Orkla ASA — M&A Activity 2017

Oct 2, 2017

Orkla ASA: Agreement regarding sale of Orkla's interest in Sapa to Hydro completed

Orkla ASA: Agreement regarding sale of Orkla's interest in Sapa to Hydro completed

Reference is made to the stock exchange notice of 10 July 2017 regarding

announcement of an agreement between Orkla and Norsk Hydro ("Hydro") whereby

Hydro is to purchase Orkla's 50% interest in Sapa. The agreement was completed

today in accordance with its terms.

Orkla has today received NOK 11.86 billion in cash from Hydro as preliminary

purchase price, which represent a valuation of Sapa of NOK 27 billion (on debt-

free basis). Final purchase price will be determined based on Sapa's balance as

of 30 September 2017.

Orkla has been a shareholder in Sapa since 2005. When Sapa JV was established in

2013, Gränges was spun off and subsequently listed on the Nasdaq Stockholm

(Stockholm stock exchange) at a total sales value of approximately NOK 5

billion. At the time Sapa JV was established, Orkla received a cash settlement

of NOK 1.8 billion. For 2016, Orkla has received an ordinary dividend of NOK

1.5 billion from Sapa. Thus, Orkla has realised a total value of more than NOK

20 billion from its original investment in Sapa.

As from Q2, Orkla has reported the engagement in Sapa as discontinued

operations. Taking into account profit from operation and completion of the

transaction, Orkla will as per Q3 report a total profit and gain from Sapa of

approximately NOK 5 billion on the line "discontinued operations". Final

calculation of the gain will be determined in connection with establishing the

final purchase price under the agreement.

As further set out in a separate stock exchange notice, the Board of Directors

of Orkla has decided to call for an extraordinary general meeting on 25 October

2017 with the purpose of handling the proposal to distribute a special dividend

of NOK 5 per share.

Orkla is a leading supplier of branded consumer goods and concept solutions to

the grocery, out-of-home and bakery markets in the Nordics, Baltics and selected

markets in Central Europe and India. Orkla is listed on the Oslo Stock Exchange

and its head office is in Oslo. In 2016, the Group had a turnover of

approximately NOK 38 billion, and 18,000 employees at year end.

Orkla ASA

Oslo, 2 October 2017

Ref.:

SVP Investor Relations

Mattias Orrenius

Tel.: +47 983 66 334

E-mail: mattias.orrenius@orkla.no

Group Director Corporate Communications and Corporate Affairs

Håkon Mageli

Tel.: +47 928 45 828

E-mail: hakon.mageli@orkla.no

This information is subject to the disclosure requirements pursuant to section

5 -12 of the Norwegian Securities Trading Act.