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Aker Kvaerner Group

• strengthening profitability through improved operation and better co-ordination between the

Engineering & Construction (E&C) and Oil & Gas (O&G) business areas.

• taking greater advantage of E&C’s strong global position and exploiting its extensive existing

expertise in pipelines, refining and other land-based process plants for the oil and gas industry.

• strengthening the technological platform through the acquisition of small technology-oriented

companies which complement the existing operations and product portfolio.

• strengthening the presence in selected regions such as the Gulf of Mexico, Brazil, western

Africa and the Caspian, with a particular focus on subsea production in deep water• assessing

alliances and partnerships with large companies.

During 2000 and 2001 the more than 30 businesses was sold or closed. Overhead costs was

reduced by more than NOK 2 billion per year, net interest bearing debt was reduced by NOK 6

billion.

The CEO breach the disclosure requirement

But these efforts weren’t enough to solve the mounting financial and operational challenges, and

during the summer 2001 the CEO Kjell Almskog knew that they were going to meet a liquidity

crisis in August, if they didn’t borrow more money.

To the shareholders he told that the future prospect for the 3q was quite good.

Now the bard struggled for new loans, but the banks said no, and in August the company was in

an acute liquidity crisis.

Now the situation was so different from what the CEO had told the shareholders, so the Oslo

Stock Exchange (OSE) gave Kvaerner an penalty of a half million US $ for breach on the

disclosure requirement.

Kjell Almskog didn’t tell about the financial difficulties of the Kvaerner Group, and now they

were suddenly fighting against bankruptcy in day to day operations.

Kvaerner merge with Aker Maritime

After two months with negotiation with banks and investors Kvaerner has agreed to merge with

it’s main shareholder and industry rival, Aker Maritime. Kvaerner is saved from chapter 8.

The news brought Kvaerner's long-running battle against bankruptcy to an end, though the future

was still uncertain for Kvaerner's 35,000 employees, 7,000 of them in the UK.

The rescue plan was made by the chairman of Aker Maritime, Kjell Inge Rokke, who have

previous attempt to merge his firm with Kvaerner, but have been strongly resisted by both

Kvaerner's management and its board of directors. Mr. Rokke owns more than 50% of the shares

in Aker Maritime and is now the most powerful man in Kvaerner.

Kvaerner, which was suffering a serious cash crunch that would have brought it to its knees in

under a week, had repeatedly called on Mr Rokke to bail it out, but his refusal to step in without

being properly rewarded had been consistent.

But Kvaerner had to accept Mr. Rokkes deal that implied that Aker Maritime will own about

50% of Kvaerner. Aker Maritime injected NOK 2.8 bn in net assets, raised

another NOK 3.5 bn through two direct issues and renegotiated NOK 8.6 bn of Kvaerner's debt.

The group decided to adopt [next page]