Aker BP

M&A Activity • Dec 21, 2021

Aker BP and Lundin Energy combine their oil and gas businesses

Aker BP and Lundin Energy combine their oil and gas businesses

Aker BP ASA (Oslo Børs: AKRBP) and Lundin Energy AB (Nasdaq Stockholm: LUNE)

today jointly announced that Aker BP ASA ("Aker BP") and Lundin Energy AB

("Lundin Energy") have entered into a transaction agreement pursuant to which

Aker BP shall combine its business with Kommstart 157 AB (publ), reg.no. 559355

-1764 ("Target"), a newly established Swedish public limited liability company

currently wholly-owned by Lundin Energy, which at the time of completion of the

Merger (as defined below) shall consist of inter alia all of Lundin Energy's oil

and gas related assets. The combination shall be made through a statutory

merger (the "Merger"), whereby the merged company will become the second largest

oil and gas producer on the Norwegian Continental Shelf (the "Combined

Company"). The Merger will be implemented by Aker BP absorbing the Target.

Full press release is attached: Aker BP and Lundin

Energy.pdf (https://mb.cision.com/Public/1629/3476768/8df49f051f9a4f05.pdf)

Investor contacts:

Kjetil Bakken, VP Corporate Finance and Investor Relations, tel.: +47 91 889 889

Jørgen Torstensen, Senior IR Professional, tel.: +47 95 48 37 07

Media contacts:

Tore Langballe, VP Communications, tel.: +47 907 77 841

Ole-Johan Faret, Press Spokesman, tel.: +47 402 24 217

About Aker BP:

Aker BP is an independent E&P company with exploration, development and

production activities on the Norwegian Continental Shelf. Aker BP is the

operator of Alvheim, Ivar Aasen, Skarv, Valhall, Hod, Ula and Tambar. The

company is also a partner in the Johan Sverdrup field. Aker BP is headquartered

at Fornebu, Norway, and is listed on the Oslo Stock Exchange under the ticker

'AKRBP'. More about Aker BP at www.akerbp.com.

About Lundin Energy:

Lundin Energy is an experienced Nordic oil and gas company that explores for,

develops and produces resources economically, efficiently and responsibly. They

focus of value creation for our shareholders and wider stakeholders through

three pillars: Resilience, Sustainability and Growth. Their high quality, low

-cost assets mean we are resilient to oil price volatility, and the organic

growth strategy, combined with their sustainable approach and commitment to

decarbonisation, firmly established their leadership role in a lower carbon

energy future. (Nasdaq Stockholm: LUNE).

This information is considered to be inside information pursuant to the

EU Market Abuse Regulation and is subject to the disclosure requirements

pursuant to Section 5-12 the Norwegian Securities Trading Act.

This stock exchange release was published by Kjetil Bakken, VP Corporate Finance

and Investor Relations, Aker BP ASA, on 21 December 2021 at 15:25 CET.

Important Information

For the purposes of this disclaimer, "this press release" means this document,

its contents or any part of them, any oral presentation, any question and answer

session and any written or oral materials discussed or distributed therein. This

communication does not constitute notice to a general meeting or a merger

document, nor shall it constitute an offer to sell or the solicitation or

invitation of any offer to buy, acquire or subscribe for, any securities or an

inducement to enter into investment activity, nor shall there be any sale of

securities in any jurisdiction in which such offer, solicitation or sale would

be unlawful prior to registration or qualification under the securities laws of

any such jurisdiction. Any decision with respect to the proposed statutory

merger of Aker BP and Target, a newly established Swedish public limited

liability company currently wholly-owned by Lundin Energy in accordance with the

Norwegian Companies Act and the Swedish Companies Act should be made solely on

the basis of information to be contained in the actual notices to the general

meetings of Aker BP and Lundin Energy, as applicable, and the merger document

related to the Merger as well as on an independent analysis of the information

contained therein. You should consult the merger document, which will be

available prior to the general meeting of shareholders at which the matters set

out herein will be subject to vote, for more complete information about the

Merger. You should also perform an independent analysis of the information

contained therein and the merger document when making any investment decision.

This press release contains forward-looking statements. By their nature, forward

-looking statements involve known and unknown risks, uncertainties, assumptions

and other factors because they relate to events and depend on circumstances that

will occur in the future whether or not outside the control of each respective

company or the combined company. Such factors may cause actual results,

performance or developments to differ materially from those expressed or implied

by such forward-looking statements. Although managements of each respective

company believe that their expectations reflected in the forward-looking

statements are reasonable based on information currently available to them, no

assurance is given that such forward-looking statements will prove to have been

correct. You should not place undue reliance on forward-looking statements. They

speak only as at the date of this press release and neither Aker BP nor Lundin

Energy undertakes any obligation to update these forward-looking statements.

Past performance of Aker BP and Lundin Energy does not guarantee or predict

future performance of the combined company. Moreover, Aker BP, Lundin Energy and

their respective affiliates and their respective officers, employees and agents

do not undertake any obligation to review, update or confirm expectations or

estimates or to release any revisions to any forward-looking statements to

reflect events that occur or circumstances that arise in relation to the content

of the presentation. Additionally, there can be no certainty that the Merger

will be completed in the manner and timeframe described in this press release,

or at all.

Note about preliminary combined financial information and basis of preparation

The preliminary combined financial information presented in this press release

is for illustrative purposes only. The preliminary combined financial

information has not been prepared in accordance with IFRS and has not been

audited or otherwise reviewed by the companies' auditors. Differences in

accounting policies or definitions of non-IFRS measures have not been taken into

account. Financial information for Aker BP and Lundin Energy have been based on

unaudited reported financial information.

The preliminary combined income statement information has been calculated

assuming the activities had been included in one entity from the beginning of

each period. The financial performance measures have been calculated as a sum of

combined financial information for the twelve months ended 30 September 2021,

for the nine months ended 30 September 2021 and for the three months ended 30

September 2021.

Excluded jurisdictions

The offer relating to the Merger is not being made, directly or indirectly, in

or into Australia, Canada, Hong Kong, Japan, New Zealand, South Africa or

Switzerland (the "Excluded Jurisdictions") or in any other jurisdiction where

such offer pursuant to legislation and regulations in such relevant jurisdiction

would be prohibited by applicable law, by use of mail or any other communication

means or instrumentality (including, without limitation, facsimile transmission,

electronic mail, telex, telephone and the Internet) of interstate or foreign

commerce, or of any facility of national securities exchange or other trading

venue, of the Excluded Jurisdictions, and the offer relating to the Merger

cannot be accepted by any such use or by such means, instrumentality or facility

of, in or from, the Excluded Jurisdictions. Accordingly, this press release or

any documentation relating to the Merger are not being and should not be sent,

mailed or otherwise distributed or forwarded in or into the Excluded

Jurisdictions.

This press release is not being, and must not be, sent to shareholders with

registered addresses in the Excluded Jurisdictions. Banks, brokers, dealers and

other nominees holding shares for persons in the Excluded Jurisdictions must not

forward this press release or any other document received in connection with the

Merger to such persons.

The information made available in this press release is not an offer of Aker BP

shares to be issued in the Merger is approved or any solicitation of votes in

connection with the Merger. The shares have not been and will not be registered

under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and

may not be offered, sold or delivered within or into the United States, except

pursuant to an applicable exemption of, or in a transaction not subject to, the

Securities Act.

The information made available in this press release does not constitute an

offer of or an invitation by or on behalf of, Aker BP or Lundin Energy, or any

other person, to purchase any securities.

The offer relating to the Merger and the information and documents contained in

this press release are not being made and have not been approved by an

authorized person for the purposes of section 21 of the UK Financial Services

and Markets Act 2000 (the "FSMA"). Accordingly, the information and documents

contained in this press release are not being distributed to, and must not be

passed on to, the general public in the United Kingdom. The communication of the

information and documents contained in this press release is exempt from the

restriction on financial promotions under section 21 of the FSMA on the basis

that it is a communication by or on behalf of a body corporate which relates to

a transaction to acquire day to day control of the affairs of a body corporate;

or to acquire 50 per cent or more of the voting shares in a body corporate,

within article 62 of the UK Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005.