Aker ASA: Merger plan with Aker BioMarine resolved by the Boards of Directors

Reference is made to the announcement by Aker ASA ("AKER") and Aker BioMarine("AKBM") on 12 September 2012 concerning AKER's proposal to merge AKBM with AkerSeafoods Holding AS ("AKSH"), a wholly-owned subsidiary of AKER.

AKER today approved the merger plan between AKBM and AKSH, whereby minorityshareholders in AKBM will receive shares in AKER as consideration. The proposalhas been approved by the Board of Directors of the two merging companies and isavailable, with appendices, on AKBM's website.

The merger comes as a result of an offer made by the biotechnology company'ssecond-largest owner, AXA Investment Managers, to sell its shareholding in AKBMto AKER. The case for the merger was further strengthened by the difficultiesexperienced in attracting major institutional shareholders to AKBM. The AKBMshare lacks liquidity and continued listing is considered unsuitable.

The merger is being structured as a triangular merger pursuant to Section 13-2(2) of the Norwegian Public Limited Liability Companies Act. The minorityshareholders in AKBM will receive consideration in the form of shares in AKER.The exchange ratio is based on the closing share price of the shares in AKBM andAKER on the last day of trade on Oslo Stock Exchange prior to the announcementof the merger proposal (11 September 2012), in addition to a 17 per cent premiumon the AKBM shares, which provides an exchange ratio of 1.20:185. One share inAKBM will give the right to approximately 0.006486 shares in AKER. Approximately154.166667 shares in AKBM are required in order to be entitled to one share inAKER. Arctic Securities ASA acted as financial advisor to AKER/AKSH inconnection with the proposed merger and issued a fairness opinion stating thatthe exchange ratio was fair.

The consideration shares will be settled using existing AKER shares and thusAKER will not conduct any capital increase in the context of the merger. Ascompensation for the consideration shares, AKSH will issue a promissory note (aso-called merger claim) to AKER simultaneously with the registration of themerger. The face value of the merger claim shall correspond to the value of thecontribution shares in AKER. The claim shall be subordinated to AKSH's othercreditors.

The merger must be approved by the shareholders in extraordinary generalmeetings in AKSH and AKBM, which are scheduled to be held 9 November 2012. AKSHowns 86.13 per cent of the outstanding shares and votes in AKBM, while AXAInvestment Managers owns 4.94 per cent of the outstanding shares and votes. Bothcompanies have committed to vote in favour of the merger proposal.

Should the merger be approved at the general meetings, a two-month creditornotification period will commence on the date of registration of the resolutionin the Register of Business Enterprises. Consequently, provided that all theconditions for implementation have been fulfilled, the merger is expected to beexecuted during the course of January 2013.

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For further information, please contact:Media:Atle Kigen, Head of Corporate CommunicationsPhone:   +47 24 13 00 08Mobile: +47 907 84 878

Investors:Marianne Stigset, Investor Relations ManagerPhone:   +47 24 13 00 66Mobile: +47 41 18 84 82

This information is subject of the disclosure requirements acc. to §5-12 vphl(Norwegian Securities Trading Act)

This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients. The owner of this announcement warrants that: (i) the releases contained herein are protected by copyright and other applicable laws; and (ii) they are solely responsible for the content, accuracy and originality of the information contained therein. Source: Aker ASA via Thomson Reuters ONE