Building
•   Marine Labor Building
•   Drivers Assistance Building
Exhibit 25 presents a summary of the terminal buildings. Locations for each of the buildings are shown in Exhibit 26.
Each of the buildings are discussed in the ensuing paragraphs.

                                                                                                            Page 29
Summary of Terminal Buildings – APM Terminals Virginia

           Building                        Use                     Size              Construction

                                     Office / Remote         71,440 sf
 Terminal Operations Building                                                Steel frame & glass curtain wall
                                    Operations Control        4 stories
                                                             41,437 sf
         Shop Building                  Industrial                                     Steel frame
                                                             Open area
      Wash Dock Building                 Cleaning                4,976 sf          Steel frame canopy
                                      Locker rooms /             9,447 sf
     Marine Labor Building                                                       Steel frame & masonry
                                        restrooms                2 stories
                                                                 2,455 sf
  Drivers Assistance Building             Office                                 Steel frame & masonry
                                                                  1 story
                                                                                            Source:   CH2M HILL

Site Map, Terminal building locations – APM Terminals Virginia

                                                                                     Source:   CH2M HILL

                                                                                                        Page 30
Terminal Operations Building (TOB)
The Terminal Operations Building is the headquarters for terminal operations, administration, and management. The
building is a four-story office building, providing approximately 71,440 square feet of space. The building layout is
planned around a repetitive square bay pattern. In this case the structural bay size for the vast majority of the building
is 40’ x 40’. The building configuration creates a floor plan of 15,380 S.F. for levels three, and four. Levels one and
two have an extended floor plan of 20,340 S.F. per floor to accommodate parts storage. The building is built around
a major service and vertical core with two entrance points; one for management and visitors and one for operations
The building utilizes a structural steel framing system with a light-weight concrete slab on galvanized composite steel
floor deck, supported on composite structural steel beams and girders on wide-flange structural steel columns.
Lateral loads in the east-west direction are resisted by X-bracing located adjacent to the stair towers. Lateral loads in
the north-south direction is resisted by a combination of moment-resisting frames at the east and west exterior walls,
and K-bracing along the corridor between the stair towers. All floor slabs are designed to provide a minimum load
capacity of 80 pounds per square foot for the typical office area.
A patio is provided at the TOB over the extended level two roof. The patio connects to the Terminal Management
floors break room and provides panoramic views of the outside container yard operations or woodlands, allowing
fresh air breaks without leaving the building.
The ground floor consists of a non-structural concrete slab-on-grade with welded wire mesh reinforcing over a vapor
retarder and 4-inch porous fill. In the parts storage areas, with heavier loading, the slab is designed for forklift
loading and for the concentrated loads of the rack-storage system. The floor slab is reinforced with reinforcing bars.
The foundation consists of cast-in-place concrete pile caps and grade beams, supported by 12” x 12” precast
prestressed concrete piles, approximately 80 feet long.
Exhibit 27 presents photographs of the TOB.

Terminal Operations Building – APM Terminals Virginia

                                                                                                    Source: APM Terminals

Shop Building
The Shop Building, located adjacent to the TOB provides functional industrial spaces for equipment and terminal
maintenance. A total of 26 shop bays are provided, consisting of 6 shuttle truck repair bays and 20 smaller repair
bays for other yard equipment. Typical bay spacing is 50’ x 40’ for the shuttle truck bays, and 50’ x 20’ for the smaller
bays. Twenty-ton capacity bridge cranes are provided in the first and third shuttle truck bays, with a hook height of
36-feet. Two shuttle truck bays are provided with overhead gantry cranes each having two synchronized, three-ton

                                                                                                              Page 31
automatic hoists spaced forty feet apart. Three smaller shop bays located adjacent to the shuttle truck bays are
provided with 20-ton capacity bridge cranes with a hook height of 18-feet.
A four-foot wide catwalk is located at 32-feet above the floor on one side only of the first and third shuttle truck bays,
with a secondary platform provided at 24-feet above the floor to provide convenient access to shuttle truck cabs.
Each catwalk consists of open grating with appropriate guardrails and a stairway to the main floor.
The structural system uses open-web steel bar joists on structural steel moment frames. Transverse lateral loads are
resisted by the main structural steel moment frames, with additional transverse stiffness obtained by X-bracing
between the interior columns. Longitudinal lateral loads are resisted by moment frames constructed of the main
building columns and long-span steel joists. The floor at the parts storage areas is designed for forklift loading, for the
concentrated loads of the rack storage system, and for the storage live load. Floor slabs are flat, with no slope for
drainage and no floor drains. In the shuttle carrier bays and two chassis bays, the ground floor slab is thickened with
Kansas anchors embedded into the floor slab to allow equipment to be securely anchored to the floor. The
foundations consist of a combination of cast-in-place concrete continuous wall footings at the exterior walls and cast-
in-place spread footings at all columns.
Exhibit 28 presents photographs of the shop building.

Shop Building – APM Terminals Virginia

                                                                                                       Source: APM Terminals

Wash Dock Building
A reefer and container washout facility is located adjacent to the shop building, along the west boundary of the
terminal. The wash dock facility provides space for up to 32 containers, and may be used for inspection and/or
cleaning operations. This facility has an elevated concrete platform, which is covered with a canopy. The canopy is of
light-gauge steel frame construction. A fueling facility to service terminal vehicles is also located in this area.
Exhibit 29 on the following page presents photographs of the wash dock building

Marine Labor Building
The marine labor building, located at the southeast corner of the terminal provides lockers, restrooms and access to
shuttle truck equipment for terminal personnel. The building is a two-story structure of steel frame and concrete
masonry unit construction, and provides 9,447 sf of covered occupancy. A canopy is provided on two sides of the
Marine Labor Building and is constructed of light-gauge steel framing.

                                                                                                               Page 32
Wash Dock Building – APM Terminals Virginia

                                                                                        Source: APM Terminals Virginia

The Marine Labor Building provides elevated access to the shuttle truck parking area through an elevated steel
catwalk (shuttle truck parking rack). The catwalk provides safe access for personnel to enter shuttle trucks at the cab
level and connects to the second floor of the Marine Labor Building. Stairways, located at each end of the parking
rack, provide access to the parking rack from grade. The stairway nearest the Marine Labor Building and the
walkway between the Marine Labor Building and the stair are covered by a roof structure. The rack consists of a
structural steel frame on spread footings with a 4-foot wide open grate catwalk at 24-feet above the pavement.
The shuttle truck parking rack currently provides parking for 24 shuttle trucks. Expansion space is provided for up to
28 additional shuttle truck parking spaces. Exhibit 30 presents photographs of the Marine Labor Building.

Marine Labor Building – APM Terminals Virginia

                                                                                                Source: APM Terminals

Drivers Assistance Building
Located at the entrance to the inbound gate facility is a drivers assistance building, which provides a location for
truckers to resolve interchange issues prior to entering the inbound gate canopy queue. Interchange issues are
identified as trucks pass under the RFID scanners or enter the inbound OCR portal. Where issues are identified,
drivers are directed to the drivers assistance building for trouble resolution. The building is a single story steel frame
and concrete masonry unit structure, consisting of 2,455-sf of occupied space. A parking area is provided for trucks
adjacent to the building.

                                                                                                               Page 33
Exhibit 31 presents photographs of the driver’s assistance building.

Driver’s Assistance Building – APM Terminals Virginia

                                                                                                Source: APM Terminals

Site Utilities
The terminal utilizes a loop system for the firefighting water, potable water, communication, and electrical site utilities
that encircles the current and proposed RMG yard. This allows for redundant service paths from key utility systems.
Sanitary sewer service is provided to key buildings via a pump station and force main system that feeds the sanitary
waste to a central collection station where it is then pumped into a nearby Hampton Roads Sanitation District line.

Firefighting Water
Firefighting water is supplied from the northern storm water retention pond via two electric pumps located in an
adjacent concrete block pump house. A dedicated emergency power generator is provided to ensure the pumps will
always have power available. The northern storm water retention pond is connected to the terminal storm water
collection system by two 72-inch concrete pipes that run the length of the terminal to the southern storm water
retention pond. All the terminal storm water drainage empties into the 72 inch lines and the drainage system and
retention ponds extend below the water table to ensure that firefighting water will always be available.
The fire hydrants provide flow in excess of 1,500 gallons per minute (gpm) at a residual pressure of 20 psi. Fire
hydrants are located approximately every 1200 feet along the site fire protection loop. Each fire hydrant has two 2 ½
inch house outlets and one 4 ½ “steamer” connection each with national standard threads. The Terminal Operating
Building (TOB) is supplied from a 6 inch lateral off of the site loop.

Potable Water
Water service is provided by a 16-inch City of Portsmouth water line along Coast Guard Boulevard, via a single site
meter. The City service supplies a loop system that supports the Marine Labor Building, the Drivers Assistance
Building, Wash Dock, Shop and the Terminal Operations Building and provides water service to the wharf for
container vessel use. Metered water service is available at the wharf inside five concrete utility boxes mounted on the
surface of the wharf at the water’s edge.
Based on conversations with the City of Portsmouth public utilities office, available flows and pressures in the existing
16-inch-diameter water line are as follows:
•   Static Pressure: from 54 to 58 pounds per square inch (psi)
•   Residual Pressure: 44 psi @ 1,090 gallons per minute (gpm), 50 psi @ 1,190 gpm

                                                                                                                Page 34
Site Drainage
Stormwater runoff is collected inside the terminal and routed though oil-water separators before being discharged
into retention ponds which serve as firefighting reservoirs. This reduces the firefighting water supply demand required
by the utility district and avoids storm water discharges into local waterways. Trench drains collect water from paved
areas waterside and landside of the RMG stacks. The RMG stacks themselves contain an extensive underdrain
system where gravel filled V-shaped ditches collect water parallel to the crane rails and pipe it to 72-inch wide
collection pipes that feed the stormwater retention ponds. There is an overflow capability from the terminal system in
to the river, in the event of extreme rain events.
Certain areas within the stacks are designated for hazardous material storage and are segregated from the
remaining stack drainage area by a concrete curb perimeter. PVC pipe penetrations and valve assemblies permit the
draining of these areas as required.

Sanitary Sewer
Sanitary sewer service is provided to the Marine Labor Building, the Drivers Assistance Building and the Terminal
Operations Building via submerged wet-well pump stations and a force main system that feeds the sanitary waste to
a central collection station adjacent to the Terminal Operations Building. From the collection station, waste is then
pumped into a nearby Hampton Roads Sanitation District force main located along Wild Duck Lane. Three additional
pump stations are installed to accommodate future expansion at the wharf, rail yard and gate areas. Grit settlement
tanks are provided ahead of each pump station to trap grit and inorganic floatables while duplex grinder pumps are
provided at each pump station to liquefy solids for pumping.

Natural Gas
The Terminal Operations Building and Shop Buildings are supplied with natural gas, from Commonwealth Gas, for
the heating boilers and gas fired heaters in the shop mezzanine.

Electricity is provided from the Dominion Power substation located at Cedar Lane via two geographically separated
34.5-kV feeders. Distribution lines run underground along Wyatt Drive to a Dominion Power 13.2-kV substation
dedicated to the terminal and located near the Cogentirx plant. A redundant underground power line is also provided
via West Norfolk Road to the 13.2kV substation to ensure a redundant power source is available to keep the
electrified yard cranes, terminal lighting, and technology systems in operation. A medium voltage transfer switch is
used to select which feeder serves the terminal. The main switchgear is comprised of Cutler-Hammer circuit breakers
with GE 750 Feeder Management Relay system for control. Each major piece of equipment can be fed from either
13.2-kV feeders, which are interlocked to avoid both feeders being energized at the same time.
STS Cranes are supplied with 13.2-kV power via a crane cable system installed in the wharf, which includes a
Panzerbelt trench system feeding a crane cable reel. The crane cable is connected to the power feed in twelve cable
pits installed under the wharf and accessible via hatches adjacent to the Panzerbelt trench. Each pit can support two
crane cables.
An underground loop electrical distribution system of concrete encased schedule 40 PVC conduit and manholes
provides a redundant power source to STS and RMG crane systems, as well as to terminal buildings and terminal
The main substation was designed for the connection of up to 6 mobile generator units. The mobile generator
electrical output operates at 480-V so a step up transformer (480-V to 13.2-kV) is required to make the transition to
the main substation operating voltage. Three transformers, each rated at 2,500-kVA, are currently installed and
connected to the main bus through the associated circuit breakers. The remaining capacity of 3 transformers and
circuit breakers can be provided by future construction. During a long term power outage, mobile generator units can
be brought on site and connected to the transformers. The total standby generating capacity of the terminal is

                                                                                                           Page 35
currently 7,500-kVA. When the 3 future transformers and circuit breakers are installed the standby generating
capacity will be 15,000-kVA.
Key buildings have permanently installed stand-by generators. The standby generators are located at the drivers
assistance building, the outbound gate, the fire pump building, and the Terminal Operations Building.

Technology & Communications
For an automated facility to operate properly, communications between system elements (people, software,
hardware, machines etc) must be fast, functional, and reliable. Lightweight highly functional tablet PCs with rich client
software are deployed to make sure the right information is available immediately to the key decision makers. This
technology is employed with equal success in the control center, in manager’s offices, in vehicles performing work
tasks, and by roaming mechanics performing on-the-ground service tasks. This system depends on the right software
designs and a high performance wireless network. In this regard, high performance means: speed, coverage, and
availability. The communications system deployed at the facility has yielded tremendous aids to productivity by
virtually eliminating paper in the terminal, and providing real-time access to vital information.

Terminal Lighting
Terminal lighting is fed by the 13.2-kV primary loop system via 480-V step down transformers to provide reliability in
case of problems with cable sections or breakers. Thirty eight light poles are provided to cover built-out areas as well
as the future expansion areas inside the terminal.
The terminal utilizes Green Generation Lighting manufactured by Musco Lighting, which provides the lighting solution
necessary to safely and securely operate a port at night, while utilizing less energy than conventional high-mast
lighting systems. Through a series of timed power adjustments, this proprietary system is able to maintain constant
light levels while operating the lamp with less energy. Further, through the use an advanced reflector system within
the luminaire and an external visor system, off-site spill and glare is reduced by half or more when compared to
conventional lighting systems. This ability to focus the light where it is needed increases efficiency while avoiding sky
glow, light spill and glare. A central lighting control system is used to centrally manage the high mast lights via a PC
based application.
Exhibit 32 presents photographs of the terminal lighting results.

Terminal lighting – APM Terminals Virginia

                                                                                             Source:   APM Terminals

                                                                                                             Page 36
Container Handling Equipment

Container handling equipment operating on the terminal consists of that equipment owned by APM Terminals and
that equipment owned and operated by others. A summary of container handling equipment is provided in Exhibit 33.
Each of the major container handling unit categories are discussed in the ensuing paragraphs.

Summary of container handling equipment – APM Terminals Virginia

              Equipment Type                                 Manufacturer                      Number of Units

            Ship-to-shore cranes                          ZPMC Model (2006)                             6

            Ship-to-shore cranes                          ZPMC Model (2009)                             2

         Rail mounted gantry cranes                           Konecranes                               30

                Shuttle trucks                           Konecranes SCH250H                           20+

         Rubber tired gantry cranes                 Konecranes Model KONE G734                          4

               Utility Tractors /                              Cargotech                              30+

                 Translifters                           TTS – Model LTHC 60‐2                         10+

              Cassette trailers                         TTS – Model D007683E                          200+

                                                                                                  Source:    APM Terminals

Ship-to-Shore Cranes
Ship-to-shore (STS) cranes provide container lifting capability to/from the ship to the wharf. A total of eight STS
cranes are currently deployed at APM Terminals Virginia, and consist of the following machines:
•   Six 2006 ZPMC machines with 105 metric ton lift capacity on the ropes, 65 metric ton twin lift spreader
    capability, 118 meter total trolley travel distance including 62 meters of outreach from the waterside gantry rail.
    These cranes are capable of servicing vessels approximately 22 containers wide stacked 8 high on deck.

•   Two 2009 ZPMC machines with 100 metric ton lift capacity on the ropes, 65 metric ton twin lift spreader
    capability, 120 meter trolley total travel including 65 meters of outreach from the waterside gantry rail. These
    cranes are capable of servicing vessels approximately 23 containers wide stacked 8 high on deck.

                                                                                                               Page 37
Exhibit 34 presents photographs of typical STS cranes deployed at the terminal

Typical ship-to-shore gantry crane – APM Terminals Virginia

                                                                                       Source:   APM Terminals Virginia

Rail Mounted Gantry Cranes
Rail mounted gantry cranes (RMG) provide for container handling within the automated RMG yard, and provide for
transfer of containers within the landside and waterside transfer zones. A fleet of thirty semi-automated RMGs are
currently deployed at the terminal, and were manufactured and delivered by Konecranes in 2007.
Each RMG crane has a 40 metric ton lift capacity under a single lift spreader and is capable of stacking containers up
to 5 high and across 8 rows. The cranes are principally controlled by the TOS, and can also be manually controlled
from a remote operations center. The RMG cranes are electrified, and are fed from a single primary feeder at 13.2kV
to provide flexibility for maintenance and unforeseen problems with feeder cables or breakers. A cable tray system
manages the crane’s electric supply cable.

Typical rail mounted gantry crane – APM Terminals Virginia

                                                                                                 Source: APM Terminals

                                                                                                           Page 38
Rubber Tire Gantry (RTG)
Four rubber tire gantry (RTG) cranes are deployed on the terminal, and are used for container handling at the
intermodal yard and the empty container yard. All four RTG cranes have 50 metric ton rated lift capacity with 60
metric ton occasional heavy lift capacity under the 60 metric ton twin lift spreader. Each crane is capable of stacking
containers 6 rows wide plus 1 truck lane and lifting one container over a 5 high stack. The cranes are manufactured
by Konecranes, and were acquired in 2004 (2 cranes) and in 2006 (2 cranes).

Exhibit 36 presents photographs of typical RTGs deployed at the terminal.

Typical rubber tired gantry crane – APM Terminals Virginia

                                                                                                Source:   APM Terminals

Shuttle Trucks
Shuttle trucks provide waterside transfer of containers from the wharf to the RMG yard. Shuttle trucks straddle
containers, lift, move, and position containers independently. A fleet of 20 Konecranes (2007) shuttle trucks, Model
SCH 250H, with 50 metric ton lift capacity, was originally deployed at the terminal. Additional units have been
deployed by the current terminal operator.

Typical shuttle truck – APM Terminals Virginia

                                                                                                 Source: APM Terminals

                                                                                                            Page 39
Utility Tractors / Translifters
Landside drayage is accomplished with deployment of Commando 50 Utility Tractors and TTS translifter trailers. The
utility tractors, manufactured in 2006 by Kalmar Industries, have a gross combined weight rating of 96,000 pounds,
and a hydraulically controlled 5th wheel with an 18-inch lift range. Ten of the utility tractors originally put into service
include the pumps and controls necessary to interface with translifter trailers. Ten TTS Port Equipment 2007 model
LTHC60-2 translifter trailers were originally deployed. Each translifter has a 66 metric ton lift and carry capacity and
can transport any of the terminal's cassette platforms. Additional units have been deployed by the current terminal

Cassette Trailers
Containers are moved around the yard using TTS Port Equipment 2007 model D007683E cassette platforms which
include only a transport bed without suspension or wheels. The cassette is capable of carrying 20', 40', 45' or twin
20' containers and is moved within the yard by Translifter trailers connected to utility tractors. Use of these cassettes
enhance worker safety as the operators can access and move containers without having to get out of their vehicles.
Two hundred cassette trailers were originally deployed. Additional units may have been deployed by the current
terminal operator.

                                                                                                                Page 40
Facility Maintenance

The facility is designed and constructed to provide a long service life with regular maintenance. Implementation of a
regular maintenance program is recommended to preserve the investment in infrastructure, maintain peak operating
efficiency, prevent failures and service delays, and promote a safe and healthy work environment. Excluding
container handling equipment, a recommended facility maintenance plan is provided in Exhibit 38.

  Recommended Facility Maintenance Program – APM Terminals Virginia

       Terminal Component                             Maintenance Action                         Frequency

  Channel / Berths                  Bathymetric survey                                             3 years
                                    Visual wharf inspection                                       Annually
                                    Engineering wharf inspection (above and below water)           5 years
                                    Crane rail survey & maintenance                                5 years
  Marine Container Wharf            Fender maintenance                                            Routinely
                                    Wharf electrical & utilities inspection                       Annually
                                    Wetlands maintenance                                          Annually
                                    Recoat steel piles                                            15 years

                                    Inspect RMG yard                                              Annually
                                    Inspect electrical components                                 Annually
  RMG Yard
                                    Re-tamp ballast / rails                                        5 years
                                    Pavement overlay                                              10 years

                                    Inspect pavement                                              Annually
  All Pavements
                                    Pavement restriping                                            5 years
  Light Pavements                   Pavement overlay                                              10 years

                                    Repair/reseal joints/cracks                                    5 years
  Heavy Pavements
                                    Pavement overlay                                              15 years

                                    HVAC maintenance                                               Monthly
                                    Fire protection maintenance                                    Monthly
                                    Electrical system maintenance                                 Quarterly
                                    Elevator maintenance                                          Quarterly
  Terminal Buildings
                                    Inspect roofing                                              Seasonally
                                    Inspect structural/finishes                                   Annually
                                    Repaint                                                       10 years
                                    Scales maintenance                                            Annually

                                                                                                             Page 41
EXHIBIT 38 (Continued)
Recommended Facility Maintenance Program – APM Terminals Virginia

       Terminal Component                         Maintenance Action           Frequency

                              Terminal grounds maintenance                        Daily
                              Emergency electrical maintenance                   Monthly
                              Fire protection maintenance                       Quarterly
                              Sanitary system maintenance                       Quarterly
                              Drainage system maintenance                      Seasonally
                              Water system maintenance                         Seasonally
                              Electrical system maintenance                      Annually
                              Re-lamp high mast lighting                         Annually

                              Visual inspection                                  Annually
Intermodal Rail Yard          Track re-level and ballast                         10 years
                              Compressed air system                              Annually
                                                                       Source: APM Terminals / CH2M HILL

                                                                                            Page 42
Future Expansion

The APM Terminals Virginia facility is planned for future expansion projects beyond its existing Phase I construction.
The planned projects are deemed necessary to bring the facility up to its full planned operational capacity. Seven
expansion projects are planned, and consist of the following:
•   RMG Yard expansion
•   Intermodal rail yard expansion
•   Truck gate expansion
•   Wash dock expansion
•   Shuttle truck parking expansion
•   Berth expansion
•   Container handling equipment deployments

Site Map, future expansion projects – APM Terminals Virginia

                                                                                                   Source:   CH2M HILL

                                                                                                             Page 43
RMG Yard Expansion
The terminal’s RMG Yard currently consists of 15 stacks, numbered 2 through 16. The RMG yard expansion project
would double the capacity of the existing yard, and include construction of stack 1 and stacks 17 through 30. The
expansion project would be designed and developed in a similar fashion as that constructed for the existing stacks.
As part of the original construction program, temporary pavement was constructed in the areas of future Stacks 1 and
17 to serve as roadways to access the container wharf. The project would involve removal of the temporary
pavements, and installation of container stacks within these areas. The area for stacks 18 through 30 is currently
unpaved, and available for immediate upgrades.

Intermodal Rail Yard Expansion
The existing intermodal rail yard consists of six loading tracks, constructed in two 3-track sets. The expansion will
involve construction of two additional 3-track sets within the area south of the existing tracks, and parallel to the
existing tracks. Each track will be nominally 2,400-feet in length and capable of holding eight “five pack” double stack
rail cars, each with twenty TEU’s each. On each side of the three track grouping, concrete RTG runways will be
installed. Execution of this project will double the capacity of the existing intermodal rail yard.

Truck Gate Expansion
The existing truck gate includes a total of 13 inbound and 13 outbound lanes. The expansion project would add an
additional 4 inbound lanes and 4 outbound lanes to the truck gate facility. The project would include expansion of the
canopies, addition of driver kiosks, addition of truck scales to the inbound gate, and other features that are currently
installed at the truck gate facility.

Wash Dock Expansion
The existing wash dock facility is equipped with 32 truck stalls. The proposed expansion can add an additional 16
truck stalls to the facility, and consist of a 30-feet wide by 81-feet long concrete platform, expansion of the metal
canopy, and installation of additional features that are currently installed at the facility.

Expansion of Shuttle Truck Parking
Shuttle truck parking is currently provided adjacent to the Marine Labor building, and provides capacity for 24 shuttle
trucks. The expansion project could add an additional 28 shuttle truck parking spaces, for a total of 52 spaces. The
project would include an elevated catwalk, similar to that currently installed, be located just to the north of the existing
structure, and tie into the Marine Labor Building for personnel access. The new structure is approximately 475-feet in
length and will be constructed similar to the original structure. The main difference is that each side of the new
structure, at each parking bay, will be accessed by a shuttle truck, providing a more efficient use of the structure.

Berth Expansion
The existing berth length is 3,225, which consists of 3,100-feet of wharf plus 125-feet with mooring dolphins located
at the north end of the wharf. The berth expansion project will extend the berth length to a total of 4,000-feet, and will
consist of 650-feet wharf extension plus 125-feet with new mooring dolphins to be located at the south end of the
wharf. The width of the new wharf will be the same as the existing wharf, and have the same capacity levels as that
provided over the majority of the existing wharf.

                                                                                                                Page 44
Future Equipment Deployments
The following equipment is planned for future deployment at APM Terminals Virginia (Exhibit 40):

Future equipment deployments – APM Terminals Virginia

                      Description / Supplier / Model                                            Quantity

 Ship to Shore Cranes (STS); ZPMC; Model C0X02                                                        4

 Rail Mounted Gantry Cranes for Stacks; Konecranes                                                   30

 Rubber Tire Gantry Cranes for Rail Yard; Konecranes; KoneG734                                        4

 Spreaders; Bomma; YSX45E                                                                            34

 Spreaders; Bomma; YTR45                                                                              4

 Spreaders; Stinis; VATCVI-GLTW                                                                       5

 Shuttle Trucks; Cargotec; Kalmar SHC250H                                                            14

 Translifters; TTS; LTHC 60-2                                                                        10

 Cassettes; TTS(Produced by CIMC); D007683E                                                         200

 UTR; Cargotec; Std. NAM Spec. plus Hydraulics                                                       10

 Landside and Waterside Transfer Zone Electronics; TMEIC                                             15

 Remote Operator Stations                                                                            15

                                                                                                 Source: APM Terminals

Additional equipment related to gate technologies will be provided, however are not itemized within this report.

                                                                                                            Page 45
Estimated Capital Budgets
Exhibit 41 presents estimated capital budgets for execution of each of the expansion projects identified above. The
estimated budgets are based on 2011 US$.

Estimated Capital Budgets – APM Terminals Virginia
     EXPANSION COMPONENT                                                     ESTIMATED COST

     RMG Stack No. 1                                                                         $5,283,000

     RMG Stacks No. 17 - No. 30                                                             $75,780,000

     Intermodal Rail Yard Tracks No. 7 - No. 9                                               $6,420,000

     Intermodal Rail Yard Tracks No. 10 - No. 12                                             $4,680,000

     Four Lane In-Gate                                                                       $1,958,000

     Four Lane Out-Gate                                                                      $1,525,000

     Eight Bay Inspection Wash Dock Expansion                                                  $930,000

     Shuttle Truck Parking (28 Bays)                                                         $1,023,000

     650 Foot Extension of Wharf with Mooring Dolphins                                      $18,258,000

     Expansion Equipment                                                                   $170,320,000

                                                                   TOTAL                   $286,177,000

                                                                                                   Source: CH2M HILL

                                                                                                          Page 46

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