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Aker BP

Prospectus Jul 9, 2014

3528_iss_2014-07-09_47f7d258-218d-40b9-9a41-43e9b66c8c42.html

Prospectus

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Approval and Publication of Prospectus

Approval and Publication of Prospectus

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE

UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR

RELEASE WOULD BE UNLAWFUL.

As previously announced, Det norske oljeselskap ASA (the "Company") will

carry out a rights issue of 61,911,239 new shares (the "Offer Shares")

in the Company (the "Rights Issue") raising gross proceeds of NOK

3,002.7 million.

Approval and Availability of the Prospectus:

The Norwegian Financial Supervisory Authority (Nw. Finanstilsynet) has

today approved the Company's prospectus dated 9 July 2014 prepared in

connection with the Rights Issue (the "Prospectus").

Subject to applicable local securities laws, the Prospectus will be sent

by mail to all shareholders registered in the VPS as of the expiry of 14

July 2014. The Prospectus will also be available at the following

websites: www.detnor.no; www.dnb.no/emisjoner; www.nordea.no/detnor;

www.seb.no.

Eligibility:

Shareholders registered in the Company's shareholder register with the

Norwegian Central Securities Depository (VPS) as of the expiry of 14

July 2014 (the "Record Date") ("Existing Shareholders") will be granted

transferable subscription rights (the "Subscription Rights") that,

subject to applicable law, provide preferential rights to subscribe for

and be allocated Offer Shares in the Rights Issue. For a description of

restrictions in respect of who may be allocated or permitted to acquire

or exercise Subscription Rights, reference is made to Section 21

"Selling and Transfer Restrictions" in the Prospectus.

Subscription Period:

15 July 2014 at 09:00 hours (CET) - 29 July 2014 at 16:30 hours (CET).

Trading in Subscription Rights:

The Subscription Rights will be listed and tradable on the Oslo Stock

Exchange under the ticker "DETNOR T" from 09:00 hours (CET) on 15 July

2014 to 16:30 hours (CET) on 24 July 2014.

Subscription Price:

NOK 48.50 per Offer Share.

Pre-commitment and Underwriting:

The largest shareholder of the Company, Aker Capital AS, has pre

-committed to subscribe for its 49.99% share of the Rights Issue. The

remaining Offer Shares (50.01%) are, subject to customary terms and

conditions, fully underwritten by BNP PARIBAS, DNB Markets, J.P. Morgan

Securities and Nordea Markets.

Subscription:

Existing Shareholders as of the Record Date will, subject to applicable

local securities laws, receive a copy of the Prospectus together with a

pre-completed subscription form by regular mail. In order to subscribe

for Offer Shares, investors need to complete the subscription form, and

submit it to one of the subscription offices as set out in the

Prospectus by 16:30 hours (CET) on 29 July 2014. Norwegian citizens may

also subscribe for Offer Shares through the VPS online subscription

system.

Over-subscription and subscription without Subscription Rights are

permitted.

Financial Intermediaries:

If an Existing Shareholder holds shares in the Company registered

through a financial intermediary as of expiry of the Record Date, the

financial intermediary will customarily give the Existing Shareholder

details of the aggregate number of the Subscription Rights to which it

will be entitled. The relevant financial intermediary will customarily

supply each Existing Shareholder with this information in accordance

with its usual customer relations procedures. Existing Shareholders

holding their shares in the Company through a financial intermediary

should contact the financial intermediary if they have received no

information with respect to the Rights Issue.

Commencement of Trading:

The share capital increase pertaining to the Rights Issue is expected to

be registered with the Norwegian Register of Business Enterprises (Nw.

Foretaksregisteret) on or about 5 August 2014. The Offer Shares are

expected to be delivered to the subscribers and commence trading on the

Oslo Stock Exchange on or about 6 August 2014.

Joint Global Coordinators and Joint Bookrunners:

BNP PARIBAS, DNB Markets, J.P. Morgan Securities, Nordea Markets and

Skandinaviska Enskilda Banken act as the Joint Global Coordinators and

Joint Bookrunners for the Rights Issue.

***

For further information, please refer to the Prospectus.

Contact:

Investor Relations Manager, Jonas Gamre, tel. 971 18 292.

***

This announcement is not for publication or distribution, directly or

indirectly, in the United States (including its territories and

possessions, any state of the United States and the District of

Columbia). This announcement does not constitute or form part of any

offer or solicitation to purchase or subscribe for securities in the

United States. Securities may not be offered or sold in the United

States absent registration or an exemption from registration. The

securities referred to herein have not been and will not be registered

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

Act"), or with any securities regulatory authority of any state or other

jurisdiction of the United States, and may not be offered or sold in the

United States or to, or for the account of, U.S. persons (as such term

is defined in Regulation S under the U.S. Securities Act), except

pursuant to an effective registration statement under, or an exemption

from the registration requirements of, the U.S. Securities Act. All

offers and sales outside the United States will be made in reliance on

Regulation S under the U.S. Securities Act. No public offering of

securities is being made in the United States.

This information is subject to disclosure requirements pursuant to

section 5-12 of the Norwegian Securities Trading Act.

About Det norske:

Det norske oljeselskap ASA (DETNOR) is an active exploration company on

the Norwegian Continental Shelf. Det norske's headquarters is in

Trondheim. The company also has offices in Oslo and Harstad. Det norske

is listed on the Oslo Stock Exchange with the ticker "DETNOR". More

about Det norske at www.detnor.no/en/

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