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Aker Delisting Announcement 2020

Dec 18, 2020

3526_mrq_2020-12-18_33ac292e-4083-4786-813d-0f6c1c46a4c8.html

Delisting Announcement

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Aker ASA: Dissolution of Joint Ownership in Aker Kværner Holding AS - Primary Insider Notification and Joint Disclosure of Shareholdings

Aker ASA: Dissolution of Joint Ownership in Aker Kværner Holding AS - Primary Insider Notification and Joint Disclosure of Shareholdings

Reference is made to the stock exchange announcement made by Aker ASA ("Aker")

on July 17, 2020, and the announcement by the Norwegian state, represented by

the Ministry of Trade, Industry and Fisheries ("NMTIF"), on the same date, where

it amongst others was informed that Aker and NMTIF had agreed to dissolve the

joint ownership in Aker Kværner Holding AS ("AKH"), subject to parliamentary

authorization. On December 17, 2020, the Parliament provided the Ministry of

Trade, Industry and Fisheries with the necessary authorizations to execute the

dissolution of the joint ownership.

The joint ownership in AKH will be dissolved in accordance with the agreed

terms: NMTIF will transfer all its shares in AKH to AKH, resulting in Aker

becoming the sole owner of AKH. In exchange for the shares in AKH, AKH will

transfer to NMTIF a number of its shares in Aker Solutions ASA, Akastor ASA,

Aker Offshore Wind AS and Aker Carbon Capture AS corresponding to NMTIF's

proportional shareholding in AKH prior to the dissolution of AKH (30%). The

necessary transaction documents will be entered into, and the transactions

executed, as soon as possible.

Prior to or at the latest simultaneously with the execution of the dissolution,

Aker's shareholdings held directly by Aker in Aker Solutions ASA (23,656,762

shares) and Akastor ASA (23,331,762 shares) will be transferred to AKH, at a

price per share equal to the closing price on Oslo Stock Exchange on the

execution date.

Following the abovementioned transactions, the shareholdings in Aker Offshore

Wind AS and Aker Carbon Capture AS held by Aker and by AKH will be transferred

to Aker Horizons AS, which is 100% controlled by Aker. These share transfers

will be done at share prices equal to the closing price on Euronext Growth on

the relevant execution date.

The abovementioned transactions will result in all shares held by Aker in Aker

Solutions ASA and Akastor ASA being held indirectly via AKH, and all shares held

by Aker in Aker Offshore Wind AS and Aker Carbon Capture AS will be owned by

Aker Horizons AS.

The number of shares transferred and the shareholdings following completion of

the abovementioned transactions, will comprise the following:

· Aker will transfer 23,331,762 shares in Akastor ASA to AKH. AKH will

transfer 33,100,085 shares in Akastor ASA equaling to 12.08% of the total shares

and votes outstanding to NMTIF, which will constitute NMTIF's total shareholding

in Akastor ASA following the transaction. NMTIF holds no additional rights to

shares or votes. Subsequent to these transactions AKH will own 100,565,292

shares in Akastor equaling to 36.70% of the shares outstanding. AKH holds no

additional rights to shares or votes.

· Aker will transfer 23,656,762 shares in Aker Solutions ASA to AKH. AKH will

transfer 60,185,885 shares in Aker Solutions ASA equaling to 12.23% of the total

shares and votes outstanding to NMTIF, which will constitute NMTIF's total

shareholding in Aker Solutions ASA following the transaction. NMTIF holds no

additional rights to shares or votes. Subsequent to these transactions AKH will

own 164,090,489 shares in Aker Solutions ASA equaling to 33.34% of the shares

outstanding. AKH holds no additional rights to shares or votes.

· AKH will transfer 33,100,085 shares in Aker Offshore Wind AS equaling to

4.88% of the total shares and votes outstanding to NMTIF, which will constitute

NMTIF's total shareholding in Aker Offshore Wind AS following the transaction.

NMTIF holds no additional rights to shares or votes. Thereafter, Aker will

transfer 17,331,762 shares and AKH 77,233,530 shares to Aker Horizons AS

resulting in Aker Horizons AS becoming the owner of 346,262,406 shares in Aker

Offshore Wind AS equaling to 51.02% of the shares outstanding. Aker Horizons AS

holds no additional rights to shares or votes.

· AKH will transfer 33,100,085 shares in Aker Carbon Capture AS equaling to

5.85% of the total shares and votes outstanding to NMTIF, which will constitute

NMTIF's total shareholding in Aker Carbon Capture AS following the transaction.

NMTIF holds no additional rights to shares or votes. Thereafter, Aker will

transfer 17,331,762 shares and AKH 77,233,530 shares to Aker Horizons AS

resulting in Aker Horizons AS becoming the owner of 288,682,939 shares in Aker

Carbon Capture AS equaling to 51.00% of the shares outstanding. Aker Horizons AS

holds no additional rights to shares or votes.

This information is subject of the disclosure requirements pursuant to section 4

-2, section 4-3 of the Norwegian Securities Trading Act.