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Akastor M&A Activity 2016

Oct 3, 2016

3525_iss_2016-10-03_79ef3f86-f43e-43b3-b55d-7a96d429e0f7.html

M&A Activity

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Akastor ASA: Akastor agrees to sell Frontica IT business to Cognizant

Akastor ASA: Akastor agrees to sell Frontica IT business to Cognizant

Akastor ASA (OSE: AKA), an oil service investment company, has entered into a

definitive agreement to sell Frontica Business Solutions AS ("Frontica") to

Cognizant (NASDAQ: CTSH) for a consideration of NOK 1,025 million on a debt- and

cash-free basis. Frontica is comprised of the ITO and BPO* business segments of

the Frontica Group, and excludes Frontica's staffing business, Frontica

Advantage.

In recent years, Frontica has embarked on a transformation agenda to shift the

company from a predominantly internally-focused shared service unit to becoming

a broader commercial provider of ITO and BPO services within the oil and gas

industry. Cognizant, a leading provider of information technology, consulting,

and business process services, aims to accelerate Frontica's transformation

process and expand its business into new segments and geographies going forward.

"Frontica has undergone an impressive organizational development and will now

benefit further from Cognizant's scale, market position and technology

infrastructure," says Kristian Røkke, CEO of Akastor. "This transaction makes

strategic sense for all parties and we are pleased with the value created for

Akastor's shareholders."

Frontica has focused its business within ITO and BPO on SAP consulting, payroll

solutions and other IT consultancy services relevant for the oil and gas

industry. The company has expanded its business pipeline significantly in 2016

by entering into long term agreements with key clients into 2021, giving a total

order backlog of NOK 5.1 billion at the end of the second quarter 2016.

"I am proud of what Frontica has accomplished in recent years and am confident

in the company's position for future growth," says Niels Didrich Buch, Frontica

CEO. "Cognizant has an impressive track record and we are looking forward to

becoming a part of their global platform to the benefit of our existing

customers, also enabling expansion of our business."

"We look forward to welcoming Frontica's talented employees into the Cognizant

family once the acquisition is closed. Together, we will create even greater

value for our clients in the Nordics and other geographies," said Santosh

Thomas, President, Global Growth Markets, Cognizant. "The acquisition helps us

strengthen our oil and gas industry expertise, expand our presence in key

markets, and deepen and broaden our service portfolio for our clients. Frontica

will play a key role in helping us realize these benefits through their

specialized capabilities in serving the oil and gas industry."

The sale will generate an accounting gain of approximately NOK 500 million to

Akastor to be recognized in the fourth quarter results. The purchase price will

be adjusted for actual net debt and working capital as per closing of the

transaction. The transaction is expected to release approximately NOK 900

million in cash for Akastor.

Frontica staffing business, Frontica Advantage, is not a part of the transaction

and will continue as an Akastor portfolio company. Certain other business

segments of Frontica Business Solutions, not related to the core ITO and BPO

services, are not included in the transaction scope. See attached release for

further financial information on Frontica.

The completion of the transaction is subject to customary closing conditions,

including regulatory competition filing in Norway. Closing of the transaction is

expected to take place in Q4 2016. ABG Sundal Collier ASA has acted as exclusive

financial adviser to Akastor, and BA-HR lawfirm as legal advisor.

*ITO: Information Technology Outsourcing, BPO: Business Process Outsourcing

- END -

Media Contact:

Akastor

Tore Langballe, Head of Communications

+47 907 77 841

[email protected]

About Akastor

Akastor is a Norway-based oil-services investment company with a portfolio of

industrial holdings and other investments. The company has a flexible mandate

for active ownership and long-term value creation.

About Cognizant

Headquartered in Teaneck, New Jersey (U.S.), Cognizant combines a passion for

client satisfaction, technology innovation, deep industry and business process

expertise and a global, collaborative workforce that embodies the future of

work. With over 50 delivery centers worldwide and approximately 244,300

employees as of June 30, 2016, Cognizant is a member of the NASDAQ-100, the S&P

500, the Forbes Global 2000 and the Fortune 500 and is ranked among the top

performing and fastest growing companies in the world.

This information is subject to the disclosure requirements pursuant to section

5 -12 of the Norwegian Securities Trading Act.