Aker Yards Buys Alstom's Shipbuilding

AKER YARDS AND ALSTOM MARINE PLAN TO JOIN FORCES
Aker Yards and ALSTOM announce on 4 January 2006 their intention to join forces in shipbuilding and create together one of the world leaders in this industry, focused on high value added ships, including world class cruise ships.
The parties plan to establish a new company consisting of the shipyards in Saint-Nazaire and Lorient. Aker Yards would own 75 % of this new company, and ALSTOM would commit itself to keep the remaining 25 % until 2010.

The transaction would enable continuity in management and the actions taken as part of the "Marine 2010" performance improvement and cost reduction programme already under implementation in Alstom Marine. The transaction would have no direct impact on employment.

By being part of Aker Yards, the new company would benefit from a broadened product range and strong industrial synergies. Aker Yards has 13 yards in 5 countries in which it has demonstrated its ability to implement synergies. It would be in a position to address the strong growth which is expected in this market.

The new company would benefit from a unique design competence, combining the long tradition of French and Finnish cruise shipbuilding, that has produced icons such as SS France, Queen Mary 2, the Voyager class and the Freedom class ships. Aker Yards would also be in a position to fully leverage Chantiers de l'Atlantique's large industrial capacity in cruise ships and naval vessels in Saint-Nazaire. The shipyard is ideally positioned to handle the construction of very large ships and is able to respond to a cruise market which demands vessels of ever-increasing size. 

Aker Yards would pay EUR 50 million for the 75 % stake of the new company. Depending on the financial performance, the remaining 25 % would be sold to Aker Yards for up to EUR 125 million in 2010. The new company would be adequately funded to ensure the ability to independently finance its future growth. An estimated amount of EUR 350 million would be injected by ALSTOM into the newly formed company. This amount would notably cover the anticipated increase in working capital requirements from the current negative situation to an average of EUR 100 million for the new company.

The proposed transaction would be subject to a number of conditions, including finalization of the agreement between the parties, the effective setting-up of the new company, the requisite financing for the new company's activities, the authorization of the European authorities, the information / consultation of the work councils, confirmatory due diligence and other relevant conditions. It is expected to be concluded by the end of March 2006.

The transaction would be carried out as a "Sale of Assets" from Chantiers de l'Atlantique to Aker Yards. The LNG tankers under construction at Saint-Nazaire are not a part of the transaction. The LNG vessels would be completed by the new company as a subcontractor to Alstom. Apart from the LNG vessels, the current order book, mainly consisting of four cruise vessels would be included in the transaction.

Patrick Kron, Chairman and CEO of ALSTOM, said: "Putting together Aker Yards and ALSTOM Marine would create a champion on the market of high-valued ships, notably of cruise ships. We would be proud to be part of its development in the coming years."

Karl Erik Kjelstad, President & CEO of Aker Yards states in a comment: "By joining the forces of Chantiers de l'Atlantique and Aker Yards, we can create a unique position in the shipbuilding industry, ready to meet the ever increasing needs of tomorrows' demanding cruise passengers. "

Patrick Boissier, President of ALSTOM Marine, declared "The yard in Saint-Nazaire has a long tradition in building complex and specialized vessels, with state of the art technology, modern facilities and a very competent staff. I do believe that a strong and fruitful combination between Chantiers de l'Atlantique and Aker Yards can be achieved."