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Aker Solutions Regulatory Filings 2023

Oct 2, 2023

3531_iss_2023-10-02_08950f75-c56c-4025-b67f-3cfa14991cbd.html

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Aker Solutions, SLB and Subsea7 announce closing of the OneSubsea joint venture

Aker Solutions, SLB and Subsea7 announce closing of the OneSubsea joint venture

October 2, 2023 - OneSubsea's leading technology portfolio will drive improved

subsea asset performance while increasing energy efficiency and reducing CO2

emissions. Aker Solutions will own 20 percent of the new company and will

receive a total consideration of USD 700 million as part of the transaction.

Aker Solutions, SLB and Subsea7 announce today the final closing of their

previously announced subsea joint venture. The new business, which will adopt

the OneSubsea name, will drive innovation and efficiency in subsea production by

helping customers unlock reserves and reduce cycle time.

OneSubsea now comprises Aker Solutions' and SLB's subsea businesses, which

include an extensive complementary subsea production and processing technology

portfolio, world-class manufacturing scale and capacity, access to industry

-leading reservoir and digital domain expertise, unique pore-to-process

integration capabilities and strengthened R&D capabilities.

OneSubsea's field-proven subsea processing capabilities are seen by its

customers as unparalleled in enhancing reservoir recovery and enabling long tie

backs. Its unique compression technology portfolio has proven its potential to

reduce the structure and capital cost of developing new energy reserves, while

subsea projects have shown to be inherently more carbon efficient than topside

solutions.

"By combining our strong and complementary competencies and technologies, we

will deliver an industry step change that will benefit our customers and

employees while significantly increasing shareholder value. For Aker Solutions,

today also marks a defining moment in our strategy. We have transitioned from

having a stand-alone subsea business to becoming a proud co-owner of a world

-leading subsea company," said Kjetel Digre, Chief Executive Officer of Aker

Solutions.

Mads Hjelmeland, a Norwegian national previously SLB's Director of Subsea

Production Systems, has been appointed Chief Executive Officer of OneSubsea.

"OneSubsea's extensive technology portfolio and engineering expertise enable us

to address future market trends and needs at a unique scale.  In doing so, we

aim to fulfil our purpose of expanding the frontiers of subsea to drive a

sustainable energy future," said Hjelmeland. "We will accelerate innovation and

contribute to the ambition of our customers to optimize their production and

reduce emissions in their subsea operations."

OneSubsea will be headquartered in Oslo, Norway, and Houston, Texas, with 11,000

people working in all key operating regions around the world.

Aker Solutions is a 20 percent owner in the joint venture, with SLB holding 70

percent and Subsea7 holding 10 percent. In addition, Aker Solutions receives a

total consideration of USD 700 million for the sale of a 20 percent ownership in

the joint venture, with settlement as follows:

· USD 306.5 million in proceeds from SLB settled in the form of 5,057,706

shares in SLB. The shares have been settled based on the volume weighted average

price for the ten trading days ending on the fifth trading day preceding closing

of the transaction and are subject to a lock-up period of 180 days.

· USD 306.5 million in proceeds from 10 percent divestment to Subsea7. USD

153.25 million of these have been settled in cash at closing and the remaining

USD 153.25 million will be settled, with interest, at the latest on June 30,

· USD 87.5 million in proceeds from a vendor note from the JV to be paid, with

interest, to Aker Solutions with minimum 50 percent one year from closing and

the remainder within two years from closing.

Aker Solutions will recognize an accounting gain of about USD 1 billion from the

transaction in the fourth quarter 2023.

Aker Solutions has retained about USD 300 million in operational cash flow from

the subsea business from the second quarter 2022 to date. The subsea joint

venture will be an important contributor to Aker Solutions profits moving

forward through the 20 percent ownership in a larger and stronger subsea

company. The estimated synergy potential in the new joint venture is more than

USD 100 million per annum in the medium term and the joint venture will have an

attractive dividend policy.

Aker Solutions estimates 2023 revenues, excluding Subsea, to be about NOK 34

billion. This business has a solid order backlog of more than NOK 73 billion,

providing strong visibility moving forward, and is well positioned to seize

opportunities in rapidly changing energy markets.

In the third quarter, Aker Solutions will report on its three current reporting

segments. Starting from the fourth quarter 2023, Aker Solutions will report on

its two segments; Renewables and Field Development, and Life Cycle. In addition,

Aker Solutions will, in accordance with IFRS, report its 20 percent ownership in

the subsea joint venture according to the equity accounting method. Aker

Solutions will hence recognize 20 percent of the joint venture's net income on a

separate line in its Profit & Loss Statement. Future dividends from the joint

venture will be recognized in Aker Solutions' Cash Flow Statement under cash

flow from investing activities, and the 20 percent ownership will be booked as

an asset on Aker Solutions' Balance Sheet.

ENDS

About Aker Solutions

Aker Solutions delivers integrated solutions, products and services to the

global energy industry. We enable low-carbon oil and gas production and develop

renewable solutions to meet future energy needs. By combining innovative digital

solutions and predictable project execution we accelerate the transition to

sustainable energy production. Aker Solutions employs approximately 11,000

people in more than 15 countries.

About SLB

SLB (NYSE: SLB) is a global technology company that drives energy innovation for

a balanced planet. With a global footprint in more than 100 countries and

employees representing almost twice as many nationalities, we work each day on

innovating oil and gas, delivering digital at scale, decarbonizing industries,

and developing and scaling new energy systems that accelerate the energy

transition. Find out more at www.slb.com.

About Subsea7

Subsea7 is a global leader in the delivery of offshore projects and services for

the energy industry. Subsea7 makes offshore energy transition possible through

the continuous evolution of lower-carbon oil and gas?and?by enabling the growth

of renewables and emerging energy. Find out more at www.subsea7.com.

Visit?akersolutions.com and connect with us on

Facebook?(https://www.facebook.com/AkerSolutions/),

Instagram?(https://instagram.com/akersolutions/),

LinkedIn?(https://www.linkedin.com/company/aker-solutions),

This press release may include forward-looking information or statements and is

subject to our disclaimer, see?https://akersolutions.com

This information is considered to be inside information pursuant to the EU

Market Abuse Regulation and is subject of the disclosure requirements pursuant

to section 5-12 of the Norwegian Securities Trading Act.

This stock exchange release was published by William Stoichevski, Global Content

Editor, Aker Solutions, on October 2, 2023 at 09:50 CEST.

Preben Ørbeck

investor relations

[email protected]

+47 470 10 611

Hallvard Norum

media contact

[email protected]

+47 913 80 820

Visit akersolutions.com and connect with us on

Facebook (https://www.facebook.com/AkerSolutions/),

Instagram (https://instagram.com/akersolutions/),

LinkedIn (https://www.linkedin.com/company/aker-solutions),

Twitter (https://twitter.com/akersolutions) and

YouTube (https://www.youtube.com/akersolutions).

This press release may include forward-looking information or statements and is

subject to our disclaimer, see https://akersolutions.com

This information is subject of the disclosure requirements pursuant to section 5

-12 of the Norwegian Securities Trading Act.