Aker implements changes
Aker has implemented key components of the planned reorganization ofits investments. Aker's ownership interests in several of itsfinancial portfolio companies have been transferred to the investmentfund Aker Capital Fund.
Plans to divide Aker's corporate holdings into a portfolio ofindustrial holdings and a portfolio of financial holdings wereinitially announced by Aker President and CEO Øyvind Eriksen at the2 April 2009 Aker Day corporate presentation. Aker's agenda, Mr.Erikson pointed out, is to create and visualize value throughlong-term development of its companies.
"Each Aker company and investment will be subject to even closer,more timely ownership follow-up, adapted to specific needs and valuepotential, as a result of the way we have modified our organization,"says Mr Eriksen.
The ownership interests now acquired by Aker Capital Fund includeAker's shareholdings in Aker Seafoods (64.9 percent), Aker OceanHarvest (100 percent), and Bjørge (39.9 percent).
Plans are for transferring Aker's ownership interests in AkerPhiladelphia Shipyard (50.3 percent), American Shipping Company (19.9percent), Aker Floating Production (72.3 percent), and the AmericanShipping Company ASA bond loan; Aker's position in a total returnswap that entails financial exposure to price developments on 33.33percent of American Shipping Company shares is also planned. Thesetransfers are expected to be completed in the second half of 2009,once the necessary conditions for such transfers have been clarified.
In addition to the above-mentioned, some minor ownership interestsand investments have been transferred to Aker Capital Fund.
Pursuant to section 6-2 (3) of Norway's Securities Trading Act, theOslo Stock Exchange has granted an exemption from the rules thatwould otherwise require Aker to offer to buy out non-Akershareholders, regarding the transfer to Aker Capital Fund of theshares of Aker Seafoods, Aker Floating Production, Aker PhiladelphiaShipyard, and Bjørge.
The investments in Aker Capital Fund will be subject to follow-up bya dedicated management team of the newly established company ConvertoCapital Management. At its establishment, Converto Capital Managementwill be owned 90 percent by Aker ASA and 10 percent by Frank O.Reite, who will be its managing partner in charge of day-to-dayoperations.
In addition to his 10-percent ownership interest in Converto, FrankO. Reite will invest some NOK 3 million in the fund. Mr Reite will bejoined by Trine Sæther Romuld, a member of Aker's former executivemanagement team. Ms Romuld will be CFO of Converto. The company willalso draw on additional resources in the Aker organization to furtherdevelop and strengthen specific investments.
Valuations and accounting effectsThe completed and planned transactions have a total value ofNOK 1,132 million. The value of exchange-listed shares was determinedas of 25 June 2009 using the shares' average closing price for the 20most recent trading days. Valuations of other assets are based onbook values as of 25 June 2009; however, regarding the two largest,Aker Ocean Harvest and the American Shipping Company bonds, financialadvisors have also provided impartial valuations.
As of the 2008 annual financial statement, Aker adjusts thebalance-sheet carrying value of its shareholdings in exchange-listedcompanies to reflect current share price developments. Thus, theprofit effect of the transactions in question is negligible.
In future quarterly and annual reports, Aker will treat Aker CapitalFund as a business segment. However, periodic reporting willgenerally not discuss developments at individual portfolio companies.As part of the establishment of Aker Capital Fund, Aker hasreclassified its approximately NOK 1.3 billion Aker FloatingProduction short-term interest-bearing receivable as a long-terminterest-bearing receivable.
Industrial follow-upAker's industrial engagements will comprise holdings in AkerSolutions, Aker Drilling, Aker BioMarine, Aker Clean Carbon, and oilcompanies focusing on the Norwegian continental shelf, mainly AkerExploration and Det norske oljeselskap.
Each of the industrial engagements mentioned above will have aninvestment manager who, along with Aker's President and CEO, CFO, andcorporate communications chief will constitute the core leadership ofthe ownership company Aker ASA.
Executive movesKarl Erik Kjelstad has been appointed executive vice president andmember of the executive management team in Aker Solutions. Kjelstadwill lead the development of the strategic initiative related tooilfield services and the company's fleet of marine vessels.
Mr Kjelstad joined Aker in 1998 and was President and CEO of AkerYards (now STX Europe) from January 2003 until June 2007. Mr Kjelstadwas part of Aker's management team prior to moving to Aker Solutions.
Aker ASA's CFO Bengt A. Rem has decided to seek new challengesoutside Aker. He starts at Arctic Securities in the second half of2009, after a new CFO in Aker ASA is in place. This process hasalready commenced. Mr Rem has worked in Aker since 1995 and starts asa managing director in Arctic Partners.
For further information, please contact:Geir Arne Drangeid, EVP, Aker ASA, tel: +47 913 10 458
EnclosureAker Capital Fund transfers
This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.