Aker — M&A Activity 2014

Jun 2, 2014

Aker ASA: Det norske oljeselskap announces acquisition of Marathon Oil Norway

Aker ASA: Det norske oljeselskap announces acquisition of Marathon Oil Norway

Reference is made to Det norske oljeselskap ASA's ("Det norske") stock exchange

announcement today regarding the acquisition of Marathon Oil Norge AS ("Marathon

Norway"). Det norske is Aker ASA's ("Aker") second-largest investment and is

owned 49.99 per cent by Aker's wholly-owned subsidiary, Aker Capital AS.

Det norske has entered into an agreement to acquire Marathon Norway for a cash

consideration of USD 2.1 billion (NOK 12.6 billion). The cash consideration is

based on a gross asset value of USD 2.7 billion and is adjusted for debt, net

working capital and interest on the net purchase price. The effective date of

the transaction is 1 January 2014 and it is expected to close in the fourth

quarter 2014, subject to customary regulatory approvals.

Det norske has secured a fully-committed and underwritten acquisition loan

facility for the full cash consideration. This facility has been provided by BNP

PARIBAS, DNB, Nordea and SEB. The company has mandated and is in advanced

discussions with the same four banks to finalise a seven-year Reserve Based

Lending facility of USD 2.75 billion. This long-term facility will replace the

acquisition loan and refinance Det norske's current facilities. As an integral

component of the long-term financing plan, the company will strengthen its

equity base by issuing the NOK equivalent of USD 500 million in new equity

through a rights issue. Aker has pre-committed to subscribe for its pro rata

share of the issue. The remaining 50.01 per cent is fully underwritten by a

consortium of banks. With this equity issue, the company has secured the

financing of its current work program until first production from the Johan

Sverdrup field.

"Det norske's acquisition of Marathon Norway is a milestone for the company,

both from an industrial and financial perspective," said Aker President and CEO

Øyvind Eriksen. "It transforms Det norske into a major independent European oil

and gas producer, and enables the company to play an even more important role in

the development of the Norwegian Continental Shelf. The funding requirements for

the company's current work program have been resolved, which provides visibility

for Aker's future capital requirements. With today's transaction, we believe

significant value has been created for both Det norske and Aker's shareholders."

After the transaction, Det norske will have 202 million barrels of oil

equivalent (boe) of 2P reserves. The plan for development and operation for

Johan Sverdrup, scheduled for submission in February 2015, will increase

reserves significantly. In addition, the combined company will have contingent

resources amounting to 101 million boe, excluding Johan Sverdrup. Further

identified upside in Marathon's portfolio is estimated at approximately 80

million boe. Combined 2013 production for the two companies amounted to

approximately 84 thousand boe per day, making Det norske one of the largest

listed independent E&P companies in Europe in terms of output.

The full press release on the acquisition can be downloaded from Det norske's

web page www.detnor.no.

END

For further information, please contact:

Media:

Atle Kigen, Head of Corporate Communications

Phone: +47 24 13 00 08

Mobile: +47 907 84 878

Investors:

Marianne Stigset, Head of Investor Relations

Phone: +47 24 13 00 66

Mobile: +47 41 18 84 82

This information is subject of the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

[HUG#1789873]