25.02.2015 Views

Annual report 2008 - Aker Solutions

Annual report 2008 - Aker Solutions

Annual report 2008 - Aker Solutions

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

About us<br />

Historical facts<br />

Who we are and what we do<br />

<strong>Aker</strong> <strong>Solutions</strong> delivers engineering, construction,<br />

manufacturing, technology products, maintenance<br />

and other specialised services, often as total solutions<br />

for complete projects.<br />

Global scale<br />

<strong>Aker</strong> <strong>Solutions</strong> has annual revenues totalling<br />

NOK 58.3 billion and more than 23 000<br />

employees. We have offices in around 30<br />

countries worldwide.<br />

Markets and customers<br />

<strong>Aker</strong> <strong>Solutions</strong> delivers products, services<br />

and solutions to customers worldwide in<br />

the oil and gas, refining, chemicals, metals<br />

and other process industries, including<br />

mining, nuclear and power generation.<br />

Our deliveries enable our customers to<br />

build, efficiently operate and effectively<br />

maintain their facilities. Examples include<br />

complete offshoreplatforms for oil and gas<br />

projects and onshore petrochemical<br />

plants.<br />

Ownership<br />

<strong>Aker</strong> <strong>Solutions</strong> is part of <strong>Aker</strong> (www.myaker.<br />

net) and was listed on the Oslo Stock<br />

Exchange in 2004 under the name <strong>Aker</strong><br />

Kværner ASA. <strong>Aker</strong> <strong>Solutions</strong>’ largest<br />

shareholder is <strong>Aker</strong> Holding AS, with a<br />

40.27 percent stake in the company.<br />

<strong>Aker</strong> Holding AS is owned by <strong>Aker</strong> ASA<br />

(60 percent), the Norwegian Government<br />

(30 percent), SAAB AB (7.5 percent) and<br />

Investor AB (2.5 percent).<br />

The companies brought together to<br />

create <strong>Aker</strong> <strong>Solutions</strong> were established<br />

in the first half of the 19th<br />

century, during the Industrial<br />

Revolution. Cutting-edge technology<br />

and engineering providers from the<br />

very beginning, they delivered<br />

products including steam engines<br />

for rail and marine use and arange<br />

of industrial ironworks.<br />

Over the next 100 years, the<br />

businesses grew significantly. Inthe<br />

mid-1900s, both <strong>Aker</strong> and Kvaerner<br />

were international corporations with<br />

activities in ship building, hydro<br />

power, wood processing and other<br />

process operations, mechanical<br />

workshops and other industries.<br />

Through the 1970s, 80s and 90s,<br />

they developed their capabilities<br />

and experience as suppliers of<br />

complete solutions to offshore and<br />

onshore oil and gas and processing<br />

projects. They each grew –organically<br />

and through international<br />

acquisitions –tobeleaders in their<br />

markets.<br />

On 11 March 2002, the former<br />

Kvaerner group and the <strong>Aker</strong><br />

Maritime group (comprising the oil<br />

and gas activities of the wider <strong>Aker</strong><br />

group) were merged, and started to<br />

operate as one company under the<br />

name Kvaerner.<br />

On 29 March 2004, following<br />

arestructuring of both <strong>Aker</strong> and<br />

Kvaerner, <strong>Aker</strong> Kvaerner was<br />

established.<br />

On 3April <strong>2008</strong> <strong>Aker</strong> Kvaerner<br />

changed its name to <strong>Aker</strong> <strong>Solutions</strong>.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 3


About us<br />

Value chain<br />

An impressive portfolio of proven solutions<br />

Few contractors can match our wide portfolio of solutions for<br />

the oil, gas, energy and process industries. We have adecadeslong<br />

track record ofdeveloping and delivering complete<br />

projects, and we are the world’s leading supplier with respect<br />

to market share for most of the individual solutions we offer.<br />

<strong>Aker</strong> <strong>Solutions</strong> covers the full value chain<br />

for developing new projects, from conceptual<br />

and feasibility studies, front end design<br />

and detailed engineering through procurement,<br />

project management, fabrication, and<br />

hook-up to installation, commissioning, and<br />

lifecycle and decommissioning services.<br />

To our customers and other business<br />

partners, the benefit of our wide portfolio is<br />

our ability to assist in the selection of the<br />

concept best suited to their particular<br />

needs. This approach adds value to our<br />

customers’ businesses, and is an important<br />

part of <strong>Aker</strong> <strong>Solutions</strong>’ competitive edge.<br />

1 Concrete structure ConGas, supporting LNG<br />

storage and an LNG regasification plant<br />

2 Onshore liquefied natural gas (LNG) receiving<br />

terminals<br />

3 Power generation<br />

4 Mining and metals processing facilities<br />

5 Petrochemical/chemical processing plants<br />

6 Decommissioning, waste management and<br />

clean-up services for nuclear power facilities<br />

7 Water and wastewater treatment facilities<br />

8 Onshore gas receiving, processing and<br />

export plant<br />

9 Marine deck machinery and steering gear<br />

10 Jacket structure for shallow waters, with<br />

drilling and production facilities<br />

11 Tension leg platform for production and drilling<br />

12 Marine operations and subsea installation<br />

services<br />

13 Semisubmersible production platform for<br />

extreme water depths, may include drilling<br />

facilities<br />

14 Harsh environment CONDEEP MonoFloater,<br />

with production facilities and storage capacity<br />

15 Mooring, offshore bow loading and offloading<br />

systems<br />

16 Process systems offshore<br />

17 <strong>Aker</strong> H-6e, advanced semisubmersible drilling<br />

unit with RamRig<br />

18 Well intervention vessel<br />

19 Shallow water subsea production system<br />

20 Steel tube umbilicals<br />

21 Marine drilling risers<br />

22 Subsea processing and boosting<br />

23 Deepwater subsea production system<br />

24 Well services<br />

4<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

Value chain<br />

1<br />

18<br />

2<br />

3<br />

17<br />

13<br />

12<br />

4<br />

11<br />

14<br />

15<br />

16<br />

5<br />

10<br />

9<br />

6<br />

7<br />

19<br />

8<br />

20<br />

21<br />

22<br />

23<br />

24<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 5


About us<br />

Contents<br />

■<br />

■<br />

■<br />

About us<br />

7 Key figures <strong>2008</strong><br />

9 Goals and strategy<br />

10 Vision and values<br />

12 President &CEO interview<br />

14 Clarity, innovation and drive<br />

Our business<br />

17 Business areas<br />

18 Energy Development &Services<br />

24 Subsea<br />

30 Products &Technologies<br />

36 Process &Construction<br />

42 Anticipating change<br />

44 Health, safety and environment<br />

48 People and development<br />

52 Corporate responsibility<br />

Our performance<br />

56 Board ofDirectors’ <strong>report</strong><br />

72 <strong>Annual</strong> accounts<br />

116 <strong>Annual</strong> accounts –parent company<br />

124 Auditor’s <strong>report</strong><br />

126 Share and shareholder information<br />

130 Analytical information<br />

■<br />

Our organisation and governance<br />

132 Corporate governance<br />

136 Board ofDirectors<br />

138 Executive management team<br />

140 Company information<br />

Financial calendar 2009<br />

24 February 4th quarter results <strong>2008</strong>/<br />

preliminary annual results <strong>2008</strong><br />

2 April <strong>Annual</strong> General Meeting<br />

30 April 1st quarter results 2009<br />

13 August 2nd quarter results 2009<br />

22 October 3rd quarter results 2009<br />

26 November Capital Markets Day<br />

highlights <strong>2008</strong><br />

Achievements<br />

Subsea full field delivery to Reliance<br />

Adriatic LNG terminal delivered to ExxonMobil<br />

Five metals EPCM projects awarded in<br />

South America<br />

Four production facilities for the Kashagan field<br />

Seven drilling equipment packages to various<br />

customers<br />

Acquisitions<br />

<strong>Aker</strong> Marine Contractors AS, an international<br />

provider of marine operations and installation<br />

services to the oil and gas industry<br />

Qserv Ltd, aleading provider of well, process and<br />

pipeline services in the North Sea and international<br />

markets<br />

From <strong>Aker</strong> Kvaerner to <strong>Aker</strong> <strong>Solutions</strong><br />

<strong>Aker</strong> Kvaerner re-branded to <strong>Aker</strong> <strong>Solutions</strong> in April<br />

The new name represents asimplification and<br />

strengthening of our corporate identity and outlines<br />

our offering of comprehensive industrial solutions<br />

It identifies our connection with <strong>Aker</strong>, and<br />

communicates <strong>Aker</strong>’s long term committed<br />

ownership of our company<br />

Major contract awards<br />

Modification contracts for StatoilHydro<br />

(NOK 3.2 billion)<br />

FEED for greater Ekofisk area contract for<br />

ConocoPhillips (NOK 120 million)<br />

Refinery EPCM frame contract with Shell, Germany<br />

(EUR 100 million)<br />

LNG terminal contract for US Gulf LNG Energy JV<br />

(USD 680 million)<br />

Esperanza &Toromocho copper and gold<br />

contracts in Chile and Peru (USD 50 million)<br />

Twelve drilling equipment contracts (USD 1.4 billion)<br />

Eight drilling risers system contracts<br />

(USD 335 million)<br />

45 subsea trees contract for Petrobas, Brazil<br />

(USD 220 million)<br />

6<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

key figures <strong>2008</strong><br />

Orders and results <strong>2008</strong> 2007 2006<br />

Order backlog 31.12 NOK mill 58 016 58 261 59 695<br />

Order intake NOK mill 55 590 57 942 62 271<br />

Operating revenues NOK mill 58 252 57 957 50 592<br />

EBITDA NOK mill 3382 3913 2872<br />

EBITDA margin Percent 5.8 6.8 5.7<br />

Net profit NOK mill 1513 2464 1294<br />

Cash flow <strong>2008</strong> 2007 2006<br />

Cash flow from operating activities NOK mill -868 2675 2636<br />

Balance sheet <strong>2008</strong> 2007 2006<br />

Interest-bearing debt NOK mill 6716 1615 1568<br />

Equity ratio Percent 20.1 25.5 25.8<br />

Return onequity Percent 17.6 33.9 46.7<br />

Return oncaptial employed Percent 8.8 17.0 12.5<br />

Share <strong>2008</strong> 2007 2006<br />

Share price 31.12 NOK 45.00 144.50 155.60<br />

Dividend per share NOK 1.60 3.00 8.00<br />

Earnings per share NOK 5.34 8.84 4.53<br />

Employees <strong>2008</strong> 2007 2006<br />

Employees 31.12 Full time equivalents 23 360 21 298 19 230<br />

HSE <strong>2008</strong> 2007 2006<br />

Lost time incident frequency Per mill worked hours 0.93 0.68 1.00<br />

Sick leave rate Percent of work hours 2.27 2.41 2.28<br />

1) Incl. subordinated loan<br />

Operating revenues<br />

Amounts in NOK million<br />

EBITDA<br />

Amounts in NOK million<br />

Order intake<br />

Amounts in NOK million<br />

Order backlog<br />

Amounts in NOK million<br />

ED&S 22 684<br />

ED&S -475<br />

ED&S 16 681<br />

ED&S 18 315<br />

Subsea 11 206<br />

Subsea 1228<br />

Subsea 11 466<br />

Subsea 11 876<br />

P&T 14 216<br />

P&T 1448<br />

P&T 16 121<br />

P&T 14 705<br />

P&C 10 702<br />

P&C 904<br />

P&C 11 291<br />

P&C 13 300<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 7


About us<br />

<br />

The preferred<br />

partner<br />

8<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

Goals and strategy<br />

<strong>Aker</strong> <strong>Solutions</strong>’ goals<br />

and strategy<br />

<strong>Aker</strong> <strong>Solutions</strong>’ vision is to be the preferred partner<br />

for solutions in the energy and process industries<br />

through:<br />

Targeting selected areas and markets where we<br />

can apply our unique skill sets in field development,<br />

operations and maintenance services<br />

Cold climates<br />

Harsh environments<br />

Deeper waters<br />

Creating the preferred subsea lifecycle partner<br />

Be closer to thecustomercore, move towardsthe well stream and reservoir<br />

Combine offerings and technology leadership throughout the subsea<br />

value chain<br />

Achieve profitable growth<br />

Developing further unique technologies and<br />

know-how<br />

Advanced drilling and subsea products<br />

Technologies for floating production<br />

Grow Process &Construction in Asia and South America<br />

Continuing to grow our service business<br />

Product- and technology-based services<br />

Well intervention and processing services<br />

Lifecycle offering in partnership with the customer<br />

Increasing the efficiency and flexibility of our<br />

cost base<br />

Risk management and project execution<br />

Improvement programmes and cost consciousness<br />

Sound financial management<br />

Continuing to enhance health, safety and<br />

environmental (HSE) performance<br />

Further develop our Just Care HSE culture<br />

Continue to improve our responsibilities as acorporate citizen<br />

Be apreferred employer in our markets<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 9


About us<br />

Vision and values<br />

Vision and values<br />

In any organisation, values are<br />

essential for building trust –in<br />

each other, inour partners, in<br />

our customers and with society.<br />

All the <strong>Aker</strong> companies share<br />

acommon set of values –<br />

the compass that guides our<br />

policies, our operations and,<br />

ultimately, our behaviour.<br />

HSE mindset Customer drive Delivering results<br />

We take personal responsibility for<br />

HSE because we care<br />

All incidents can beprevented. Westrive<br />

continuously for zeroaccidents to personnel,<br />

material and non-material assets. We focus<br />

on employee health and on continuously<br />

improving the work environment.<br />

We conduct our operations through<br />

efficient use of materials and energy, with<br />

minimum waste and damage to the environment.<br />

We design products and services to<br />

have no undue environmental impact, to<br />

be safe and to be efficient in consuming<br />

energy and natural resources. We seek to<br />

ensure that our products can be recycled<br />

or disposed of safely.<br />

“We take personal responsibility for<br />

HSE because we care about people, the<br />

environment and our company.”<br />

Just Care<br />

Building customer trust iskey to<br />

our business<br />

After all, without customer trust and satisfaction,<br />

the rest doesn’t matter. Good<br />

customer references build our reputation –<br />

and the only way to achieve this is by<br />

consistent and predictable performance.<br />

Our customers will recognise us for our<br />

global execution excellence. We find new<br />

ways, always linked to real customer needs<br />

and business priorities.<br />

We deliver consistently and strive to<br />

beat our goals<br />

When doing ajob, weunderstand both the<br />

risks and the opportunities involved and<br />

know how to manage them. We take pride<br />

in delivering as we promise.<br />

Making money creates new opportunities<br />

and the resources for going forward,<br />

both for us and for our customers and partners.<br />

Commercial edge benefits us all.<br />

We reward performance – what you<br />

achieve; and alignment with our values –<br />

how you behave.<br />

10<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

Vision and values<br />

Our vision is to be the preferred<br />

partner for solutions in the<br />

energy and process industries<br />

through living our values.<br />

Hands-on management Open and direct dialogue People and teams<br />

We know our business and get<br />

things done<br />

Once decisions are made we combine all<br />

our efforts and focus all our energies on<br />

execution.<br />

We are accountable and solutionsoriented,<br />

focusing on the right details at<br />

the right time. We follow through and<br />

ensure accountability.<br />

We believe in empowering people close<br />

to the action to take responsibility. Handson<br />

does not mean hands-in.<br />

We stimulate entrepreneurship and<br />

challenge bureaucracy, complicated hierarchies<br />

and ‘silo’ mentalities. We are a<br />

single company.<br />

We encourage early and honest<br />

communication<br />

We listen hard and talk straight: no sugar<br />

coating, no filters.<br />

We value early, accurate and reliable<br />

communication –after all, the first problem<br />

we encounter is usually the easiest one to<br />

cope with.<br />

We challenge each other. The best<br />

decisions aremade when different opinions<br />

and different cultures meet in open and<br />

direct dialogue.<br />

We expect the highest standards of<br />

ethical behaviour and integrity –from all of<br />

us, everywhere.<br />

All our major achievements are<br />

team efforts<br />

In theend,itcomes down to thetalentand<br />

motivation of youand me. Delivering strong<br />

results is impossible without a highly<br />

capable workforce. We learn onthe job,<br />

through challenging tasks, coaching and<br />

training.<br />

Development of people and teams in<br />

our company has one purpose –tocreate<br />

afoundation for long-term sustainable value<br />

creation through efficient project execution<br />

and asound business operation.<br />

We respect and encourage diversity<br />

and build strong, energised and effective<br />

teams –and we have fun together, making<br />

us even better.<br />

Our goal is to be the preferred employer<br />

in our industry.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 11


About us<br />

President &CEO interview<br />

12<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

President &CEO interview<br />

Customer driven<br />

In January <strong>2008</strong>, Simen Lieungh was appointed President &CEO of<br />

<strong>Aker</strong> <strong>Solutions</strong>. The former <strong>Aker</strong> Kvaerner executive vice president and<br />

20-year company veteran has spent his first year restructuring the<br />

company’s operations, positioning <strong>Aker</strong> <strong>Solutions</strong> to anticipate key<br />

market trends. We sat down with Lieungh to ask him about his thoughts<br />

looking back at <strong>2008</strong>, and the way forward.<br />

How would you describe the company’s<br />

performance in <strong>2008</strong>?<br />

“<strong>2008</strong> has been agood year for us. Iam<br />

very satisfied with the way we continue to<br />

improve our HSE performance. Incident<br />

rates and sick leave remain low, and our<br />

serious injuries are down compared<br />

to 2007. That proves our Just Care<br />

programme works, and is helping us<br />

improve our business. In terms of major<br />

achievements Iwould also like to highlight<br />

our full subsea field delivery to Reliance;<br />

the Adriatic LNG project delivered to<br />

ExxonMobil; the award of five metals<br />

EPCM projects in South America; the<br />

delivery of four production facilities for the<br />

Kashagan project; and the delivery of<br />

seven drilling equipment packages. With<br />

regards to our financial performance, we<br />

regrettably ended the year disappointing<br />

our investors. We failed to meet our ambitious<br />

targets because of issues related to<br />

two key projects in our portfolio. That said,<br />

we should not lose sight of the fact that the<br />

EBITDA result for <strong>2008</strong> is the second best<br />

in our company’shistory.Weentered 2009<br />

with asolid balance sheet, good liquidity<br />

and no additional financing requirements.<br />

We also remain confident that we will<br />

achieve the financial targets set for 2009.”<br />

An important development in <strong>2008</strong> has<br />

been the internal reorganisation of <strong>Aker</strong><br />

<strong>Solutions</strong>’ business areas. Why did you<br />

decide to merge the Field Development<br />

and Maintenance, Modifications and<br />

Operations (MMO) business areas into<br />

the new Energy Development &Services<br />

(ED&S)?<br />

“Our customers are increasingly looking at<br />

the development and maintenance of their<br />

fields as one large, integrated operation.<br />

At the same time, offshore oil and gas<br />

developments are moving towards deeper<br />

waters and harsher environments. We<br />

believe that these new perspectives will<br />

gradually change our customers’ buying<br />

patterns. By merging our Field Development<br />

and MMO businesses into one, we<br />

believe that we have created a unique<br />

combination of technologies, services and<br />

solutions that will meet the developments<br />

in our customers’ demands better than<br />

ever before.”<br />

The second step involved arepositioning<br />

of <strong>Aker</strong> <strong>Solutions</strong>’ Subsea and Products<br />

& Technologies (P&T) business areas.<br />

What was the rationale behind that?<br />

“We decided to do this to reinforce our<br />

offering throughout the value chain of<br />

subsea technologies, products and services.<br />

Against the backdrop of a record order<br />

backlog and further opportunities in the<br />

drilling market, we also resolved to align<br />

our offering of drilling solutions, topside<br />

technology products and services in a<br />

restructured P&T. Asaconsequence our<br />

marine operations, well service and geological<br />

consultancy business units were<br />

integrated into our Subsea business area,<br />

while the drilling risers business was<br />

reorganised into P&T.”<br />

<strong>2008</strong> seems to have been a year of<br />

significant change in <strong>Aker</strong> <strong>Solutions</strong>.<br />

How would you describe the process?<br />

“I am very satisfied with how effectively<br />

we’ve managed to reorganise our business.<br />

It is inspiring to see how adaptive we<br />

are as an organisation, and it’s also a<br />

strength that we manage these changes<br />

without losing focus on what we deliver<br />

every day. The best companies in our<br />

industries are the ones that are capable of<br />

constantly adapting to change, both in<br />

their markets and the wider economy.”<br />

Considering the ongoing downturn in<br />

the world economy, how do you look at<br />

the future?<br />

“It is too early to say how the financial crisis<br />

will impact our business and our markets,<br />

and it is still unclear how long it will last.<br />

But we have been through crises before,<br />

and the key changes we initiated in <strong>2008</strong><br />

have given us ahead start in facing the<br />

global downturn. Early in the year we made<br />

further improvements to the flexibility of<br />

our cost base as part of our effort to<br />

strengthen our competitiveness and adapt<br />

to market developments. As aresult, when<br />

the crisis hit, we werealready implementing<br />

measures that would soon prove necessary<br />

right across our industries –and identifying<br />

further opportunities to reduce costs will<br />

continue to be an integral part of our<br />

agenda in 2009. We also won anumber of<br />

significant contracts in <strong>2008</strong>, securing a<br />

solid foundation for the medium term. Iam<br />

confident that, while short-term activity<br />

levels might slow down, the fundamental<br />

drivers of demand in our markets will lead<br />

to long-term growth in our business.”<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 13


About us<br />

Clarity, innovation and drive<br />

Clarity, innovation and drive<br />

In January 2009 <strong>Aker</strong> <strong>Solutions</strong> held its annual Operating<br />

Managers’ Conference (OMC), bringing its executive<br />

management team together with some 200 other leaders from<br />

its international operations. At the OMC these leaders work<br />

together to share best practice, discuss opportunities and<br />

challenges and get aligned for the year ahead.<br />

<strong>Aker</strong> <strong>Solutions</strong> entered 2009 with a<br />

restructured organisation, prepared for<br />

new trends in its markets and in its<br />

customers’ behaviours, and set to respond<br />

effectively to the increased uncertainties in<br />

the global economy. The OMC provided<br />

the opportunity for its new executive<br />

management team –restructured like the<br />

company and with asimilar track recordof<br />

long-term excellence –toset the direction<br />

for all the leaders who, together, share<br />

the responsibility of delivering on the<br />

company’s vision: to be the preferred<br />

partner.Focusing on what it takes to realise<br />

that vision, the theme of this year’s<br />

conference was clarity, innovation and<br />

drive.<br />

Our leaders’ ability to identify the needs<br />

of each of <strong>Aker</strong> <strong>Solutions</strong>’ individual<br />

customers –and the commercial edge to<br />

understand the opportunities those needs<br />

create –isall about clarity. The capacity<br />

for innovation is key to the continuous<br />

improvement of our competitive position –<br />

to developing and commercialising novel<br />

technologies and new solutions to our<br />

customers’ needs while ensuring that our<br />

company performs better, day after day.<br />

Developing <strong>Aker</strong> <strong>Solutions</strong> and delivering<br />

on our strategy requires drive – the<br />

commitment that secures predictable,<br />

excellent performance meeting the expectations<br />

of all our investors, customers,<br />

employees and other stakeholders.<br />

Clarity, innovation and drive are the<br />

“brand values” of <strong>Aker</strong> <strong>Solutions</strong>, encapsulated<br />

in our new identity and endorsed by<br />

President &CEO Simen Lieungh and his<br />

executive management team.<br />

The executive management team at<br />

<strong>Aker</strong> <strong>Solutions</strong>’ Operating Managers’<br />

Conference 2009.<br />

14<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


About us<br />

Clarity, innovation and drive<br />

Executive management team<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Simen Lieungh<br />

President &CEO<br />

Niels Didrich Buch<br />

Chief of Staff &EVP<br />

Leif Borge<br />

CFO &EVP<br />

Energy Development<br />

&Services<br />

Jarle Tautra<br />

EVP<br />

Subsea<br />

Mads Andersen<br />

EVP<br />

Products &Technologies<br />

Per Harald Kongelf<br />

EVP<br />

Process &Construction<br />

Gary Mandel<br />

EVP<br />

For more information about the<br />

executive management team’s<br />

background, refer to page 138.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 15


Our business<br />

<br />

Our business<br />

16<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Business areas<br />

business areas<br />

Energy Development &Services<br />

ED&S develops new oil and gas production facilities<br />

offshore and on land, as well as lifecycle<br />

services for the operational phase of such<br />

installations. The business area delivers the full value<br />

chain from studies, front-end design and detailed<br />

engineering, through procurement, project management,<br />

fabrication and hook-up, to installation,<br />

maintenance and modifications.<br />

Page 18<br />

Subsea<br />

Aglobal provider across the value chain of subsea<br />

and sub-surface technologies, solutions and services.<br />

Our offerings cover all phases of the life of fields, from<br />

concept screening and design through manufacturing<br />

and commissioning to operational support and maintenance<br />

services. Our ability as aprovider of subsea<br />

production systems is backed by an extensive portfolio<br />

of additional capabilities such as well services,<br />

marine operations including installation, and geological<br />

services.<br />

Page 24<br />

Products &Technologies<br />

Aleading global provider of specialised products and<br />

services to the upstream oil and gas industry,based on<br />

proprietary technology and know-how.Key deliverables<br />

include advanced drilling equipment, systems and<br />

risers, upstream processing technology and mooring<br />

systems, as well as loading and offloading technology.<br />

Page 30<br />

Process &Construction<br />

A global provider of management, design and<br />

construction of major projects across refining, petrochemical<br />

processing and biorefinery,mining and metals,<br />

liquefied natural gas (LNG), gas- and coal-fired power<br />

generation, acid plants, nuclear cleanup services and<br />

water treatment.<br />

Page 36<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 17


Our business<br />

Energy Development &Services<br />

Energy Development<br />

&Services<br />

18<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Energy Development &Services<br />

Positioned for the future<br />

The Energy Development &Services (ED&S) business area<br />

develops new oil and gas production facilities, both offshore and<br />

onshore, and delivers operational services for the entire lifecycle of<br />

such facilities.<br />

Highlights <strong>2008</strong><br />

Successful delivery of the<br />

world’s first offshore receiving<br />

and regasification terminal for<br />

liquefied natural gas -the<br />

Adriatic LNG project<br />

Construction of the world’s<br />

most advanced semisubmersible<br />

drilling rigs, the<br />

<strong>Aker</strong> Spitsbergen and <strong>Aker</strong><br />

Barents of <strong>Aker</strong> H-6e design<br />

Long-term repeat business for<br />

maintenance and modifications<br />

work in the North Sea<br />

Front-end engineering and<br />

design (FEED) contract for<br />

substantial work on the Greater<br />

Ekofisk Area, one of the major<br />

upcoming redevelopments on<br />

the Norwegian Continental Shelf<br />

Contract award injoint venture<br />

with partners WorleyParsons<br />

and Chicago Bridge &Iron<br />

(CB&I) for full field development<br />

FEED for the Kashagan<br />

development<br />

Merger of two business areas to<br />

create Energy Development &<br />

Services, apowerful, focused<br />

engineering and technology,<br />

fabrication and installation force<br />

with aflexible cost base<br />

Development EBITDA<br />

NOK million<br />

1500<br />

Proven track record<br />

With experience from more than 20 percent<br />

of the oil and gas related floater designs in<br />

the world, few if any contractors can match<br />

our wide portfolio of solutions and services<br />

across segments including floaters,<br />

concrete and arctic technologies. We have<br />

50 percent of our home market on the<br />

Norwegian Continental Shelf in both new<br />

build developments and maintenance and<br />

modifications services. Within the maintenance<br />

and modifications arena, <strong>Aker</strong><br />

<strong>Solutions</strong> is the only major contractor that<br />

has apresence in both the Norwegian and<br />

the UK markets.<br />

Over the years we have achieved a<br />

strong position in the northern Caspian<br />

region, most recently through our work on<br />

phase one of the giant Kashagan field offshore<br />

Kazakhstan.<br />

We are well positioned for upcoming<br />

field developments in the Arctic region,<br />

including projects like the concrete gravity<br />

base structure for Sakhalin Ionthe east<br />

coast of Russia; the large gas field development,<br />

Shtokman, in the Barents Sea; and<br />

for developments in the deepwater region<br />

of the Gulf of Mexico.<br />

Close toour customers<br />

The business area maintains astrong base<br />

in Norway. Three main engineering and<br />

management centres are located in Oslo,<br />

Stavanger and Bergen, while smaller<br />

offices are kept close to our key customers’<br />

operational centres. Three fully-owned<br />

construction yards on the coast of Norway,<br />

in Egersund, Stord and Verdal, are strategically<br />

located on the doorstep of the<br />

North Sea market.<br />

Internationally, wehave afull fledged<br />

service base in Aberdeen in the UK and<br />

have established local offices in Attyrau<br />

and Aktau in Kazhakstan. Remaining close<br />

to our customers we also have engineering<br />

offices in Houston in the US, Perth in<br />

Australia, St. Johns in Canada, Kuala<br />

Lumpur in Malaysia and Pori in Finland.<br />

The power to deliver<br />

ED&S had an annual revenue of NOK<br />

22 684 million and 8 542 employees at<br />

year end <strong>2008</strong>. This powerful resource<br />

includes 4000 engineers as well as avast<br />

pool of 3600 skilled operators. In <strong>2008</strong> we<br />

also engaged an average of approximately<br />

4000 contract staff.<br />

Our three construction yards operate<br />

individually as centres of excellence for<br />

different construction tasks and, when<br />

combined with our engineering and<br />

management resources, are astrong EPC<br />

turnkey supplier for small and large<br />

projects.<br />

Changing with our customers<br />

In March <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> decided<br />

to combine the strengths and streamline<br />

the operations of the previous business<br />

areas Maintenance, Modifications and<br />

Operations (MMO) and Field Development<br />

(FD). The new business area, ED&S,<br />

became operational on 1September <strong>2008</strong>.<br />

Our large international organisation<br />

of skilled engineers, proven project<br />

managers and experienced operators<br />

is recognised for its ability to see<br />

opportunities, for adding value to customer<br />

businesses and for its predictable<br />

deliveries. The new organisation is tailored<br />

1200<br />

900<br />

600<br />

Key figures ED&S <strong>2008</strong> 2007 2006<br />

300<br />

0<br />

-300<br />

-600<br />

2006<br />

2007<br />

<strong>2008</strong><br />

Operating revenue NOK mill 22 684 24 921 24 594<br />

EBITDA NOK mill -475 1391 1244<br />

EBITDA margin Percent -2.1 5.6 5.1<br />

Order intake NOK mill 16 681 19 792 24 717<br />

Order backlog 31.12 NOK mill 18 315 24 317 29 764<br />

Number of employees 31.12 Man years 8542 8163 8493<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 19


Our business<br />

Energy Development &Services<br />

Entering the European windmill<br />

market. In <strong>2008</strong> <strong>Aker</strong> <strong>Solutions</strong><br />

delivered six substructures for the first<br />

German offshore test field “Alpha<br />

Ventus”. The 700 tonne, 45 metre<br />

substructures will be installed ata<br />

water depth of approximately 30<br />

metres.<br />

for increased international operations<br />

and will leverage new build activities to<br />

win maintenance and modifications work<br />

on awider scale.<br />

Competitive advantages<br />

Deepwater challenges, arctic conditions<br />

and harsh environments are typical of our<br />

home market, making us apreferred partner<br />

for international developments with<br />

similar characteristics. Floating production<br />

technologies, marine concrete structures,<br />

the gas value chain and particularly<br />

complex multidiscipline developments are<br />

all key areas of our expertise.<br />

This unique expertise is part of the basis<br />

for our delivery of the Gjøa semisubmersible<br />

production platform to StatoilHydro in<br />

2010.<br />

Ready for harsher environments<br />

Oil companies are concentrating their<br />

exploration activities and new develop-<br />

Long term repeat business in maintenance and modifications<br />

High oil prices over the last few<br />

years have driven the development<br />

of the maintenance and<br />

modifications market in the North<br />

Sea. Where once the debate was<br />

dominated by tail end production,<br />

cost saving programmes and<br />

decommissioning, the focus<br />

today is on developing existing<br />

infrastructure through annual<br />

investments of up to NOK 100<br />

billion. Low pressure production,<br />

tie-ins, safety upgrades and<br />

extended lifetime upgrades are<br />

all examples of projects within the<br />

maintenance and modification<br />

portfolio aimed at extending<br />

fields’ production lifetimes by up<br />

to 30 years.<br />

With a50percent shareofthis market<br />

in the North Sea, <strong>Aker</strong> <strong>Solutions</strong><br />

plays asignificant role. In <strong>2008</strong> we<br />

succeeded in releasing options for<br />

repeat work on two significant<br />

contracts: Tampen and Statfjord<br />

Late Life.<br />

Ensuring high productivity<br />

on nine platforms in the<br />

Tampen area<br />

In the Tampen area, outside mid<br />

Norway, our scope of maintenance<br />

and modification work now includes<br />

nine platforms in the Gullfaks, Snorre,<br />

Statfjordand Vigdis fields. We deliver<br />

approximately 1.8 million manhours<br />

each year and ensurehigh productivity<br />

and safe operations for these giant<br />

platforms –all but one constructed<br />

by <strong>Aker</strong> <strong>Solutions</strong> over the last 30<br />

years. In July,options werereleased<br />

by StatoilHydro to<strong>Aker</strong> <strong>Solutions</strong><br />

extending the work to 2011. The<br />

contract for the whole area was<br />

established in 2002 and, if all options<br />

aredeclared, will run to March 2013.<br />

Rebuilding Statfjord from<br />

oil to gas production<br />

The Statfjord field, discovered in<br />

1974, has been one of the key oil<br />

producers in the North Sea. Through<br />

aseparate contract from April 2005,<br />

StatfjordLate Life, <strong>Aker</strong> <strong>Solutions</strong><br />

has taken on the challenge of<br />

rebuilding the StatfjordBand C<br />

platforms from oil production to the<br />

production of gas. In December<br />

<strong>2008</strong>, options were released by<br />

StatoilHydrofor phase three of the<br />

contract, extending the work to 2011.<br />

By exercising their options on these<br />

two contracts, our customer,<br />

StatoilHydro, shows their satisfaction<br />

with the services we provided in the<br />

first phases of the strategically<br />

important Statfjord Late Life and<br />

Tampen projects.<br />

Long term contract.<br />

Our contract with<br />

StatoilHydro for the<br />

Tampen area lasts until<br />

March2011, with options<br />

to extend to March<br />

2013. This long term<br />

involvement creates the<br />

basis for developing a<br />

close alignment<br />

between customer and<br />

contractor.<br />

20<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Energy Development &Services<br />

“We are well positioned for the<br />

major developments in our target<br />

markets”<br />

ments in ever deeper waters and harsher<br />

environments. US Geological Survey anticipates<br />

that up to 25 percent of the world’s<br />

unproven reserves are tobefound in the<br />

Arctic and surrounding regions. For us this<br />

represents agreat opportunity, since field<br />

developments for arctic conditions,<br />

environmentally sensitive areas and deep<br />

waters are our core competence.<br />

New achievements and repeat<br />

business<br />

Our construction of the world’s most<br />

advanced semisubmersible drilling rigs,<br />

the <strong>Aker</strong> Spitsbergen and <strong>Aker</strong> Barents,<br />

and the construction and installation of the<br />

world’s first offshore terminal for the<br />

receiving and regasification of liquefied<br />

natural gas, stand out in <strong>2008</strong>. Both<br />

projects rank as international milestones.<br />

In September, ConocoPhillips awarded<br />

us a front-end engineering and design<br />

(FEED) contract covering the first three<br />

phases of asignificant part of the Greater<br />

Ekofisk Area, including FEED work for two<br />

platform topsides, three jackets, bridges<br />

and substructures.<br />

In the Caspian region we hold astrong<br />

position in the ongoing phase one development<br />

of the giant Kashagan field offshore<br />

Kazakhstan. During <strong>2008</strong> we delivered four<br />

topsides and utility modules from our own<br />

yards. We also mobilised for alarger role in<br />

the hook-up phase of the field modules,<br />

employing more than 1400 people on the<br />

project by the end of <strong>2008</strong>.<br />

In joint venture with CB&I and Worley-<br />

Parsons, we received aletter of intent from<br />

Agip KCO in October, followed by a<br />

contract award in December for FEED<br />

services for phase two of the full-field<br />

development of the Kashagan field. The<br />

scope of work includes both onshore and<br />

offshore facilities and pipelines. It also<br />

includes options for further involvement in<br />

following phases as well as neighbouring<br />

field developments.<br />

The maintenance and modifications<br />

market has along term, steady level of<br />

investment in order to maintain safe and<br />

efficient operations, increase recovery<br />

rates and ensure compliance with local<br />

regulations. Activity within this market has<br />

been high in <strong>2008</strong> with significant repeat,<br />

long term business. Our maintenance and<br />

modifications contract at Tampen covers<br />

nine platforms and employs 500 engineers.<br />

StatoilHydro released two options under<br />

this contract to <strong>Aker</strong> <strong>Solutions</strong> in July <strong>2008</strong>.<br />

In December <strong>2008</strong>, an option under the<br />

Statfjord Late Life project was exercised,<br />

extending work on the Statfjord Band C<br />

topsides to 2011.<br />

Goals and objectives for 2009<br />

Our main emphasis is on growing the business<br />

by maintaining our North Sea market<br />

share, expanding in the international<br />

market and strengthening our technology<br />

base. We will secure our share ofthe:<br />

growing gas market<br />

field life extensions for North Sea<br />

facilities<br />

emerging floating LNG market<br />

growing deepwater market<br />

emerging opportunities in arctic areas<br />

stable North Sea development market<br />

expanding northern Caspian Sea<br />

activities<br />

sustainable shallow water business<br />

in South East Asia<br />

Strong fundamentals<br />

Due tothe global financial crisis evolving<br />

in <strong>2008</strong>, weexpect to see some delays in<br />

awarding new build projects in 2009. However,<br />

the long term outlook for strategic<br />

new build activities is still promising and<br />

we are well positioned for the major<br />

developments in all our target markets. We<br />

expect continued high demand for maintenance<br />

and modifications services in 2009.<br />

Gjøa –anFPS with environmental<br />

focus. Our unique floating platform<br />

expertise ispart ofthe basis for our<br />

delivery of the Gjøa platform to<br />

StatoilHydro in 2010. Gjøa will be the<br />

second field off Norway tobe<br />

powered by hydroelectric power<br />

transmitted via cable from land. This<br />

will reduce carbon emissions.<br />

Developing the Kashagan field.<br />

We are playing asignificant part in<br />

developing one of the world’s largest<br />

oil fields, the Kashagan field inthe<br />

Caspian Sea. In this demanding field<br />

development wedemonstrate our<br />

competitive strength inoffshore technology<br />

inenvironmentally sensitive<br />

areas and for harsh climatic<br />

conditions.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 21


Our business<br />

Energy Development &Services<br />

Apioneer project in LNG<br />

<strong>Aker</strong> <strong>Solutions</strong> designed and<br />

managed the development of the<br />

Adriatic liquefied natural gas<br />

(LNG) facility, the world’s first<br />

offshore LNG receiving and<br />

regasification terminal, for<br />

ExxonMobil. Our scope covered<br />

the entire terminal project including<br />

engineering, procurement,<br />

construction management,<br />

assembly and hook-up, marine<br />

operations and offshore completion.<br />

The terminal consists of a<br />

concrete gravity base structure<br />

(GBS), two LNG tanks, topsides<br />

facilities and two concrete<br />

mooring dolphins. Tenpercent of<br />

Italy’s gas consumption will be<br />

supplied from this man-made<br />

island.<br />

The Adriatic LNG terminal is the<br />

first of its kind and represents an<br />

international milestone. All previous<br />

LNG terminals have been installed<br />

onshore. This pioneer project has<br />

been made possible by combining<br />

<strong>Aker</strong> <strong>Solutions</strong>’ leading marine concrete<br />

technology and regasification<br />

expertise with our broad offshore<br />

experience.<br />

The terminal was constructed<br />

and assembled in adry dock in<br />

Pioneer project delivered in <strong>2008</strong>. The world’s first offshore receiving and regasification<br />

terminal for LNG has been made possible by combining our world<br />

leading marine concrete technology with our regasification expertise and broad<br />

offshore experience.<br />

Algeciras, Spain. Then we relocated<br />

the entire structure, towing it to the<br />

final destination in the Adriatic Sea,<br />

17 km off the coast of Venice in<br />

Italy. The location was chosen with<br />

the particular aim of ensuring the<br />

terminal is not visible from shore.<br />

Moving the completed terminal<br />

from Spain to Italy was amajor<br />

marine operation, carried out by<br />

<strong>Aker</strong> <strong>Solutions</strong>. The 1700 nautical<br />

mile trip to the Adriatic took three<br />

weeks and used four large, oceangoing<br />

tugs.<br />

The project focus following<br />

installation has been on the hookup<br />

and completion works for the<br />

topsides. Initial operation of the<br />

terminal –LNG cool-down –is<br />

planned for the first quarter of<br />

2009.<br />

The terminal will be owned and<br />

operated by Adriatic LNG, ajoint<br />

venturecomprising 45 percent Qatar<br />

Petroleum, 45 percent ExxonMobil<br />

and ten percent Edison.<br />

Drilling into the future<br />

<strong>Aker</strong> <strong>Solutions</strong>’ assembly yard at<br />

StordinNorway dedicated most<br />

of <strong>2008</strong> to completing the two<br />

<strong>Aker</strong> H-6e “extreme” drilling rigs,<br />

<strong>Aker</strong> Spitsbergen and <strong>Aker</strong> Barents<br />

for customer <strong>Aker</strong> Drilling. They<br />

are the biggest, most advanced<br />

semisubmersible drilling rigs in<br />

the world and can operate for<br />

decades to come in the world’s<br />

most challenging waters.<br />

The <strong>Aker</strong> H-6e design is intended<br />

both for worldwide deepwater operations<br />

and for harsh environments.<br />

It is configured for dynamic positioning<br />

in water depths of up to 3000<br />

metres. The designers’ environmental<br />

goals have been that there<br />

will be no harmful discharges from<br />

the rigs to the sea and very low<br />

emissions to the atmosphere. The<br />

rigs are designed to use so-called<br />

“green” chemicals, substances<br />

without harmful effects on the<br />

environment, and are equipped<br />

with state-of-the-art waste<br />

management systems.<br />

The rigs are also fully winterised:<br />

their equipment and systems can<br />

operate down to -20°C. Fully heated<br />

and air-conditioned living quarters,<br />

with single bed cabins as well as<br />

dining and recreational facilities,<br />

make the working environment<br />

onboard the rigs unique.<br />

With our new generation of drilling<br />

rigs, <strong>Aker</strong> <strong>Solutions</strong> enables the offshoredrilling<br />

industry to operate in a<br />

safe and environmentally friendly way<br />

in the most challenging surroundings.<br />

At the project’s peak, around<br />

4500 people from 40 nations were<br />

involved in the assembly. With such<br />

alarge, multinational work force,<br />

communication was areal challenge.<br />

To meet the challenge, the project<br />

embraced four “official” languages:<br />

Norwegian, English, Polish and<br />

Russian.<br />

State-of-the-art drilling rigs. The <strong>Aker</strong> H-6e semisubmersible rigs are the<br />

world’s most advanced drilling units, tailored to operate safely in harsh<br />

environments and ultra deep waters.<br />

22<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Energy Development &Services<br />

1<br />

9<br />

8<br />

7<br />

2<br />

6<br />

3<br />

5<br />

4<br />

1 Tension leg platform for production and drilling<br />

2 Onshore gas receiving, processing and export<br />

plant<br />

3 CO 2 capture plant offlue gas from el-power<br />

production<br />

4 Jacket structure for shallow waters, with drilling<br />

and production facilities<br />

5 Harsh environment CONDEEP MonoFloater,<br />

with production facilities and storage capacity<br />

6 Concrete structure ConGas, supporting LNG<br />

storage and an LNG regasification plant<br />

7 Wind turbinefoundations forshallow waterlocations<br />

8 <strong>Aker</strong> H-6e, the world’s largest and most advanced<br />

drilling semisubmersible<br />

9 Semisubmersible production platform extreme<br />

water depths –may include drilling facilities<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 23


Our business<br />

Subsea<br />

Subsea<br />

24<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Subsea<br />

Subsea lifecycle partner<br />

<strong>Aker</strong> <strong>Solutions</strong> is one of the world’s top four providers of subsea<br />

systems and related services. We aim to be apreferred partner<br />

throughout the value chain of subsea and sub-surface<br />

technologies, solutions and services for the oil and gas industry.<br />

Highlights <strong>2008</strong><br />

Record high activity and<br />

financial performance following<br />

strong market development<br />

Successful expansion and<br />

restructuring of Subsea<br />

business area to reinforce our<br />

position throughout the value<br />

chain of subsea and subsurface<br />

technologies, solutions<br />

and services<br />

First oil produced at Reliance<br />

Industries’ MA-D6 field offshore<br />

India<br />

Strengthened market position in<br />

Brazil through frame agreement<br />

with Petrobras for 45 subsea<br />

trees plus first pre-salt layer<br />

contract for the Tupi field<br />

Long term subsea equipment<br />

frame agreements signed with<br />

Shell (Malaysia and UK), Murphy<br />

Exploration &Production<br />

Company (Gulf of Mexico) and<br />

BP (Angola and UK)<br />

Well Intervention Academy<br />

opened in Stavanger, Norway<br />

Key investment made through<br />

acquisition of Qserv Ltd, aleading<br />

well service company operating<br />

on the UK continental shelf<br />

Achieved 100 percent<br />

ownership in <strong>Aker</strong> Marine<br />

Contractors AS, and second<br />

deepwater construction vessel<br />

put into operation<br />

Development EBITDA<br />

NOK million<br />

1500<br />

Our offerings cover all phases of the life of<br />

field, from concept screening and design<br />

through manufacturing, fabrication, installation<br />

and commissioning to operational<br />

support, maintenance and services. Our<br />

capabilities areavailable either as individual<br />

products and services or as complete<br />

engineering, procurement, construction<br />

and installation (EPCI) deliveries. Our portfolio<br />

of products and services includes:<br />

reservoir evaluation services<br />

subsea field development<br />

subsea production systems<br />

subsea trees<br />

subsea control systems<br />

subsea manifolds and templates<br />

steel tube umbilicals and subsea<br />

power cables<br />

subsea processing and boosting<br />

technologies<br />

tie-in and connection systems<br />

surface and subsea wellheads<br />

marine operations and subsea<br />

installation services (SURF)<br />

subsea lifecycle service support<br />

well intervention technologies and<br />

services<br />

The restructured business area employs<br />

approximately 6250 skilled and dedicated<br />

people, including 1000 contract staff, based<br />

in 26 locations around the world.<br />

Our headquarters are located in Oslo,<br />

Norway. Wehave regional sales and engineering<br />

offices, as well as manufacturing<br />

and service facilities, near all the key oil and<br />

gas hubs and deepwater regions in the<br />

world, including the Gulf of Mexico, the<br />

North Sea, West Africa, Brazil and the Asia<br />

Pacific region –including India, Malaysia<br />

and Australia.<br />

In <strong>2008</strong>, we had operating revenues of<br />

NOK 11 206 million, an increase of 13.8<br />

percent compared to 2007, and an EBITDA<br />

of NOK 1228 million, an increase of 27.9<br />

percent from 2007.<br />

Lifecycle partner<br />

Our ability as afull lifecycle provider for<br />

subsea field developments is unrivalled in<br />

the marketplace.<br />

An internal restructuring, announced in<br />

September <strong>2008</strong>, combined all of <strong>Aker</strong><br />

<strong>Solutions</strong>’ subsea production system technologies,<br />

marine installation capabilities<br />

and sub-surface know-how, technologies<br />

and services, including well intervention,<br />

into one business area.<br />

One objective of this restructuring was to<br />

facilitate the development of amore technology-driven<br />

service business, fuelled by<br />

our customers’ drive for increased oil recovery.<br />

With declining oil production rates<br />

around the globe, the drive for increased oil<br />

recovery is moreimportant than ever.<br />

We have over the years developed a<br />

strong market position in subsea processing<br />

and boosting technologies. This has been<br />

further highlighted this year through the<br />

completion of the subsea raw seawater<br />

injection pumps that will be installed at<br />

StatoilHydro’s Tyrihans field in the<br />

Norwegian Sea in 2009. Once installed, the<br />

pumps are expected to increase the field’s<br />

oil production by ten percent.<br />

Well intervention is another way to<br />

increase oil recovery from existing fields.<br />

We have addressed this market actively for<br />

many years, but the acquisition of Qserv Ltd<br />

1200<br />

Key figures Subsea 1 <strong>2008</strong> 2007 2006<br />

900<br />

600<br />

300<br />

0<br />

Operating revenue NOK mill 11 206 9851 6941<br />

EBITDA NOK mill 1228 960 479<br />

EBITDA margin Percent 11.0 9.7 6.9<br />

Order intake NOK mill 11 466 12 377 11 747<br />

Order backlog 31.12 NOK mill 11 876 10 951 8775<br />

Number of employees 31.12 Man years 4108 3673 3028<br />

2006<br />

2007<br />

<strong>2008</strong><br />

1) All numbers are based on old Subsea structure.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 25


Our business<br />

Subsea<br />

Work on asubsea tree at our manufacturing<br />

facility in Curitiba, Brazil,<br />

which will see its manufacturing<br />

capacity doubled by2010 –ahead of<br />

the future wave of subsea developments<br />

inthe Brazilian pre-salt layer.<br />

–aprovider of well, process and pipeline<br />

services –further expanded our offering<br />

both in terms of products, services and<br />

geographical footprint.<br />

Our ability to install our own subsea<br />

equipment is another competitive advantage.<br />

That is why we acquired the remaining<br />

shares in <strong>Aker</strong> Marine Contractors AS in<br />

<strong>2008</strong>. This acquisition reflects our long<br />

term strategy to expand our foothold and<br />

further strengthen our position across the<br />

value chain of marine operations and<br />

subsea oilfield services.<br />

Record-breaking first oil<br />

When India’slargest private sector<br />

oil company, Reliance Industries,<br />

produced first oil from its MA-D6<br />

field located in the Bay of Bengal<br />

offshore India on 17 September<br />

<strong>2008</strong>, it marked aproud milestone<br />

for <strong>Aker</strong> <strong>Solutions</strong> and the rest of<br />

the <strong>Aker</strong> family.<br />

The entire field development –<br />

from discovery to production of first<br />

oil –happened within the space of<br />

less than two and ahalf years.<br />

Never has asupplier delivered such<br />

acomplex deepwater project so<br />

quickly, and never has afield<br />

been developed in such ashort<br />

time.<br />

The <strong>Aker</strong> family of companies<br />

was responsible for the entire<br />

MA-D6 field development. Delivering<br />

this unique development has been a<br />

testament to the fast-track approach<br />

taken with Reliance Industries and<br />

the combination of strengths and<br />

know-how brought by <strong>Aker</strong>.<br />

<strong>Aker</strong> <strong>Solutions</strong> manufactured<br />

and delivered acomplete subsea<br />

production system, including steel<br />

tube umbilicals, and managed the<br />

installation of the subsea equipment.<br />

<strong>Aker</strong> Floating Production converted<br />

and delivered the floating production,<br />

storage and offloading vessel (FPSO)<br />

Dhirubhai 1,while <strong>Aker</strong> <strong>Solutions</strong><br />

also delivered process equipment<br />

and amooring and offloading<br />

system to the FPSO. Both the<br />

subsea system and FPSO were<br />

delivered in less than 16 months –<br />

atruly remarkable achievement.<br />

The subsea trees, manifold,<br />

control systems and steel tube<br />

umbilicals for this project were<br />

manufactured at our facilities<br />

across the globe including in<br />

Norway, Malaysia and the UK.<br />

Long-term growth expected<br />

The subsea market continued to grow in<br />

<strong>2008</strong>. Over the next 20 years, the International<br />

Energy Agency (IEA) predicts that production<br />

of oil and gas from deepwater fields<br />

will increase by seven percent per annum.<br />

Market analysts predict that investments<br />

in subsea equipment will continue<br />

to grow at an annual rate of approximately<br />

ten percent in the coming three years,<br />

reaching acapex of USD 10 billion.<br />

The subsea umbilical market also remains<br />

strong. According to Quest Offshore, we<br />

were in<strong>2008</strong> once again the leading global<br />

manufacturer of steel tube umbilicals, with<br />

amarket share of40percent.<br />

High activity<br />

<strong>2008</strong> was agood year, with record high<br />

revenue and results.<br />

Among key contracts awarded in <strong>2008</strong><br />

werethe USD 223 million frame agreement<br />

with Petrobras for the delivery of 45 subsea<br />

trees, and the USD 235 million deal with<br />

Reliance Industries for the installation and<br />

commissioning of phase two of the<br />

company’s MA-D6 field development.<br />

The contracts to deliver asubsea production<br />

system to Eni’s Oyo development<br />

offshore Nigeria, and nine subsea trees<br />

and controls to Petrobras’ Tupi field offshoreBrazil<br />

werealso important milestones.<br />

Several other frame agreements were<br />

signed in <strong>2008</strong>: afive-year deal with Shell<br />

UK to supply subsea control systems to its<br />

North Sea developments; aframe contract<br />

with BP for delivery of subsea umbilicals to<br />

its PSVM ultra-deepwater field development<br />

offshore Angola; a five-year supply<br />

agreement with Shell Malaysia for supply of<br />

subsea production systems; and an agree-<br />

26<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Subsea<br />

Aftermeeting the <strong>2008</strong> salestargets<br />

for our RapidSolution well set programme<br />

as early asApril, adecision<br />

was made to double the size ofthe<br />

programme which offers fast-track<br />

deliveries of subsea well sets.<br />

ment with Murphy Exploration &Production<br />

Company to provide subsea trees, control<br />

systems and umbilicals to the company’s<br />

Gulf of Mexico programme.<br />

Long-term frame agreements with key<br />

customers underpin our ambition to be the<br />

preferred subsea lifecycle partner. Such<br />

agreements also offer acertain level of predictability<br />

with regards to both order intake<br />

and project execution, and play an important<br />

part in our growth strategy going forward.<br />

<strong>2008</strong> has also seen key investments into<br />

our facilities around the world. At the end of<br />

May, we opened the Well Intervention<br />

Academy, afacility in Stavanger, Norway,<br />

which aims to give new generations of<br />

offshoreoperators and engineers first-hand<br />

experience in critical well intervention activities.<br />

Anew operations base was opened in<br />

Perth, Australia, in June. In September the<br />

decision was made to invest in our manufacturing<br />

plant for subsea trees in Curitiba, Brazil,<br />

to double its production capacity by 2010.<br />

2009 goals<br />

Our ability to be our customers’ partner<br />

throughout the life of afield is unrivalled in<br />

the market. We will ensureweare organised<br />

to capitalise on the opportunities this offers<br />

through an efficient restructuring of our<br />

resources.<br />

Increasing our service revenue –through<br />

both growth in installed base and amore<br />

complete offering of technology-driven services<br />

such as well intervention –will be akey<br />

focus. Further investments into our service<br />

facilities worldwide and our rental tool business<br />

will be additional drivers to achieve this.<br />

We also have an objective of increasing<br />

our market share in subsea trees, while<br />

continuing to be selective about the<br />

projects we undertake.<br />

Exciting times<br />

An increasing number of subsea developments<br />

will move into deeper waters. This<br />

trend will continue to drive demand for<br />

new technology and more subsea support<br />

infrastructure. Our technology portfolio and<br />

the skill set of our people arewell suited to<br />

capitalise on this opportunity.<br />

Despite some short term uncertainties,<br />

the medium- and long-term market outlook<br />

is very positive, and tendering activity<br />

remains high as aresult.<br />

Boosting production from Tyrihans<br />

Increasing oil recovery and<br />

production rates from their reservoirs<br />

is an appealing prospect for<br />

any oil operating company.That is<br />

why StatoilHydrowill be utilising<br />

<strong>Aker</strong> <strong>Solutions</strong>’ SeaBooster<br />

pump system technology for its<br />

Tyrihans development in the<br />

Norwegian Sea.<br />

In June 2006, <strong>Aker</strong> <strong>Solutions</strong> signed<br />

aletter of intent with StatoilHydro<br />

to provide asubsea raw seawater<br />

injection (SRSWI) pump system to<br />

the Tyrihans field. The task was to<br />

develop technology that would<br />

increase oil production from the<br />

field by ten percent.<br />

At the end of <strong>2008</strong>, the manufacture<br />

ofthe three pumps was<br />

completed and they were transported<br />

from <strong>Aker</strong> <strong>Solutions</strong>’ facility<br />

at Tranby, Norway, toHorten,<br />

Norway, where they underwent<br />

installation testing.<br />

At the heart of the SeaBooster<br />

system for Tyrihans will be two<br />

LiquidBooster centrifugal pumps,<br />

adesign evolved from <strong>Aker</strong> <strong>Solutions</strong>’<br />

long-established proprietary<br />

pump technology for exporting<br />

crude oil and pumping produced<br />

water. The pump system will be<br />

installed in 270 metres water depth<br />

approximately 31 kilometres from<br />

the Kristin platform. Both the tested<br />

pump duty of 2.7 megawatt and the<br />

31 kilometre step-out represent<br />

new records for subsea pumps.<br />

The pumps will draw in 14 000<br />

cubic metres of untreated seawater<br />

each day,injecting it into the sea bed<br />

between the oil reservoirs Tyrihans<br />

North and South. When this is combined<br />

with gas injection, optimal<br />

pressure support is obtained in the<br />

reservoir and ahigher degree of oil<br />

recovery and production is achieved.<br />

It is expected that the pumps alone<br />

will help increase production by 19<br />

million barrels of oil during the field’s<br />

lifetime.<br />

Production from the Tyrihans<br />

field is due to start in 2009.<br />

In 2007, the SeaBooster system<br />

was acknowledged with aprestigious<br />

“Spotlight on New Technology<br />

Award” at the Offshore Technology<br />

Conference (OTC) in Houston.<br />

One ofthe Tyrihans<br />

LiquidBooster pumps<br />

during installation testing<br />

in Horten, Norway.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 27


Our business<br />

Subsea<br />

Down in the ultra-deep<br />

An increasing percentage of future<br />

subsea production is expected to<br />

occur in ultra-deep waters. Suppliers<br />

to the world’soil and gas<br />

companies continue to push the<br />

development of technologies to<br />

make production moreeconomic<br />

with less risk. <strong>Aker</strong> <strong>Solutions</strong> has<br />

been in aleading position in this<br />

evolving market for many years.<br />

One of the milestones in this area<br />

of excellence for <strong>Aker</strong> <strong>Solutions</strong> is<br />

Petrobras’ Cascade &Chinook<br />

project in the Gulf of Mexico. We are<br />

delivering 65 kilometreofpower and<br />

control umbilicals for this subsea<br />

development in water depths of<br />

2700 metres. The medium-voltage<br />

power umbilicals will be tied back<br />

to an FPSO at 2500 metres water<br />

depth, making these the deepest<br />

ever dynamic power umbilicals.<br />

Traditional power umbilical design<br />

has relied on steel reinforcement.<br />

At greater depths, steel becomes<br />

counter-productive as increasing<br />

weight causes unacceptable strain<br />

in the umbilical. At water depths of<br />

more than 2000 metres, new ideas<br />

wererequired. Our talented engineers<br />

came up with the innovative idea of<br />

using carbon fibre reinforcement<br />

rods instead of steel. This met the<br />

challenge of strengthening the<br />

umbilical with minimum added<br />

weight, acrucial combination for<br />

ultra-deep water umbilical design.<br />

Another challenge presented by<br />

the Cascade &Chinook power<br />

umbilicals is the connection to the<br />

FPSO, the first ever deployed in the<br />

Gulf of Mexico. The power umbilicals<br />

are designed to connect to a<br />

buoy mounted at the bottom of the<br />

FPSO. In the event of atropical<br />

storm, the buoy will detach from<br />

the FPSO and drop, along with the<br />

umbilicals, to apredetermined<br />

water depth, allowing the host<br />

vessel to retreat to safety. Here<br />

again the role of the carbon fibre<br />

rods is important, as they make the<br />

umbilicals more capable of<br />

handling the load without being<br />

damaged.<br />

This innovative design has been<br />

patented by <strong>Aker</strong> <strong>Solutions</strong>. The<br />

power umbilicals are scheduled for<br />

delivery to Petrobras in late 2009.<br />

Marine operations –into the deep<br />

<strong>Aker</strong> <strong>Solutions</strong> successfully executed<br />

their first major marine<br />

operations contract in the Gulf of<br />

Mexico, the Blind Faith project<br />

for the Chevron group, in <strong>2008</strong>.<br />

The Blind Faith deepwater<br />

development is asemisubmersible<br />

platform located in Mississippi<br />

Canyon block 650, approximately<br />

162 miles south east of New Orleans,<br />

in 6500 feet (2 000 metres) water<br />

depth. The offshore facility, which<br />

is Chevron’sdeepest, achieved first<br />

oil on 11 November <strong>2008</strong> and is<br />

designed to produce 65 000<br />

barrels of crude oil and 55 million<br />

cubic feet of gas per day.<br />

This complex delivery demonstrates<br />

our leadership on this new<br />

deepwater frontier. The project<br />

introduced the BOA Sub Coffshore<br />

construction vessel to the Gulf of<br />

Mexico in October 2007, and<br />

together with BOA Deep C, the two<br />

state-of-the-art multi-purpose<br />

offshore construction vessels<br />

worked in tandem to meet the<br />

requirements of this demanding<br />

project.<br />

The scope of the project was<br />

divided into several phases,<br />

including five separate major<br />

mobilisations to gather vessels,<br />

equipment and personnel in port<br />

for the different transport and<br />

installation marine operations. The<br />

complete scope of work included<br />

engineering, procurement and construction<br />

(EPC), delivery of the off-hull<br />

mooring components, transportation<br />

of the hull from Norway to Texas,<br />

and transportation of the topside<br />

facilities from Louisiana to Texas.<br />

The offshore installation included<br />

suction piles and mooring components<br />

and asubsea system,<br />

including subsea trees, manifold,<br />

umbilical jumpers, and flying leads.<br />

The semisubmersible platform was<br />

towed from Ingleside, Texas, out to<br />

the Gulf of Mexico for final mooring<br />

and hook-up, prior to the steel<br />

catenary risers and umbilicals being<br />

installed and tied in to the platform<br />

production system. Numerous<br />

cross-functional groups within<br />

<strong>Aker</strong> <strong>Solutions</strong> collaborated to<br />

successfully deliver the project.<br />

<strong>Aker</strong> <strong>Solutions</strong><br />

strengthened its subsea<br />

installation capabilities<br />

through acquiring 100<br />

percent ownership of <strong>Aker</strong><br />

Marine Contractors ASin<br />

<strong>2008</strong>. Two state-of-the-art<br />

deepwater construction<br />

vessels –BOA Deep Cand<br />

BOA Sub C–are chartered<br />

by <strong>Aker</strong> <strong>Solutions</strong>.<br />

28<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Subsea<br />

2<br />

5<br />

1<br />

6<br />

3<br />

7<br />

4<br />

1 Well intervention vessel<br />

2 Marine operations and subsea installation<br />

services<br />

3 Deepwater subsea production system<br />

4 Subsea processing and boosting<br />

5 Shallow water subsea production system<br />

6 Steel tube umbilicals<br />

7 Well services<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 29


Our business<br />

Products &Technologies<br />

Products &<br />

Technologies<br />

30<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Products &Technologies<br />

Technology &lifecycle offering<br />

<strong>Aker</strong> <strong>Solutions</strong>’ business area Products &Technologies (P&T)<br />

delivers specialised products and services to the upstream oil and<br />

gas industry. Our business is driven by two main segments:<br />

deepwater and harsh environment drilling, and floating production.<br />

Highlights <strong>2008</strong><br />

Strong growth in all business<br />

segments with record high<br />

EBITDA<br />

12 drilling equipment contracts<br />

awarded worth approximately<br />

USD 1.4 billion<br />

Maintained market share greater<br />

than 40 percent on drilling<br />

solutions for deepwater drilling<br />

rigs.<br />

Seven drilling equipment<br />

packages delivered successfully<br />

Six drilling riser contracts<br />

signed worth approximately<br />

USD 260 million<br />

Record high order backlog for<br />

the marine segment<br />

Strong demand for upstream<br />

process systems for FPSO<br />

conversions and new builds<br />

Steadily growing installed base<br />

is driving astrong lifecycle<br />

market<br />

Acquisition of First Interactive<br />

AS (60% ownership)<br />

Strengthened market position in<br />

Brazil through the opening of<br />

new drilling risers facility and<br />

reinforcement of local support<br />

office<br />

Development EBITDA<br />

NOK million<br />

Key deliverables for the business area<br />

include:<br />

advanced drilling equipment, solutions<br />

and risers<br />

upstream processing technology<br />

mooring systems<br />

loading and offloading technology<br />

Our customer base includes the world’s<br />

largest oil companies, contractors and<br />

shipyards. Our products and technologies<br />

wereinitially developed for and used in the<br />

North Sea market, but are now being used<br />

extensively around the world as exports<br />

make up the bulk of our deliveries.<br />

After the restructure we have 2860<br />

employees and 900 contract staff contributing<br />

to our international business in more<br />

than 27 locations worldwide. Our headquarters<br />

areinNorway and we have offices,<br />

service bases and production facilities in<br />

key oil and gas producing regions all over<br />

the world. Our increasing installed base<br />

provides significant lifecycle opportunities.<br />

In <strong>2008</strong>, we had operating revenues of<br />

NOK 14 216 million, an increase of 15.1<br />

percent compared to 2007.<br />

Deepwater and harsh environment<br />

drilling<br />

<strong>Aker</strong> <strong>Solutions</strong> isaworld class provider of<br />

drilling solutions, equipment and risers.<br />

With our own engineering, procurement,<br />

fabrication and operational support teams<br />

delivering drilling and mud equipment,<br />

modules, RamRig and conventional<br />

solutions for the high-efficiency drilling<br />

market, we are well positioned for future<br />

demand. <strong>Aker</strong> <strong>Solutions</strong> is acomplete drilling<br />

risers supplier including buoyancy,with<br />

project support, execution and service<br />

teams being built up in Norway, the US,<br />

Malaysia and Brazil.<br />

FPSOs, upstream process and<br />

marine equipment<br />

The upstream oil and gas market’s trend<br />

towards new frontiers, deeper waters and<br />

increased natural gas production will<br />

boost the demand for advanced floating<br />

production and upstream processing<br />

systems. <strong>Aker</strong> <strong>Solutions</strong> meets this<br />

demand by offering leading edge process<br />

equipment for the treatment of oil, gas,<br />

produced water and solids for the<br />

upstream oil and gas industry, offshore<br />

and onshore. We are aworld leader in the<br />

design and supply of all types of deck<br />

machinery and mooring systems for<br />

marine and offshore applications, as well<br />

as oil and gas loading and offloading<br />

solutions.<br />

<strong>Aker</strong> <strong>Solutions</strong> has delivered strong<br />

results and we have strategically positioned<br />

ourselves as aglobal provider of specialised<br />

products and services to the upstream<br />

oil and gas industry. We realise our full<br />

potential within the drilling and topside<br />

technology sector and strive to continuously<br />

develop our international base.<br />

Capacity, competence and wellproven<br />

technology<br />

The markets for our products and services,<br />

in particular the drilling equipment segment<br />

for deepwater rigs, experienced significant<br />

growth during <strong>2008</strong>. We have demon-<br />

1500<br />

1200<br />

Key figures P&T 1 <strong>2008</strong> 2007 2006<br />

900<br />

600<br />

300<br />

0<br />

Operating revenue NOK mill 14 216 12 353 7572<br />

EBITDA NOK mill 1448 959 531<br />

EBITDA margin Percent 10.2 7.8 7.0<br />

Order intake NOK mill 16 121 10 733 12 997<br />

Order backlog 31.12 NOK mill 14 705 11 520 12 741<br />

Number of employees 31.12 Man years 4003 2666 2167<br />

2006<br />

2007<br />

<strong>2008</strong><br />

1) All numbers are based on old P&T structure.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 31


Our business<br />

Products &Technologies<br />

The Maersk Resolute, ahigh<br />

efficiency jack-up rig, was delivered<br />

in <strong>2008</strong>.<br />

Market conditions<br />

During <strong>2008</strong> the market has remained<br />

strong in all segments and high activity<br />

levels have been maintained throughout<br />

the year. Contracts for twelve drilling<br />

equipment systems have been awarded,<br />

three seawater treatment/sulphate removal<br />

systems were ordered and anumber of<br />

offloading system contracts were also<br />

secured. Strong growth in new builds of<br />

deepwater drilling units has resulted in a<br />

high order intake for our facilities in Brazil<br />

and Malaysia. The order backlog going<br />

into 2009 is at arecord high, and more<br />

importantly is of high quality.<br />

The global financial crisis is predicted to<br />

result in amarket slowdown in the short<br />

term, but will be partly offset by more<br />

upgrades and service contracts. Our view<br />

on the long term fundamentals for the P&T<br />

business area remains positive.<br />

strated our strong market position by<br />

winning twelve complete drilling equipment<br />

packages and six drilling riser<br />

contracts in <strong>2008</strong>. We have proven our<br />

ability to execute advanced drilling equipment<br />

projects. A total of seven mobile<br />

drilling rigs with <strong>Aker</strong> <strong>Solutions</strong>’ drilling<br />

packages have been completed during<br />

<strong>2008</strong>. We also hold a major position in<br />

several upstream technology segments<br />

including advanced drilling equipment<br />

solutions, process systems and mooring<br />

and offloading systems. Our growing<br />

installed base in all our target segments<br />

yields asteadily growing lifecycle business<br />

serviced by our established worldwide<br />

presence.<br />

3D visualisation of drilling<br />

operations<br />

<strong>Aker</strong> <strong>Solutions</strong>’ operator training simulator<br />

is amajor breakthrough in operator training<br />

for complete drilling crews. The simulator<br />

is developed by First Interactive (60<br />

percent owned by <strong>Aker</strong> <strong>Solutions</strong>) and the<br />

safety training is organised and facilitated<br />

by <strong>Aker</strong> <strong>Solutions</strong>’ drilling equipment unit.<br />

Worldwide there is a requirement for<br />

8000–10 000 trained crew members. <strong>Aker</strong><br />

<strong>Solutions</strong>’ new generation drilling simulator<br />

includes realistic 3D visualisation and realtime<br />

scenario building. The simulator will<br />

primarily be used for training rig operators,<br />

but also enables significant reductions in<br />

commissioning costs for drilling rigs<br />

currently under construction. The 3D<br />

technology and competence can also be<br />

applied to other parts of <strong>Aker</strong> <strong>Solutions</strong>’<br />

business including marine installation,<br />

subsea and well services.<br />

New facilities for riser production<br />

and assembly inMalaysia and Brazil<br />

In <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> opened Brazil’s<br />

sole manufacturing centre for deepwater<br />

drilling risers. Located in Rio das Ostras,<br />

the unit is ideally positioned to serve the<br />

fast-growing Brazilian oil industry,with the<br />

ability to deliver to other regions of the<br />

world and to capitalise on the growth in<br />

the global rig market. This further strengthens<br />

our service base, complementing our<br />

facility opened in Port Klang, Malaysia,<br />

in 2007.<br />

Astate-of-the-art deepwater<br />

marine drilling riser<br />

system,including buoyancy.<br />

32<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Products &Technologies<br />

“Our combined capacity, competence and well<br />

proven technology ensures continued growth and<br />

value creation for our stakeholders”<br />

Developments in <strong>2008</strong><br />

Throughout <strong>2008</strong>, our positions in the<br />

drilling and topside equipment-related<br />

industries have been strengthened and our<br />

significant order backlog now stretches far<br />

into 2012.<br />

<strong>2008</strong> proved to be avery successful<br />

year with records established for both<br />

revenues (NOK 14 216 million) and EBITDA<br />

(NOK 1 448 million, up from NOK 959<br />

million last year). Key developments in <strong>2008</strong><br />

included an excellent order intake with the<br />

award of two new drilling equipment<br />

contracts from the Jurong shipyard in<br />

Singapore with atotal value of USD 419<br />

million. In addition, acontract was signed<br />

with Daewoo in Korea for the delivery of<br />

drilling equipment for two rigs for the end<br />

user Odebrecht.<br />

At the beginning of <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong><br />

acquired a majority shareholding in the<br />

Norwegian company First Interactive AS.<br />

Using <strong>Aker</strong> <strong>Solutions</strong>’ First Interactive<br />

technology, we are now developing a<br />

service-based drilling optimisation solution<br />

with full real-time 3D coverage for the<br />

entire drilling operation.<br />

In 2007, <strong>Aker</strong> <strong>Solutions</strong> acquired 50<br />

percent of the shares in German company<br />

Wirth GmbH. During <strong>2008</strong>, there has been<br />

an ongoing harmonisation process<br />

between Wirth and <strong>Aker</strong> <strong>Solutions</strong>’ drilling<br />

equipment unit. This process will continue,<br />

further optimising the excellent fit of<br />

complementary technologies between the<br />

units. In January 2009, <strong>Aker</strong> <strong>Solutions</strong><br />

entered into an agreement to acquire the<br />

remaining 50 percent share ofWirth.<br />

Goals for 2009<br />

We will continue to focus on two target<br />

markets for the development of our business:<br />

deepwater drilling including topside<br />

drilling equipment and solutions, drilling<br />

risers and mooring systems; and floating<br />

production units (mooring and offloading<br />

equipment and upstream processing technologies).<br />

In addition we will increase our<br />

focus on upgrades of drilling packages in<br />

the North Sea as well as global sales of<br />

drilling equipment with attractive lifecycle<br />

potential. We will continue to develop our<br />

deepwater drilling and floating production<br />

offering organically and through carefully<br />

evaluated acquisitions. With a growing<br />

installed base of equipment and technologies,<br />

our aim is to increase service<br />

and lifecycle revenues. Our business<br />

portfolio will also be strengthened by our<br />

customers’ increased demand for simulatorbased<br />

and conventional training and<br />

condition-based monitoring.<br />

Moving forward<br />

Our business has grown rapidly over the<br />

last few years. Although the short-term<br />

market outlook is uncertain, we believe the<br />

fundamentals remain strong for mediumand<br />

long term growth. Due to the strong<br />

order situation our expected activity level<br />

in 2009 will be comparable to previous<br />

years within most of our segments. Lifecycle<br />

and service volumes are steadily<br />

increasing as the installed base grows,<br />

which we expect to continue. Moreover,<br />

the demand for upgrades and overhauls is<br />

likely to increase, both in the North Sea<br />

and elsewhere. At year end our order backlog<br />

amounted to NOK 14 705 million, with<br />

deliveries through 2012 –forming asolid<br />

foundation for our future.<br />

Strengthening products and topside<br />

technologies offering<br />

To be in the forefront of key development<br />

trends in our markets, <strong>Aker</strong> <strong>Solutions</strong><br />

decided in <strong>2008</strong> to change the structure of<br />

its Subsea and P&T business areas. These<br />

changes would meet the developing needs<br />

of our customers, provide for strengthened<br />

growth and take full advantage of the synergies<br />

in our deep water drilling business.<br />

Bringing our drilling risers business into the<br />

P&T business area further enhanced our<br />

drilling solutions and topside technologies<br />

offering.<br />

Through the restructuring of the P&T<br />

business area we gain astronger global<br />

drilling and topside portfolio to better<br />

position ourselves for future growth and<br />

value creation. From this reorganisation we<br />

have increased access to competence and<br />

technologies and we have strengthened<br />

<strong>Aker</strong> <strong>Solutions</strong>’ ability to mature projects<br />

and pursue business opportunities.<br />

Arctic opportunities<br />

During <strong>2008</strong>, the offloading of<br />

crude oil from terminal to shuttle<br />

tanker was successfully performed<br />

at the Varandey field in the<br />

Barents Sea. The offloading, from<br />

the Fixed Offshore Ice-Resistant<br />

Off-Loading Terminal (FOIROT)<br />

with the purpose-built, ice<br />

classed shuttle tanker, Vasily<br />

Dinkov, was the first of its kind.<br />

The FOIROT is owned by the<br />

Russian oil company Lukoil,<br />

which holds the operator license<br />

for the Varandey field, while the<br />

Vasily Dinkov is owned by<br />

Sovcomflot.<br />

<strong>Aker</strong> <strong>Solutions</strong> designed and delivered<br />

the Pusnes offshore loading<br />

system installed on the Varandey<br />

FOIROT. The system allows for the<br />

safe and efficient offshore transfer<br />

of crude oil onto highly sophisticated<br />

ice-classed shuttle tankers.<br />

These specialised loading systems<br />

are developed for arctic conditions<br />

and the protection of the arctic<br />

environment, which has the highest<br />

environmental standards.<br />

The Vasily Dinkov is equipped<br />

with the Pusnes bow loading<br />

system, as are all shuttle tankers<br />

operating on the field. <strong>Aker</strong><br />

<strong>Solutions</strong> has received orders for<br />

the bow loading systems, which<br />

include additional safety features<br />

for the protection of the arctic<br />

environment, for atotal of 12 arctic<br />

shuttle tankers.<br />

The Varandey field has approximately<br />

245 days each year with<br />

temperatures as low as -48 ºC,<br />

and an ice thickness of 1.25–1.8<br />

metres. The equipment developed<br />

for the FOIROT by <strong>Aker</strong> <strong>Solutions</strong> is<br />

unique to this type of operation.<br />

It includes an advanced control<br />

system for regulating the physical<br />

interface between the terminal and<br />

tanker during loading.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 33


Our business<br />

Products &Technologies<br />

Clearer outlook<br />

with vapour<br />

recovery<br />

Reduced emissions of volatile<br />

organic compounds (VOCs)<br />

during oil loading operations<br />

offshore and onshore has increasingly<br />

been arequirement of the<br />

Norwegian Pollution Control<br />

Authority (SFT) and international<br />

environmental agreements. <strong>Aker</strong><br />

<strong>Solutions</strong> delivered StatoilHydro’s<br />

new oil vapour recovery plant at<br />

Mongstad, which meets the<br />

requirements set by the SFT.<br />

In June 2006, <strong>Aker</strong> <strong>Solutions</strong> signed<br />

acontract for the design and delivery<br />

of aVOC unit to the Mongstad<br />

terminal. These systems reduce the<br />

discharge of environmentally hazardous<br />

substances and significantly<br />

reduce the loss of valuable energy<br />

resources through the vaporisation<br />

of oil. In addition, they reduce the<br />

safety risks of distributing and<br />

handling oil vapour.<br />

Delivery was achieved in June<br />

<strong>2008</strong>. The new VOC plant captures<br />

crude oil vapours, which are then<br />

purified and piped back into the<br />

ship’s hold as oil components in<br />

liquid form. The plant has recently<br />

encountered some regularity issues<br />

in relation to the stability of its<br />

operations which are now being<br />

overcome.<br />

The plant’s peak capacity is<br />

36 000 cubic metres of vapour per<br />

hour. Itrecovers at least 90 percent<br />

of the non-methane VOC emissions<br />

that were previously released to<br />

atmosphere, which reflects<br />

positively on the environment. The<br />

plant actively recovers vapours<br />

from two jetties simultaneously.<br />

The RamWinch, an on-vessel mooring system, was developed in 1997 and isdesigned asanalternative<br />

to conventional rotating winches. Several systems have been delivered for various floater applications.<br />

Well positioned drilling equipment<br />

West Taurus, adeepwater semisubmersible,<br />

was delivered to<br />

our customer Seadrill aweek<br />

ahead of schedule in early<br />

November <strong>2008</strong>. The rig was built<br />

at the Jurong Shipyard in<br />

Singapore and is now in Brazil<br />

whereitisexpected to commence<br />

drilling operations for Petrobas in<br />

February 2009.<br />

The first rig to commence drilling<br />

operations in Brazil with the new<br />

generation <strong>Aker</strong> <strong>Solutions</strong> drilling<br />

package, West Taurus is contracted<br />

to Petrobas under asix year agreement.<br />

West Taurus represents a<br />

major construction milestone for the<br />

Jurong Shipyard, <strong>Aker</strong> <strong>Solutions</strong><br />

and the owner.<br />

The scope of work for <strong>Aker</strong><br />

<strong>Solutions</strong> included acomplete<br />

drilling equipment package<br />

including drilling equipment, stateof-the-art<br />

control systems, blow out<br />

preventer/marine riser system,<br />

management, engineering and<br />

commissioning.<br />

In <strong>2008</strong> we successfully delivered<br />

seven drilling equipment packages<br />

including three jack-ups, three<br />

conventional semisubmersibles and<br />

one RamRig. Our strong order<br />

backlog for drilling equipment<br />

packages includes 11 for delivery in<br />

2009, five for 2010 and afurther<br />

nine for 2011.<br />

West Taurus, an ultra<br />

deepwater semisubmersible<br />

drilling<br />

platform was the first rig<br />

to commence drilling<br />

operations in Brazil.<br />

34<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Products &Technologies<br />

1<br />

8<br />

2<br />

3<br />

4<br />

6<br />

5<br />

7<br />

1 Conventional rig<br />

2 Process systems onshore<br />

3 Offshore bow loading and offloading system<br />

4 Process systems offshore<br />

5 Mooring systems<br />

6 RamRig<br />

7 Marine drilling risers<br />

8 Marine deck machinery and steering gear<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 35


Our business<br />

Process &Construction<br />

Process &<br />

Construction<br />

36<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Process &Construction<br />

Aniche process power house<br />

<strong>Aker</strong> <strong>Solutions</strong>’ Process &Construction business area (P&C) is aglobal<br />

provider of project management, design and construction of major<br />

projects on all continents. We supply niche process expertise with high<br />

technology know-how for projects across chemicals, polymers, syngas<br />

and refining; mining and metals; liquefied natural gas (LNG); power<br />

generation; acid plants; nuclear clean-up services; and water treatment.<br />

Highlights <strong>2008</strong><br />

Delivering on strategy with<br />

expansion in niches with growth<br />

and high margin potential<br />

Revenue development reflecting<br />

selective bidding and increased<br />

reimbursable business<br />

Order backlog maintained<br />

despite impact on order intake<br />

from economic slowdown<br />

17 percent EBITDA growth –<br />

EBITDA margin from 6.7 percent<br />

in 2007 to 8.4 percent in <strong>2008</strong><br />

Strong cash flow from operating<br />

activities<br />

Five EPCM metals projects<br />

awarded in South America<br />

Investment in new fabrication<br />

facility in Canada<br />

New offices in Republic of<br />

South Africa and Peru<br />

Established flexible cost base<br />

and healthy project portfolio<br />

Development EBITDA<br />

NOK million<br />

1000<br />

With an ever-growing emphasis on creating<br />

strong sustainable solutions, we provide<br />

the full lifecycle of services –from initial<br />

concept through technology development,<br />

process technology application, design,<br />

procurement, construction and commissioning<br />

to maintenance, decommissioning<br />

and lifecycle services.<br />

Strong position in niche segments<br />

With 5417 employees and 4080 contract<br />

staff globally wehave considerable workforce<br />

flexibility when positioning our business<br />

to manage the cyclical workload of<br />

our markets.<br />

Mining and metals<br />

Within mining and metals, we provide services<br />

for processing plants in fast-growing<br />

segments like copper, silver, nickel, gold<br />

and iron ore. We are currently number one<br />

in South America and number two globally<br />

in terms of market share. We are the<br />

number one contractor to the copper<br />

industry worldwide, with experience accumulated<br />

over more than 50 projects.<br />

Chemicals, polymers, syngas and refining<br />

In petrochemicals, we have strong knowhow<br />

and expertise and have established<br />

solid, long-term relationships over many<br />

years with licensors of select niche technologies.<br />

We also serve the refining and<br />

biofuels markets.<br />

LNG regasification<br />

Our LNG regasification position is particularly<br />

strong in North America, where we<br />

areranked number one in terms of number<br />

of contracts and value.<br />

Nuclear<br />

We arealso one of few companies with the<br />

necessary expertise to create and deliver<br />

safe, sustainable and environmentallysound<br />

solutions to the challenges of<br />

nuclear clean-up and waste management.<br />

Our current activities are focused on the<br />

UK nuclear industry.<br />

Power generation<br />

Our power plant activities arelargely directed<br />

at the North American market, whereweprovide<br />

gas- and coal-fired power plant new<br />

builds and environmental upgrade projects.<br />

Construction<br />

We provide construction and global construction<br />

management for all the market<br />

segments we serve. Our major construction<br />

operation in North America ensures we are<br />

well placed to build on our success in this<br />

important market.<br />

Additional environmental expertise<br />

Our environmental and technology<br />

capability also spans water treatment,<br />

bleaching, chlor-alkali and acid plants,<br />

primarily in the UK and the Americas.<br />

Our acid recovery and concentration<br />

technologies are helping customers in the<br />

non-ferrous metallurgical, fertiliser and<br />

chemical industries treat sulphurous feeds<br />

and comply with emission regulations.<br />

Robust performance in <strong>2008</strong><br />

Over the last few years, P&C has prioritised<br />

margin expansion ahead of top line<br />

growth. We have been selective in terms of<br />

the types of projects we bid for.<br />

800<br />

600<br />

Key figures P&C <strong>2008</strong> 2007 2006<br />

400<br />

200<br />

0<br />

2006<br />

2007<br />

<strong>2008</strong><br />

Operating revenue NOK mill 10 702 11 597 13 215<br />

EBITDA NOK mill 904 776 641<br />

EBITDA margin Percent 8.4 6.7 4.9<br />

Order intake NOK mill 11 291 14 996 14 026<br />

Order backlog 31.12 NOK mill 13 300 12 519 10 855<br />

Number of employees 31.12 Man years 5417 5516 4522<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 37


Our business<br />

Process &Construction<br />

The Boddington gold mine in<br />

Australia –one of the world’s largest<br />

undeveloped gold projects. Upon<br />

completion, the plant will produce<br />

approximately 850 000 ounces of gold<br />

and 200 000 tonnes ofcopper<br />

concentrate per annum.<br />

In <strong>2008</strong>, we delivered robust growth<br />

with an EBITDA increase of 17 percent and<br />

an order backlog at year end <strong>2008</strong> of NOK<br />

13.3 billion, increased six percent over the<br />

previous year. Weachieved atotal of NOK<br />

10.7 billion in operating revenues in <strong>2008</strong>,<br />

compared to 11.6 billion in 2007. Our<br />

continued focus on improving profitability<br />

versus revenue growth over the last four<br />

years yielded an EBITDA margin of 8.4 percent<br />

in <strong>2008</strong>, up from 6.7 percent in 2007.<br />

Key developments underpinning<br />

growth<br />

In metals we have astrong order backlog<br />

and excellent market position. In South<br />

America we further strengthened our<br />

number one position, winning five large<br />

EPCM projects including Esperanza, the<br />

world’s largest copper project. To deliver<br />

these projects most effectively we have<br />

doubled our resource base in Chile and<br />

established an office in Lima, Peru.<br />

Supporting our strategy to expand in<br />

Africa, we opened anew office in South<br />

Africa. This operation will provide the local<br />

capability to service our global metals customers<br />

operating in the region.<br />

In petrochemicals, we have gradually<br />

converted our project focus from EPC<br />

lump sum to reimbursable EPCM services,<br />

resulting in a lower top line, but higher<br />

margins and alower risk profile. In the UK,<br />

with our partner Praj Industries, we are<br />

delivering the largest bioethanol plant in<br />

Europe in an EPCM project for BP, DuPont<br />

and British Sugar.ElsewhereinEurope, we<br />

have signed long-term engineering<br />

services agreements with BP and Shell. In<br />

Saudi Arabia we are providing extensive<br />

front-end work for the Ras Tanura<br />

Petrochemical complex, a joint venture<br />

between The Dow Chemical Company<br />

and Saudi Aramco.<br />

In China, our technology partnerships<br />

have been instrumental in a number of<br />

projects, including the Fushun and Sichuan<br />

polyolefins projects for PetroChina.<br />

Through asourcing hub in our Shanghai<br />

office, we have been able to further lower<br />

our own and our customers procurement<br />

costs. We plan to substantially grow this<br />

hub to further leverage our global sourcing<br />

capability.<br />

With office expansions in <strong>2008</strong> and a<br />

pool of some 1700 engineers, our Indian<br />

operations continue as a high value<br />

engineering centre both domestically and<br />

for <strong>Aker</strong> <strong>Solutions</strong> worldwide. They deliver<br />

important input to many projects and we<br />

plan to continue to grow, and to increase<br />

our utilisation of, this skilled resource base<br />

in Mumbai.<br />

We have agood position in our niche<br />

power market, particularly in the US. The<br />

Longview power plant project in West<br />

Virginia is progressing well and, when<br />

completed, is expected to be one of the<br />

cleanest and most efficient coal-fired<br />

plants in the US.<br />

Goals for 2009<br />

Our strategy is confirmed: we have planned<br />

expansion in niches that provide sustainable<br />

growth and high margin potential. We<br />

continue to be astrong technology and<br />

know-how player that is the preferred<br />

partner for customers in our selected niches.<br />

We have worked to build arobust and<br />

sustainable revenue base, with abusiness<br />

mix balanced between mature and growing<br />

markets, based on strong customer<br />

relationships and long-term contracts. Our<br />

strategy has been, and continues to be, to<br />

prioritise low risk and high margin potential<br />

ahead of top line growth.<br />

We continue to focus on delivering<br />

environmentally-sound, value-adding solutions<br />

that support asustainable future.<br />

Market outlook<br />

Strong mining and metals position<br />

Our emphasis in mining and metals will remain<br />

on Australia and the Americas, where<br />

the major global ore deposits are located.<br />

Our strategy has been to grow within<br />

copper, where many new projects are<br />

being planned over the next five to ten<br />

years. As the largest copper regions in the<br />

world, Chile and Peru together account for<br />

almost half of the reserves. In terms of<br />

production capability, weare the market<br />

leader in this sector and are well positioned<br />

to benefit from the huge investments<br />

planned over the coming years. We also<br />

38<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Process &Construction<br />

“We have planned expansion in niches that<br />

provide sustainable growth and high<br />

margin potential and we continue to be a<br />

strong technology and know-how player”<br />

Doe Run Peru,<br />

La Oroya Peru:<br />

Aproject for the<br />

people of La Oroya<br />

have strong positions within other metals<br />

like gold, nickel, silver and iron ore.<br />

Long term growth opportunities<br />

Despite some short-term market uncertainties,<br />

India has high ambitions for its<br />

chemicals sector and targets to more than<br />

double it from <strong>2008</strong> to 2015. We hold an<br />

exceptionally good position to serve this<br />

growing market.<br />

We also see that the fundamentals are<br />

in place for future long-term growth in<br />

China. We have agood order backlog for<br />

2009 and are well positioned to capitalise<br />

when the market regains momentum. Our<br />

next step will be to further broaden our<br />

offering within specialty and consumer<br />

chemicals in China, giving us access to an<br />

even larger market.<br />

Reducing emissions. <strong>Aker</strong> <strong>Solutions</strong><br />

has more than 30years’ experience<br />

delivering proven sulphuric acid technology<br />

and proprietary acid plant equipment to<br />

base metals producers worldwide.<br />

Continued focus on niches<br />

Though investment decisions are being<br />

deferred in the Middle East, we arestrengthening<br />

our offering from our operations in<br />

Saudi Arabia. At the same time, in Europe<br />

we are looking to selectively expand our<br />

footprint into Russia and Kazakhstan.<br />

In mature regions like North America<br />

and Europe we will continue to serve the<br />

needs of our key accounts, and focus on<br />

niches with growth potential. These include<br />

service and modification work, biofuels,<br />

power generation, nuclear decommissioning<br />

and construction. Whilst construction<br />

in the US is not expected to grow in the<br />

downstream sector,weare well positioned<br />

within the power sector with strong project<br />

execution experience.<br />

Over more than 45 years in nuclear<br />

services in the UK we have accumulated<br />

valuable experience in waste management<br />

and decommissioning. With our global<br />

presence we see opportunities in the<br />

longer term to take this specialised expertise<br />

to countries such as the US, South<br />

Africa, China and India.<br />

Strong customer relationships. Under<br />

afive year framework contract with<br />

Deutsche BP AG, <strong>Aker</strong> <strong>Solutions</strong> is<br />

providing engineering and construction<br />

management services atthe<br />

Erdöl-Raffinerie Emsland (BP -Lingen)<br />

production facility in Germany.<br />

<strong>Aker</strong> <strong>Solutions</strong> is providing the<br />

detailed engineering and proprietary<br />

equipment supply for Doe<br />

Run Peru’s copper line acid plant<br />

project located in the Andean city<br />

of La Oroya, 150 km east of Lima,<br />

Peru at an elevation of 3800<br />

metres. The project is part of a<br />

USD 400 million investment by<br />

Doe Run Peru at La Oroya to<br />

modernise its smelting operation.<br />

Amajor portion of this investment<br />

is dedicated to HSE components<br />

which, when complete in October<br />

2009, will bring the operations at<br />

La Oroya into full compliance<br />

with new environmental emission<br />

standards mandated by the<br />

Peruvian Government.<br />

Doe Run Peru’s operation at La<br />

Oroya is acustom smelter<br />

producing commodity and precious<br />

metals (copper, lead, zinc, silver<br />

and gold). The city of La Oroya has<br />

grown up around this 70 year old<br />

facility. Doe Run has been steadily<br />

investing in improving conditions at<br />

and around the site and in the local<br />

community since it acquired the<br />

facility ten years ago. The culmination<br />

of these efforts is the present<br />

modernisation project.<br />

The HSE components include<br />

improvements to the existing zinc<br />

line acid plant and effluent treatment<br />

facilities; abrand new acid plant for<br />

its lead smelter and abrand new<br />

acid plant for its copper smelter.<br />

The copper line acid plant is the<br />

largest of the three La Oroya acid<br />

plants at 1000 tonnes per day of<br />

sulphuric acid production from<br />

smelter stack gases. It will come<br />

online in the third quarter of 2009.<br />

With all three acid plants in operation<br />

Doe Run will be in full compliance<br />

with government-mandated<br />

requirements; capturing more than<br />

80% of all sulphuric acid gas emissions<br />

resulting from its operations.<br />

The copper line acid plant detail<br />

design was executed by <strong>Aker</strong><br />

<strong>Solutions</strong> from our Vancouver<br />

office. It is astate-of-the-art double<br />

contact, double absorption acid<br />

plant incorporating our industryleading<br />

technology and proprietary<br />

equipment, manufactured at our<br />

equipment division in Toronto,<br />

Ontario, Canada.<br />

In addition to detailed design<br />

and proprietary equipment,<br />

<strong>Aker</strong> <strong>Solutions</strong> is also providing<br />

on-site advisory services for plant<br />

construction, check-out and<br />

commissioning through our office<br />

in Lima.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 39


Our business<br />

Process &Construction<br />

Nuclear decommissioning at Trawsfynydd –amodel for excellence<br />

<strong>Aker</strong> <strong>Solutions</strong> has been involved<br />

in one of the UK’s major nuclear<br />

decommissioning projects since<br />

2006, having been selected by<br />

Magnox North as aframework<br />

partner to undertake works in<br />

North Wales at the Trawsfynydd<br />

Decommissioning Site. The project,<br />

the Trawsfynydd Strategic<br />

Integrated Framework (TSIF), was<br />

established under aprocurement<br />

model designed to promote<br />

innovation and performance<br />

improvements in what is a<br />

relatively traditional industry.<br />

The three year contract that was<br />

initially awarded has now been<br />

extended by two years, with a<br />

possibility for further extensions<br />

if excellent performance is<br />

maintained.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ work involves the<br />

clean up of the nuclear wastes that<br />

resulted from 30 years of nuclear<br />

power generation at the site. This<br />

requires us to design, construct,<br />

commission, and operate facilities<br />

that retrieve and safely package the<br />

nuclear waste and finally to decontaminate<br />

the associated facilities.<br />

This work is being delivered as, at<br />

any one time, six or more interrelated<br />

projects. At peak, atotal of<br />

12 decommissioning projects were<br />

being executed at site.<br />

<strong>Aker</strong> <strong>Solutions</strong> is partnering with<br />

three other major contractors to<br />

undertake the works and, through<br />

this partnership arrangement, is<br />

demonstrating the benefits of<br />

collaborative working in the nuclear<br />

industry. Inrecognition of the<br />

success of the TSIF approach, the<br />

project was recently accepted as a<br />

Demonstration Project by<br />

Constructing Excellence Wales, a<br />

cross-industry body for improving<br />

construction. This is the first time a<br />

nuclear industry project has entered<br />

the Demonstration Project<br />

programme, which is designed to:<br />

stimulate excellence in construction<br />

project delivery though the application<br />

of best practice and innovation<br />

through collaborative working.<br />

The importance of the collaborative<br />

approach has been fundamental<br />

to the success of the project. This<br />

success has the potential to<br />

strongly influence the design of<br />

future procurement models across<br />

the whole of the nuclear industry.<br />

Esperanza: sustainable solutions for the world’s largest copper project<br />

In <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> was<br />

awarded the engineering,<br />

procurement, and construction<br />

management (EPCM) contract to<br />

develop the Esperanza coppergold<br />

project in northern Chile.<br />

Owned by Minera Esperanza, a<br />

partnership between Antofagasta<br />

Minerals plc. (70%) and Marubeni<br />

Corporation of Japan (30%), the<br />

project is located northeast of<br />

the city of Antofagasta at an<br />

elevation of 2100 metres above<br />

sea level. Esperanza is asulphide<br />

deposit which will produce<br />

copper concentrate containing<br />

gold and silver by-product<br />

credits through aconventional<br />

milling and flotation process.<br />

Having conducted the feasibility<br />

study and early works studies, <strong>Aker</strong><br />

<strong>Solutions</strong>’ EPCM scope includes<br />

the design of the facilities for the<br />

production of copper concentrates,<br />

construction management of the<br />

global works from the ore extracted<br />

from the deposit, mine infrastructure<br />

and port facilities. Also in scope are<br />

asea water pipeline to feed the<br />

process plant, along distance ore<br />

pipeline for copper concentrates<br />

and the processing plant to<br />

produce 200 000 tonnes per year of<br />

copper concentrates.<br />

Sustainable design<br />

practices<br />

From the outset of the project,<br />

Esperanza has sought to be a<br />

model mining project for the 21st<br />

century,considering all HSE aspects,<br />

from design to commissioning.<br />

Helping our customers reduce<br />

the environmental footprint of their<br />

operations is of increasing importance<br />

to <strong>Aker</strong> <strong>Solutions</strong>. Using<br />

sustainable design technology in this<br />

project means the facility will use<br />

only sea water in its production<br />

process, instead of valuable “desert<br />

water” from the limited resources in<br />

the area.<br />

On this project <strong>Aker</strong> <strong>Solutions</strong> is<br />

also pioneering anew, environmentally-friendly,<br />

state-of-the-art<br />

technology for concentrated<br />

tailings. This technology avoids<br />

heavy metals infiltration to underground<br />

desert waters, dramatically<br />

reduces desert water consumption<br />

and cuts dust emissions into the<br />

atmosphere. It is also expected to<br />

bring higher durability through<br />

lifecycle structures and decommissioning.<br />

Currently the world’s largest copper project. Using<br />

sustainable design technology inthis project means the<br />

facility will use only sea water inits production process,<br />

instead ofvaluable “desert water” from the limited<br />

resources inthe area.<br />

40<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Process &Construction<br />

1<br />

2<br />

5<br />

4<br />

3<br />

6<br />

1 Power generation<br />

2 Decommissioning, waste management and<br />

clean-up services for nuclear power facilities<br />

3 Mining and metals processing facilities<br />

4 Waterand wastewater treatmentfacilities<br />

5 Petrochemical/chemical processing plants<br />

6 Onshore liquefied natural gas (LNG) receiving<br />

terminals<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 41


Our business<br />

Anticipating change<br />

<strong>Aker</strong> <strong>Solutions</strong> people atthe Ormen<br />

Lange gas facility, which was delivered<br />

to StatoilHydro in 2007. Ormen<br />

Lange came onstream on1October<br />

2007, and will be able to cover as<br />

much as 20 percent of Britain’s gas<br />

needs, for upto40years 3 .<br />

carbon emissions, the world of 2030 will<br />

still largely depend on fossil fuels for its<br />

energy supply.<br />

Anticipating change<br />

Financial turbulence and afalling oil price dominated the<br />

headlines in <strong>2008</strong>, and have triggered some uncertainty about the<br />

short-term outlook for both the process and energy industries.<br />

The fundamental drivers, however, remain positive and in the<br />

longer term <strong>Aker</strong> <strong>Solutions</strong> is positioned to benefit from them.<br />

In the short term, thereisnodoubt that the<br />

oil and gas industry could experience<br />

some difficult times because of the financial<br />

crisis and alower oil price, relative to<br />

the extreme highs of 2007 and early <strong>2008</strong>.<br />

Achange in the economic climate could<br />

lead to project delays. At the same time,<br />

there are still good reasons to be optimistic<br />

about the industry’s outlook.<br />

“While market imbalances could temporarily<br />

cause prices to fall back, it is becoming<br />

increasingly apparent that the era of cheap<br />

oil is over,” the International Energy Agency<br />

(IEA) writes in its annual energy outlook 1 .<br />

Prices will be supported by a rising<br />

global demand for energy, driven by<br />

continuing economic growth in Asian<br />

countries. According to the IEA’s reference<br />

scenario, world energy demand will surge<br />

by 45 percent in the period to 2030. This is<br />

equivalent to an average growth rate of 1.6<br />

percent per year, with countries from<br />

outside the OECD accounting for nearly 90<br />

percent of the increase. The IEA expects<br />

India and China to be behind more than<br />

half the increase in energy demand.<br />

While rapidly developing renewable<br />

energy technologies will boost the supply<br />

of alternative energy sources, the rise will<br />

not be enough to cover surging demand.<br />

In the IEA’s reference scenario, fossil fuels<br />

will account for 80 percent of the world’s<br />

energy demand in 2030. Even if new<br />

policies are introduced to reduce global<br />

Meeting tomorrow’s demands today<br />

Technology improvements and increased<br />

exploration activity have led to an increase<br />

in the average volume of oil discovered<br />

each year since 2000 being higher than in<br />

the 1990s, according to the IEA. Yetthe<br />

fields that are currently in production or<br />

development are not enough to meet the<br />

expected demand in the next 20 or 30<br />

years. This means the oil companies have<br />

to make even more new discoveries. The<br />

industry has already found the oil that is<br />

easily available, onshore or in shallow<br />

waters offthe coast. The “easy finds” have<br />

more orless been developed –and that<br />

means the oil companies are looking in<br />

new areas. These include deeper waters<br />

and harsher environments, where <strong>Aker</strong><br />

<strong>Solutions</strong> is positioned to be the preferred<br />

partner in the industry.<br />

This is not the future –itishappening<br />

today. Itishappening in Kashagan; in the<br />

many new discoveries off the coast of<br />

Brazil; it is happening in new developments<br />

such as the Shtokman project; it is<br />

happening in the Gulf of Mexico, the Asia<br />

Pacific region and offshore West Africa.<br />

Overall capital investment in offshore<br />

developments is set to rise by 20 percent<br />

between now and 2012 2 .<br />

In Brazil, where some of the biggest<br />

discoveries since the turn ofthe century<br />

have been made, <strong>Aker</strong> <strong>Solutions</strong> has<br />

delivered several deepwater subsea trees<br />

and is contracted to deliver more. We have<br />

opened Brazil’s only manufacturing centre<br />

for deepwater drilling risers. Our investment<br />

in the Brazilian market continues,<br />

as the region becomes increasingly<br />

important.<br />

42<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Anticipating change<br />

Oil production and demand 1<br />

Million barrels per day<br />

120<br />

100<br />

OPEC spare capacity<br />

Global demand<br />

80<br />

60<br />

40<br />

20<br />

Production<br />

Declining production<br />

Dhirubhai 1. <strong>Aker</strong> Floating Production’s<br />

FPSO over the MA-D6 field.<br />

0<br />

1980 1985 1990 1995 2000 2005 2010 2015 2020<br />

In India, <strong>Aker</strong> <strong>Solutions</strong> and sister company<br />

<strong>Aker</strong> Floating Production celebrated<br />

first oil from the country’s first offshore<br />

field. <strong>Aker</strong> <strong>Solutions</strong> delivered the subsea,<br />

process control and mooring systems,<br />

delivering to both the field and the FPSO<br />

Dhirubhai 1,which is owned by <strong>Aker</strong> Floating<br />

Production. Oil demand in India is forecast<br />

to be the fastest growing in the world over<br />

the coming two decades, and the country<br />

is putting alot of effort into boosting its<br />

own energy production, making it avery<br />

interesting opportunity for <strong>Aker</strong> <strong>Solutions</strong>.<br />

Harsh environments: more presence,<br />

less impact<br />

<strong>Aker</strong> <strong>Solutions</strong>isaninternational company<br />

with aglobal reach. We are taking the lead<br />

in arange of significant developments with<br />

one common denominator: harsh environments<br />

in cold climates.<br />

From Russia to Canada, northern areas<br />

are becoming increasingly important. In<br />

<strong>Aker</strong> <strong>Solutions</strong>, with our vast experience<br />

from the Norwegian Continental Shelf, we<br />

are used to thinking about tough weather<br />

conditions when we plan projects and<br />

“Our goal remains to<br />

be our customers’<br />

preferred partner by<br />

delivering the<br />

products and<br />

services they need<br />

through their entire<br />

lifecycle”<br />

create new structures. Agood example is<br />

the pair of H-6e (or H-6 extreme) rigs that<br />

<strong>Aker</strong> <strong>Solutions</strong> is delivering to <strong>Aker</strong> Drilling<br />

in 2009. They are the largest, most<br />

advanced drilling rigs in the world,<br />

designed and built especially to work in<br />

the challenging conditions of the oceans’<br />

deep water and arctic regions.<br />

The design of the H-6e also highlights<br />

another very important trend: it is azero<br />

emissions unit. As we move into these new<br />

territories, it is vital that we strive to further<br />

minimise the impact of new developments<br />

on their surroundings. We benefit from this<br />

increasing environmental focus because<br />

we are atechnology company -and the<br />

operators of these fields want the very<br />

best environmental technology.<br />

In addition to fuelling high exploration<br />

activity, the need for more oil has also<br />

driven demand for increased oil recovery<br />

(IOR) technologies, to produce more from<br />

existing fields. We see no signs of this<br />

trend diminishing.<br />

Meeting the changing needs ofour<br />

customers<br />

In <strong>2008</strong> we further enhanced our portfolio<br />

of technology services and products both<br />

through restructuring and through completing<br />

aseries of strategically important<br />

acquisitions. The integration of our marine<br />

operations, well intervention and geological<br />

consulting offerings into our Subsea<br />

business area, in combination with our<br />

ownership and cooperation with <strong>Aker</strong><br />

Oilfield Services, means we can offer a<br />

more focused portfolio of lifecycle and<br />

IOR products and services, including our<br />

extensive well intervention offering – a<br />

unique one-stop-shop for subsea fields.<br />

In our Products &Technologies business<br />

area, we have consolidated our drilling<br />

risers and equipment activities with topside<br />

technology products and services.<br />

Together with an enhanced IOR offering,<br />

this will better service customers worldwide<br />

with the equipment and services they<br />

require, onshore and above the waterline.<br />

Our customers increasingly focus on<br />

the development and maintenance of their<br />

fields as one large, integrated operation.<br />

Therefore, in <strong>2008</strong> we brought together<br />

our existing Field Development and<br />

Maintenance, Modifications and Operations<br />

business areas to create Energy<br />

Development & Services, increasing our<br />

capacity to serve our customers through a<br />

larger and more flexible pool of engineers.<br />

We have also refocused our Process &<br />

Construction business area, bringing<br />

together <strong>Aker</strong> <strong>Solutions</strong>’ energy, process<br />

and related construction activities to<br />

achieve greater synergies and better<br />

resource utilisation. We see continued<br />

market potential in South America, India<br />

and China with key global customers. China<br />

is expected to continue as the main driver<br />

for petrochemical process investments and<br />

the emphasis in metals and mining will<br />

remain on Australia and South America.<br />

<strong>Aker</strong> <strong>Solutions</strong> has made these organisational<br />

changes to reflect the changing<br />

demands we see coming in the energy and<br />

process industries. We believe adapting to<br />

these trends secures our medium- and<br />

long-term outlook, in atime of short-term<br />

uncertainty.<br />

Our goal remains to be our customers’<br />

preferred partner by delivering the products<br />

and services they need through their<br />

entire lifecycle –from feasibility study to<br />

operations and beyond.<br />

1) IEA <strong>2008</strong> World Energy Outlook<br />

2) Douglas-Westwood: the world offshore oil and gas<br />

production and spend forecast <strong>2008</strong>-2012<br />

3) www.statoilhydro.com<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 43


Our business<br />

Health, safety and environment<br />

Taking personal responsibility for HSE<br />

One dangerous incident is one too many. <strong>Aker</strong> <strong>Solutions</strong>’<br />

guiding principle is that all incidents are preventable.<br />

Taking care ofhealth, safety and the environment<br />

(HSE) is acore value among all<br />

<strong>Aker</strong> companies. It commits each and<br />

every employee to promoting better HSE<br />

performance in their daily life.<br />

In <strong>Aker</strong> <strong>Solutions</strong> our core HSE value is<br />

expressed in our HSE Mindset:<br />

All incidents can be prevented. We<br />

strive continuously for zero harm to<br />

personnel, material and non-material<br />

assets<br />

We focus on employee health and on<br />

continuously improving the work environment<br />

We conduct our operations through<br />

efficient use of materials and energy,<br />

with minimum waste and damage to<br />

the environment<br />

We design products and services to<br />

have no undue environmental impact,<br />

to be safe and to be efficient in consuming<br />

energy and natural resources.<br />

We seek to ensure that our products<br />

can be recycled or disposed of safely<br />

Leading indicators<br />

Some of the key activities that contribute<br />

to improved HSE performance and prevention<br />

of incidents are measured and encouraged<br />

through a set of leading<br />

indicators.<br />

Risk observations<br />

Per employee per year<br />

3.5<br />

3.0<br />

2.5<br />

Near misses<br />

Per employee per year<br />

0.20<br />

0.15<br />

2.0<br />

1.5<br />

0.10<br />

1.0<br />

0.5<br />

0.0<br />

0.05<br />

0.00<br />

2005<br />

2006<br />

2007<br />

<strong>2008</strong><br />

2005<br />

2006<br />

2007<br />

<strong>2008</strong><br />

Task risk analyses<br />

Per employee per year<br />

Inspections<br />

Per employee per year<br />

HSE training<br />

Percent of worked hours<br />

12<br />

3.0<br />

2.0<br />

10<br />

8<br />

2.5<br />

2.0<br />

1.5<br />

6<br />

1.5<br />

1.0<br />

4<br />

2<br />

1.0<br />

0.5<br />

0.5<br />

0<br />

0.0<br />

0.0<br />

2005<br />

2006<br />

2007<br />

<strong>2008</strong><br />

2005<br />

2006<br />

2007<br />

<strong>2008</strong><br />

2005<br />

2006<br />

2007<br />

<strong>2008</strong><br />

44<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Health, safety and environment<br />

Driven by care<br />

Our Just Care programme has helped engage our employees<br />

around the world through asimple message: we take personal<br />

responsibility for HSE, based on caring for people, the<br />

environment, and the company.<br />

Through extensive communication, arange<br />

of training programmes and, most importantly,<br />

the examples set by people from<br />

management to the shop floor, our HSE<br />

message reaches every corner of the<br />

organisation.<br />

By considering health, safety and environmental<br />

issues in all our activities –in<br />

offices, on construction sites or at home –<br />

we reinforce the right attitudes and achieve<br />

better HSE and business results.<br />

Increased environmental focus<br />

The role of companies like ours in relation<br />

to the environment is of increasing importance.<br />

We are motivated to be part of the<br />

solution. We aim to continually improve our<br />

products and services, play arole in new<br />

energy sectors, and minimise the footprint<br />

of our own operations. We strive to design<br />

each new product and service to be not<br />

just technologically better, but to be safer<br />

and to have less harmful impact on the<br />

environment than the one before. Some<br />

examples include our solutions for recovering<br />

volatile vapours, reducing sulphur<br />

and ammonia emissions and drilling rigs<br />

with minimised impact on arctic environments.<br />

We also contribute, with project<br />

execution and technology, tonew energy<br />

sectors such as CO 2 capture, next generation<br />

biofuels and wind power.<br />

During <strong>2008</strong> we have raised the bar on<br />

the environmental footprint of our own<br />

operations. We have initiated anumber of<br />

activities to further increase our focus in<br />

this area. The definition and <strong>report</strong>ing of<br />

environmental parameters has been<br />

improved, and from <strong>2008</strong> energy consumption,<br />

greenhouse gas emissions and<br />

waste disposal are being <strong>report</strong>ed with<br />

greater accuracy and in ways that better<br />

enable our individual businesses to guide<br />

their improvements. To increase competence<br />

and awareness across the organisation we<br />

have introduced adedicated environmental<br />

eLearning module intended for all employees.<br />

By year end, 9000 employees had<br />

completed this module. Five additional<br />

business units were certified according to<br />

the ISO 14001 environmental standard in<br />

<strong>2008</strong>, bringing the total to 19. Video conferencing<br />

facilities are being improved and<br />

we aim to utilise these to further reduce<br />

travel. These arejust some of the activities<br />

we expect will contribute to minimising our<br />

environmental footprint.<br />

1<br />

LTIF<br />

Per mill. work hours, incl. subcontr.<br />

2.5<br />

2.0<br />

1.5<br />

1.0<br />

0.5<br />

0.0<br />

8<br />

7<br />

6<br />

5<br />

4<br />

3<br />

2<br />

1<br />

0<br />

2003<br />

2003<br />

2004<br />

2004<br />

2005<br />

2<br />

TRIF<br />

Per mill. work hours, incl. subcontr.<br />

2005<br />

2006<br />

2006<br />

2007<br />

2007<br />

<strong>2008</strong><br />

<strong>2008</strong><br />

Energy <strong>2008</strong><br />

Energy consumption MWH 623 049<br />

Energy intensity MWH per mill. worked hours 6560<br />

Sick leave rate<br />

Percent of work hours<br />

5<br />

4<br />

Emissions <strong>2008</strong><br />

3<br />

CO 2 emissions Tonnes 146 654<br />

CO 2 emissions intensity Tonnes per mill. worked hours 1544<br />

2<br />

1<br />

Waste <strong>2008</strong><br />

Recycled waste Tonnes 22 021<br />

Total waste Tonnes 35 756<br />

Recycling factor Percent 61.6<br />

Hazardous waste Tonnes 2200<br />

0<br />

2003<br />

2004<br />

2005<br />

2006<br />

1) Lost Time Incident Frequency<br />

2) Total Recordable Incident Frequency<br />

2007<br />

<strong>2008</strong><br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 45


Our business<br />

Health, safety and environment<br />

Competence and compliance<br />

Through developing competence, learning from experience and setting<br />

high standards, we increase the likelihood of preventing the next incident.<br />

Leaders in the driver’s seat<br />

More than 2200 leaders had graduated<br />

from our HSE leadership programme by<br />

the end of <strong>2008</strong>. This programme has been<br />

key in further developing our HSE culture,<br />

enabling our leaders to be more effective<br />

role models and to drive HSE improvements<br />

efficiently.<br />

Reaching out<br />

To help deliver the important HSE messages<br />

effectively across the organisation, we<br />

have developed asuite of HSE eLearning<br />

programmes. To date, more than 57 000<br />

individual training sessions have been<br />

completed with the different HSE eLearning<br />

modules. Additional training and awarenessraising<br />

activities take place on every worksite,<br />

and HSE considerations are always<br />

part of the planning and execution of<br />

tasks.<br />

High expectations<br />

We maintain a common HSE operating<br />

system to set expectations, assess gaps<br />

and implement improvements. Each operating<br />

unit performs an annual assessment<br />

against the expectations of the HSE<br />

operating system. In addition anumber of<br />

strategic, in-depth HSE reviews are<br />

performed for selected units across the<br />

organisation. These reviews increase the<br />

transparency of HSE performance throughout<br />

our operations, and help to ensurethat<br />

potential risks are avoided.<br />

Just Rules<br />

Based on an analysis of previous incidents<br />

and industry best practice, aset of clear,<br />

simple safety rules for specific work<br />

activities has been developed and rolled<br />

out across the organisation. Over 32 000<br />

employees, contract staffand subcontractor<br />

employees had been through dedicated Just<br />

Rules training sessions by year end <strong>2008</strong>.<br />

Therehas been asignificant decrease in<br />

the number of serious injuries from 2007 to<br />

<strong>2008</strong>.<br />

Serious injuries<br />

■ 2007 ■ <strong>2008</strong><br />

25<br />

20<br />

15<br />

10<br />

5<br />

0<br />

Fatalities<br />

Disabling<br />

injuries<br />

Other serious<br />

injuries<br />

“From experience,<br />

we know that<br />

certain activities<br />

account for the<br />

majority of serious<br />

incidents in our<br />

work. For these<br />

activities we have<br />

made specific rules<br />

to prevent injury or<br />

harm. These are our<br />

Just Rules, part of<br />

our Just Care<br />

programme.”<br />

-Simen Lieungh,<br />

President &CEO<br />

Just Rules training includes<br />

educational videos.<br />

46<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Health, safety and environment<br />

Just Care awards<br />

To recognise outstanding achievements within HSE and to reinforce the<br />

behaviours that led to them, every year our President &CEO presents<br />

four Just Care awards: the President’s HSE award for the best overall<br />

HSE achievement, and one award each for achievements in health, safety<br />

and the environment.<br />

President’s HSE award<br />

The Kashagan epF project received the President’s HSE award for their fabrication and<br />

assembly of seven process and utility modules, spanning over 12 million worked hours<br />

with 35 nationalities at locations in Norway, Poland, Romania and Russia. Through<br />

extensive efforts in training, communication and management visibility, coupled with the<br />

right performance incentives, the project successfully exported <strong>Aker</strong> <strong>Solutions</strong>’ HSE<br />

mindset and standards to sites that historically had aless mature HSE culture, achieving<br />

zero serious injuries over the project’s five years and leaving apositive legacy at all<br />

subcontractor sites.<br />

Health award<br />

<strong>Aker</strong> <strong>Solutions</strong> in Verdal, Norway received<br />

the Health award for their ’Multivago’<br />

welding automation. Developed by welders<br />

in Verdal, the Multivago system enables<br />

the automated welding of long and large<br />

tubular weld seams, avoiding static<br />

and unfavourable welding positions while<br />

achieving increased efficiency and reduced<br />

health risks. Multivago was initiated for the<br />

production of a series of tripod wind<br />

turbine foundations, and has now been<br />

shared and is in use on other projects.<br />

Safety award<br />

Our drilling equipment business received<br />

the Safety award for their drilling equipment<br />

simulator. The simulator has been<br />

developed by First Interactive AS (60 percent<br />

owned by <strong>Aker</strong> <strong>Solutions</strong>) and the<br />

safety training is organised and facilitated<br />

by our drilling equipment unit. The training<br />

enables safe and cost efficient training<br />

of drilling crews, improved safety for<br />

operators on the historically dangerous<br />

drill floor and, ultimately, improved and<br />

safer drilling operations. The drilling equipment<br />

simulator has introduced a step<br />

change, bringing to the drilling industry<br />

what the flight simulator has brought to the<br />

aviation industry.<br />

Environmental award<br />

The Ekofisk tank cell cleaning project<br />

received the Environmental award. Through<br />

the use of aspecially developed, remote<br />

operated cleaning tool, 99% of the oil and<br />

wax layer was removed from nine tank<br />

cells and re-injected into the Ekofisk reservoir.<br />

The project was executed within the<br />

agreed time frame, exceeding the customer’s<br />

requirement for oil and wax removal,<br />

and with an excellent HSE cultureresulting<br />

in zero spills to the environment and zero<br />

injuries.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 47


Our business<br />

People and development<br />

Driving performance<br />

<strong>Aker</strong> <strong>Solutions</strong>’ achievements and profitability are generated by our<br />

people –people who take on challenges and deliver solutions.<br />

“<strong>Aker</strong> <strong>Solutions</strong> focus<br />

attention on achieving<br />

results in both the<br />

short and long term”<br />

Teamwork, know-how and skills are the<br />

driving forces for enhanced performance<br />

and continual business development. Our<br />

values guide the development of our people<br />

and the company.<br />

Our commitment<br />

All <strong>Aker</strong> companies shareacommitment to<br />

their people: to establish a working<br />

environment that is safe, tolerant, and fair.<br />

Continuous personal and professional<br />

development is vital to the competitiveness<br />

of <strong>Aker</strong> <strong>Solutions</strong>. The power of the<br />

company’scollective know-how reinforces<br />

customer confidence and enhances our<br />

ability to win new contracts and execute<br />

them profitably.Weseek to give our people<br />

challenging assignments and ample<br />

opportunities for development and growth.<br />

Performance management and<br />

reward<br />

We want our organisation and each<br />

employee to focus attention on achieving<br />

results in both the short and long term.<br />

Processes for determining targets and<br />

measuring performance, and for rewarding<br />

employees in relation to the results<br />

achieved, are important tools in this<br />

context. Performance targets for managers<br />

and employees are determined on the<br />

basis of strategies and budgets in each<br />

unit. Targets are set on an annual basis,<br />

but are monitored and further developed<br />

as necessary throughout the year. The<br />

annual target-setting processes embrace<br />

both financial goals and the development<br />

and improvement of products, project<br />

management, customer service and the like.<br />

In addition, targets are established for<br />

health, safety and the environment and for<br />

the personal development of the individual<br />

manager and employee.<br />

To ensurethe development and optimum<br />

utilisation of our management resources,<br />

an annual evaluation of managers is conducted<br />

as input for determining plans for<br />

management development programmes,<br />

management mobility and the development<br />

of leadership talents.<br />

We want to reward managers and<br />

employees in relation to the results<br />

achieved. This is achieved by differentiation<br />

of individual base pay and establishing<br />

programmes for variable annual payments<br />

to managers and employees.<br />

Our annual variable pay programmes<br />

reward employees on the basis of the<br />

commercial results achieved in the<br />

individual company or project. Managers<br />

earn variable pay on the basis of<br />

commercial results in the units in which<br />

they exercise influence and the extent to<br />

which the manager lives our values. Senior<br />

management have their variable pay<br />

spread over several years to encourage<br />

long-term performance and lasting commitment.<br />

Details of the remuneration of our<br />

senior management are provided in note<br />

18 to the consolidated accounts on pay<br />

and social costs.<br />

Unique skills create<br />

unique solutions.<br />

48<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

People and development<br />

Preferred employer in achallenging market<br />

It is our people that enable <strong>Aker</strong> <strong>Solutions</strong> to offer our customers a<br />

service superior to our competitors. Our reputation in the employment<br />

market is key to attracting the most talented people.<br />

In <strong>2008</strong> we started to see the effect of our<br />

streamlined, recruitment process, with over<br />

40 000 candidate applications from more<br />

than 35 countries. The global recruitment<br />

process, featuring hands-on recruitment<br />

principles and supported by arecruitment<br />

management system, ensures transparency<br />

across our business. Together with a<br />

common interview guide based on our<br />

values, candidates wereexposed to ahigh<br />

quality recruitment experience supporting<br />

our vision of being the preferred employer.<br />

It has been achallenging market, with a<br />

shortage of suitably skilled people entering<br />

the engineering industry generally, and the<br />

energy sector in particular.Despite increasing<br />

competition for qualified resources, we<br />

successfully managed to hire a total of<br />

4108 new employees in <strong>2008</strong>. Through<br />

focusing on retention activities we have<br />

increased the stability of our workforce,<br />

reducing turnover to below nine percent.<br />

Attracting new employees<br />

Following a successful national recruitment<br />

campaign in Norway in late 2007,<br />

similar campaigns wereconducted in other<br />

regions in <strong>2008</strong>. <strong>Aker</strong>’s new recruitment<br />

programme for the US market was<br />

launched in May in connection with the<br />

Offshore Technology Conference <strong>2008</strong> in<br />

Houston, Texas. The programme covers<br />

all the <strong>Aker</strong> companies with activities in the<br />

US and is based on the employees‘ own<br />

attitude and commitment. It also features a<br />

regional web site and even anew word<br />

–<strong>Aker</strong>tude (see www.akertude.com).<br />

Our efforts in attracting employees are<br />

also validated by our People Survey,where<br />

the top development area since the last<br />

survey was “Weattract talented people”. It<br />

showed that avast majority of our people<br />

would strongly recommend <strong>Aker</strong> <strong>Solutions</strong><br />

as an employer in our industry.<br />

Recruitment of employees<br />

Regional distribution<br />

Total workforce<br />

Regional distribution<br />

Norway 32.5%<br />

Americas 23.8%<br />

Africa &Middle<br />

East 0.6%<br />

Asia Pacific 18.2%<br />

Europe (ex. Norway) 24.2%<br />

Norway 49.7%<br />

Americas 20.4%<br />

Africa &Middle<br />

East 0.6%<br />

Asia Pacific<br />

13.7%<br />

Europe (ex. Norway) 15.2%<br />

Co-operation in focus<br />

In <strong>Aker</strong> <strong>Solutions</strong> there isalong<br />

tradition of including employees<br />

and their representatives in<br />

decision-making processes. This<br />

ensures abroad basis for making<br />

good decisions, balancing the<br />

interests of the many stakeholder<br />

groups that any company<br />

engages with –especially those<br />

interests related to welfare and<br />

working conditions. These<br />

traditions are well established in<br />

Norway, though this is not yet the<br />

case everywhere the company<br />

operates.<br />

<strong>Aker</strong> <strong>Solutions</strong> operates in a<br />

context characterised by increasing<br />

globalisation and fierce competition.<br />

This means we must make<br />

significant efforts to maintain our<br />

competitiveness in all our markets.<br />

Employee representatives and<br />

management must work together on<br />

an ongoing basis to seek solutions<br />

that promote socio-economic<br />

progress in the regions in which we<br />

operate, while ensuring the longterm<br />

performance of our company.<br />

In October <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong>’<br />

major shareholder, <strong>Aker</strong> ASA, signed<br />

an international framework agreement<br />

with the Norwegian United<br />

Federation of Trades Unions and<br />

the International Metalworkers<br />

Federation on behalf of all the<br />

companies that arepart of <strong>Aker</strong>.The<br />

agreement commits all the parties<br />

to work towards the development<br />

of good working relations.<br />

<strong>Aker</strong>, the Norwegian United Federation of Trades Unions and<br />

the International Metalworkers Federation enter ajoint agreement.<br />

Employees<br />

Regional distribution<br />

Contract staff<br />

Regional distribution<br />

Norway 49.7%<br />

Americas 17.2%<br />

Africa &Middle<br />

East 0.6%<br />

Asia Pacific<br />

14.6%<br />

Europe (ex. Norway) 17.5%<br />

Norway 49.6%<br />

Americas 27.4%<br />

Africa &Middle<br />

East 0.6%<br />

Asia Pacific<br />

11.7%<br />

Europe (ex. Norway) 10.2%<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 49


Our business<br />

People and development<br />

Alearning arena<br />

The <strong>Aker</strong> Academy creates opportunities for people and teams<br />

throughout <strong>Aker</strong> <strong>Solutions</strong>. It delivers aligned, professional training<br />

and development activities founded on our values and core<br />

competence and strives to expand the competence of individuals<br />

and teams to improve our business performance.<br />

“Developing an even<br />

higher quality learning<br />

environment remains<br />

our main focus in 2009”<br />

In <strong>2008</strong>, eight different leadership programmes,<br />

totalling more than 60 sessions,<br />

werecompleted by over 1300 participants.<br />

Our leadership programmes have been<br />

implemented internationally.<br />

One major focus of the Academy in<br />

<strong>2008</strong> was to encourage cooperation<br />

across business areas and to further align<br />

our development activities. In an increasingly<br />

global environment, cross-cultural<br />

awareness has moved up the agenda as a<br />

key factor in minimising risks in all our<br />

activities. Each one of our leadership<br />

programmes includes modules designed<br />

to improve “cultural intelligence” within<br />

<strong>Aker</strong> <strong>Solutions</strong>. These efforts will be intensified<br />

in 2009.<br />

Developing an even higher quality<br />

learning environment will be our main<br />

focus in 2009. This means that still-closer<br />

cooperation and active sharing between<br />

the business areas will be promoted.<br />

In addition to cross-cultural awareness,<br />

the further development of our leadership<br />

programmes; aligned concepts for coaching<br />

and mentoring across the business<br />

areas; and aclear focus on commercial<br />

awareness have all been identified as<br />

focus points for 2009.<br />

Well intervention academy<br />

On 29 May <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> opened<br />

its new well intervention academy in<br />

Stavanger, Norway. This facility will give<br />

new generations of offshoreoperators and<br />

engineers first hand experience in critical<br />

well intervention activities. The centre<br />

consists of an intervention tower, two test<br />

wells and state-of-the-art intervention<br />

equipment combined with high-tech 3D<br />

simulators to facilitate realistic and<br />

practical training in an environment as<br />

close to actual offshore conditions as<br />

possible.<br />

Participants from all over the world<br />

are brought together in our learning<br />

and development activities.<br />

Leadership programmes<br />

Participants, <strong>Aker</strong> Academy <strong>2008</strong><br />

Becoming aleader 572<br />

Develop your leadership 152<br />

Business<br />

leadership 38<br />

Commercial<br />

awareness 54<br />

HSE leadership<br />

492<br />

Senior project<br />

management 26<br />

50<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

People and development<br />

<strong>Aker</strong> international trainee programme<br />

<strong>2008</strong> was the thirdyear of the <strong>Aker</strong> international trainee programme.<br />

With the participation of <strong>Aker</strong> <strong>Solutions</strong>, <strong>Aker</strong> Floating Production,<br />

<strong>Aker</strong> Drilling and other <strong>Aker</strong> companies the programme has<br />

provided 66 assignments. Trainees have achance to work in our<br />

key markets including Norway, the US, UK and Malaysia.<br />

In September <strong>2008</strong>, the first team of<br />

trainees graduated from the programme<br />

and joined our pool of future leaders. Each<br />

of the eight graduating trainees accepted<br />

permanent positions within <strong>Aker</strong> <strong>Solutions</strong><br />

in the US, Brazil, China, Malaysia and<br />

Norway, working in different business<br />

areas and involved in business development,<br />

procurement, finance and business<br />

management.<br />

“During my two years as atrainee within<br />

the company, I have been exposed to<br />

different disciplines including qualifications<br />

and clarifications for tenders, cost<br />

estimates for projects, our Project Execution<br />

Model, and branch management issues.<br />

Ihave worked in the general organisation<br />

and also had afantastic opportunity to be<br />

on abig international project –Adriatic LNG.<br />

My experience on the project formed my<br />

firm desire tobeapart of aproject team<br />

again. That is why Iamnow assigned to<br />

the Sakhalin IArkutun-Dagi project, working<br />

in procurement,” said Yulia Semenchenko,<br />

aRussian trainee who graduated in <strong>2008</strong>.<br />

In September <strong>2008</strong>, a third team of<br />

trainees joined the programme. The team<br />

consists of ten recent graduates who were<br />

recruited in the autumn of 2007 from India,<br />

Malaysia, Norway and Russia. The worldwide<br />

recruitment campaign received<br />

an impressive 1500 applications for the<br />

Team III visiting Egersund Yard in<br />

September <strong>2008</strong>.<br />

ten positions. To address our business<br />

needs we recruited trainees with amixed<br />

background in both engineering and in<br />

business.<br />

New programmes<br />

A number of new, specially-developed<br />

courses werelaunched on the portal during<br />

<strong>2008</strong>. As asupplier to fossil fuel producers,<br />

it is important that we address climate<br />

challenges and the need to reduce greeneLearning<br />

With more than 80 000 courses completed so far, eLearning<br />

has become an effective way of enhancing expertise for our<br />

employees.<br />

We offer alarge number of courses through<br />

our eLearning portal, which is used actively<br />

by all the business. More than 40 000<br />

programmes werecompleted in <strong>2008</strong> alone.<br />

A number of the courses are obligatory,<br />

and the local business units can document<br />

the progress of their employees for<br />

themselves. Such documentation is important,<br />

not least for ISO certification of the<br />

businesses. Employees can take courses<br />

via their own home PCs, whenever they<br />

want and regardless of their geographical<br />

location. Compared with classroom-based<br />

teaching, eLearning substantially reduces<br />

the cost of travel and use of resources.<br />

house gas emissions. Our new course on<br />

“the environment –our common responsibility”<br />

raises these issues and the way our<br />

employees can take personal responsibility<br />

for the environment.<br />

A number of courses have been<br />

launched on key issues such as health,<br />

safety and the environment (HSE), corporate<br />

responsibility (CR) and <strong>Aker</strong> <strong>Solutions</strong>’<br />

Project Execution Model (PEM).<br />

More than eLearning<br />

In <strong>2008</strong>,our first classroom-basedcourses<br />

were registered with the Academy. This<br />

represents an important step towards realising<br />

the vision of acommon education<br />

portal for the whole of <strong>Aker</strong> <strong>Solutions</strong>, no<br />

matter the medium used, and will reduce<br />

the cost of maintaining several different<br />

systems.<br />

Classroom teaching is also used in<br />

combination with eLearning.<br />

eLearning<br />

Completed courses by end of <strong>2008</strong><br />

Stress management 14 207<br />

Caring for the environment 8820<br />

Other HSE 18 637<br />

PEM 11 137<br />

Other and BA/BU<br />

specific 11 207<br />

CR 1227<br />

Protect 2894<br />

Just Care 18 893<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 51


Our business<br />

Corporate responsibility<br />

Demonstrating corporate responsibility<br />

<strong>Aker</strong> <strong>Solutions</strong>’ overriding concern istoprovide products and services<br />

in an environmentally sound, ethical and socially responsible manner.<br />

The way in which we achieve growth and<br />

profitability is as important as the achievements<br />

themselves.<br />

Finding environmentally and socially<br />

responsible ways to meet the world’s<br />

energy needs has world scale impact –<br />

politically, ethically and environmentally.<br />

Our contribution to that impact depends<br />

on each and every one of us, every day,<br />

everywhere, taking personal responsibility<br />

and caring for people, for the environment,<br />

for integrity and for our communities.<br />

Our history,our values and international<br />

norms such as the UN Global Compact,<br />

the Global Reporting Initiative (GRI) and<br />

the OECD guidelines are the basis of our<br />

corporate responsibility principles. We are<br />

committed to continually improving our<br />

performance against them.<br />

Our corporate responsibility<br />

principles<br />

Caring about people: acompetent and<br />

motivated workforce, driving toward the<br />

same goals, is vital to our success. With<br />

thousands of employees around the<br />

world representing many cultures, religions<br />

and ethnic groups, our focus is to<br />

help each individual employee realise<br />

his or her potential and look after his or<br />

her own health and safety. All our efforts<br />

are guided by acommitment to protecting<br />

the human rights of our employees<br />

and the stakeholders we influence.<br />

Caring about environment: the<br />

environment depends on companies<br />

like ours to contribute to its positive<br />

development. We therefore work to<br />

minimise negative impact on the environment<br />

by continuously developing<br />

technologies, practices and business<br />

opportunities compatible with sustainable<br />

development.<br />

Caring about integrity: we depend on<br />

areliable, predictable business<br />

environment. We therefore strive to<br />

maintain high ethical standards. We<br />

build aculture that values honesty,<br />

integrity and transparency, and we<br />

encourage the same behaviour among<br />

our partners.<br />

Caring about community: as alarge<br />

company we are asignificant part of<br />

the societies in which we operate, both<br />

locally and globally. Webelieve in playing<br />

our part in the community through<br />

investing in the building of ahealthy,<br />

safe and stable society.<br />

Local content<br />

We are committed to building on local<br />

capabilities in, and sharing our technology<br />

with, the markets we enter. Wedraw on<br />

local resources to create jobs, customise<br />

product strategies, and work with local<br />

governments. For example:<br />

Currently we employ approximately<br />

4 000 people in the Asia Pacific region,<br />

including around 600 located in Malaysia.<br />

Of those 600, most work at the high-tech<br />

manufacturing centre we established in<br />

2007. Nearly 100 of the engineers and<br />

technicians employed in the centre atPort<br />

Klang were trained at our Norwegian and<br />

British subsea facilities. The centre has<br />

also created opportunities for local vendors<br />

supplying components and services.<br />

Our subsea operations in Brazil have<br />

approximately 500 people in an almost<br />

exclusively Brazilian workforce. 150 of those<br />

were hired in the 12 months to mid-<strong>2008</strong><br />

and our plans for growth in the region are<br />

extensive. We expect to fill an additional<br />

130 vacancies by the end of 2009.<br />

In Angola we have developed West Africa’s<br />

most advanced subsea base. To<br />

promote the effective sharing of our knowhow<br />

in the region, an active training<br />

programme has brought employees from<br />

An international company with global<br />

reach. <strong>Aker</strong> <strong>Solutions</strong> employees outside<br />

our facility in Malaysia.<br />

the region to be trained at other <strong>Aker</strong><br />

<strong>Solutions</strong> facilities. We are making similar<br />

efforts with local employees in several<br />

other countries.<br />

CO 2 capture<br />

<strong>Aker</strong> ASA and <strong>Aker</strong> <strong>Solutions</strong> have established<br />

the company <strong>Aker</strong> Clean Carbon to<br />

accelerate the commercialisation of CO 2<br />

capture technology. <strong>Aker</strong> <strong>Solutions</strong> will<br />

provide the technology, engineering and<br />

project management expertise for developments<br />

supported by <strong>Aker</strong>’s industrial and<br />

financial strength. <strong>Aker</strong> Clean Carbon’score<br />

CO 2 capture technology was originally<br />

developed by <strong>Aker</strong> <strong>Solutions</strong>.<br />

<strong>Aker</strong> <strong>Solutions</strong> and <strong>Aker</strong> Clean Carbon<br />

are also part of the consortium, led by<br />

Scottish Power,which recently qualified as<br />

an entrant to the UK government’s competition<br />

to develop the UK’s first commercial<br />

scale carbon capture and storage (CCS)<br />

project.<br />

Global partnership with the<br />

Norwegian Red Cross<br />

<strong>Aker</strong> <strong>Solutions</strong> signed a strategic three<br />

year partnership agreement with the<br />

Norwegian Red Cross on 19 December<br />

2007. The partnership encompasses<br />

financial support, exchanges of expertise<br />

between the organisations and volunteer<br />

activities.<br />

52<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our business<br />

Corporate responsibility<br />

Membersofamedicalteam from theHunan Provincial<br />

RedCrossSociety,treating apatientatatemporary<br />

medical centre setupfor earthquake survivorsinShifang,<br />

Sichuan in <strong>2008</strong>.Thousands of people whosehomes<br />

were flattened were living in tentsbythe side of theroad.<br />

<strong>Aker</strong> <strong>Solutions</strong> people in Chinawere also proactive in<br />

supporting thereliefefforts.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 53


Our performance<br />

Our performance<br />

54<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Contents<br />

56 Board ofDirectors’ <strong>report</strong><br />

<strong>Annual</strong> accounts <strong>Aker</strong> <strong>Solutions</strong> group<br />

72 Consolidated income statement<br />

73 Consolidated balance sheet<br />

74 Consolidated statement of cash flow<br />

75 Consolidated statement of changes to equity<br />

76 Notes to consolidated accounts<br />

<strong>Annual</strong> accounts <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

116 Parent company income statement<br />

117 Parent company balance sheet<br />

118 Parent company statement of cash flow<br />

119 Notes to parent company accounts<br />

124 Auditor’s <strong>report</strong><br />

126 Share and shareholder information<br />

130 Analytical information<br />

132 Corporate governance<br />

136 Board ofDirectors<br />

138 Executive management team<br />

140 Company information<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 55


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

Well prepared in an unpredictable market<br />

<strong>Aker</strong> <strong>Solutions</strong> had operating revenues of NOK 58 252 million in <strong>2008</strong>,<br />

on apar with the previous year. Cost overruns on the Frigg and <strong>Aker</strong><br />

H-6e projects contributed to reduced earnings before interest, tax,<br />

depreciation and amortisation (EBITDA), down by 13.6 percent from<br />

2007 to NOK 3382 million, while the EBITDA margin declined from 6.8<br />

to 5.8 percent. The group has asolid, high quality order backlog. Efforts<br />

to reduce costs are likely to have asignificant effect in 2009, when<br />

EBITDA is expected to exceed NOK 4500 million although some decline<br />

in the level of income is anticipated. An ordinary dividend of NOK 1.60<br />

per share isproposed by the Board for the fiscal year <strong>2008</strong>,<br />

corresponding to NOK 430 million.<br />

Although the high revenues recorded in<br />

2007 were boosted by anumber of major<br />

projects completed in that year, <strong>Aker</strong><br />

<strong>Solutions</strong> succeeded in maintaining the<br />

same high level of income in <strong>2008</strong>. Growth<br />

in the Products &Technologies (P&T) and<br />

Subsea business areas contributed to<br />

this performance. Activity in the Energy<br />

Development &Services (ED&S) and Process<br />

&Construction (P&C) business areas was<br />

lower than in 2007.<br />

Anumber of important projects in the<br />

group’s portfolio were completed in <strong>2008</strong>.<br />

A complete subsea production system<br />

was delivered to Reliance Industries Ltd<br />

for the MA-D6 field off India, and the<br />

world’s first offshore liquefied natural gas<br />

(LNG) terminal was delivered to ExxonMobil<br />

in the Adriatic. Four production facilities for<br />

the Kashagan project in the Caspian Sea<br />

werecompleted during the year,and seven<br />

complete drilling equipment packages<br />

supplied in <strong>2008</strong> are inoperation on rigs<br />

for various customers. The subsea water<br />

injection system for the Tyrihans field in<br />

the Norwegian Sea was also ready for<br />

delivery in late <strong>2008</strong>. This is a groundbreaking<br />

project which strengthens the<br />

group’s position as asupplier of solutions<br />

for increased oil recovery (IOR) from existing<br />

fields. During the year, <strong>Aker</strong> <strong>Solutions</strong> was<br />

also awarded five engineering, procurement<br />

and construction management (EPCM) contracts<br />

for metal projects in South America.<br />

The Subsea, P&C and P&T business<br />

areas substantially improved their profitability,<br />

and delivered record margins and<br />

results in <strong>2008</strong>. Creating the ED&S business<br />

area has strengthened the group’s<br />

position as aleading supplier of complete<br />

development solutions for demanding oil<br />

and gas projects. Operational challenges<br />

faced on individual projects by ED&S during<br />

<strong>2008</strong> meant that its profitability did not<br />

strengthen to the same extent as in the<br />

other three business areas.<br />

To reduce vulnerability to fluctuations in<br />

the levels of activity in the various markets,<br />

efforts were made –particularly by Subsea<br />

and P&T –tobuild up bases and organisations<br />

for delivering services and products<br />

to the group’s installed base of solutions.<br />

This forms part of the group’s long-term<br />

strategy to strengthen its position in the<br />

lifecycle services market. This strategy is<br />

expected to contribute to higher margins.<br />

An extensive cost-cutting programme<br />

was launched in the second half of 2007<br />

and continued throughout <strong>2008</strong>. The instability<br />

of the world economy means that<br />

high priority will continue to be given to the<br />

work of enhancing efficiency and flexibility<br />

in the cost base.<br />

<strong>Aker</strong> <strong>Solutions</strong> has asolid order backlog<br />

with aportfolio dominated by reputable<br />

national and international companies. The<br />

total order intake in <strong>2008</strong> came to NOK<br />

55 590 million, and the group’s order backlog<br />

at 31 December was NOK 58 016<br />

million. This backlog is of high quality, and<br />

offers the potential to realise margin<br />

improvements. The group has so far had<br />

no significant cancellations of existing<br />

contracts, but certain anticipated new<br />

awards have been postponed.<br />

In the short term, some uncertainty<br />

prevails about the level of activity in <strong>Aker</strong><br />

<strong>Solutions</strong>’ main markets. However, independent<br />

market analyses show that the oil<br />

companies must maintain ahigh level of<br />

activity within exploration for and development<br />

of oil and gas resources to replace<br />

declining production from existing fields<br />

while also meeting the anticipated growth<br />

in world energy consumption. The longterm<br />

market foundation is accordingly<br />

regarded as sound and interesting.<br />

The group has set ambitious targets for<br />

work on health, safety and the environment<br />

(HSE). The various programmes in this<br />

area continued in <strong>2008</strong> to help the group<br />

meet its ambition of zero harm to people,<br />

material and non-material assets and the<br />

environment. These efforts are yielding<br />

good results, with adecline in both sick<br />

leave and the total injury frequencies in<br />

<strong>2008</strong> compared with the year before.<br />

The business<br />

Principal operations<br />

<strong>Aker</strong> <strong>Solutions</strong> is a leading international<br />

supplier of engineering services, fabrication,<br />

technology products, maintenance,<br />

specialised services and total solutions for<br />

the energy and process industries. Its main<br />

operations embrace deliveries to oil, gas<br />

and petrochemical facilities. The group also<br />

pursues substantial activities related to<br />

deliveries to projects for gas- and coal-fired<br />

power stations, metal processing plants<br />

and other selected industries.<br />

To achieve an organisation of the business<br />

which better reflects customer<br />

requirements, the group’s business areas<br />

were restructured during <strong>2008</strong>.<br />

The Field Development (FD) and Maintenance,<br />

Modifications and Operations<br />

(MMO) business areas were merged to<br />

create ED&S with operational effect from<br />

1September <strong>2008</strong> and accounting effect<br />

from 1January <strong>2008</strong>.<br />

Structural changes were also implemented<br />

in Subsea and P&T in order to<br />

streamline the technology, solutions and<br />

services offered by the group to its<br />

customers and market segments.<br />

The business is thereafter organised in<br />

the following four business areas and<br />

<strong>report</strong>ing segments:<br />

Energy Development &Services (ED&S)<br />

Subsea<br />

Products &Technologies (P&T)<br />

Process &Construction (P&C)<br />

The group had 23 360 employees at<br />

31 December <strong>2008</strong>, including 11 464 in<br />

Norway, plus 10 601 contract staff. <strong>Aker</strong><br />

56<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

<strong>Solutions</strong> has operations in about 30 countries.<br />

Its head office is in Norway, at<br />

Snarøya outside Oslo.<br />

The parent company <strong>Aker</strong> <strong>Solutions</strong><br />

ASA is listed on the Oslo Stock Exchange<br />

with ticker code AKSO. The largest shareholder<br />

is <strong>Aker</strong> Holding AS, with 40.27<br />

percent of the shares.<br />

Strategic target areas<br />

<strong>Aker</strong> <strong>Solutions</strong>’ vision is to be the preferred<br />

partner for projects, products and services<br />

in the energy and process industries.<br />

Its employees represent leading-edge<br />

expertise in anumber of areas, and the<br />

group enjoys areputation as an attractive<br />

business partner and employer.<br />

<strong>Aker</strong> <strong>Solutions</strong> occupies astrong market<br />

position, which will be consolidated<br />

and further developed. That calls for<br />

significant commitment and substantial<br />

resources. Expectations from investors,<br />

customers and employees, and from the<br />

community and the market in general, will<br />

be met by delivering responsibly,profitably<br />

and consistently.<br />

The group’s long-term strategy remains<br />

unchanged, and defines the following target<br />

areas for 2009 to help realise its vision.<br />

Commitment to solutions for harsh<br />

environments and deeper waters<br />

<strong>Aker</strong> <strong>Solutions</strong>isone of theworld’s leading<br />

suppliers of solutions for energy and<br />

processing facilities in harsh environment<br />

regions, both offshore and on land. The<br />

group has an extensive list of project references<br />

in concrete technology, floating<br />

deepwater platforms, subsea technology<br />

and land-based plants suited for harsh<br />

weather conditions in arctic areas and<br />

deep water. A large proportion of the<br />

remaining unexploited oil and gas<br />

resources are expected to lie in such<br />

regions. The position of <strong>Aker</strong> <strong>Solutions</strong> as<br />

one of the few suppliers to combine<br />

advanced technology with the ability to<br />

deliver complete solutions makes the<br />

group an attractive partner for customers<br />

with demanding projects in deep waters<br />

and harsh environments.<br />

<strong>Solutions</strong> for well stream and reservoirs<br />

Alarge proportion of newoil and gas fields<br />

have high development costs. Making better<br />

use of existing oil and gas fields offers<br />

significant potential for many operators.<br />

<strong>Aker</strong> <strong>Solutions</strong> has specialised businesses<br />

with expertise in reservoir analysis and<br />

optimisation of well streams. That makes it<br />

possible for oil and gas operators to improve<br />

the recovery factor for existing fields<br />

where they have already invested in installations<br />

and other infrastructure.<br />

Other,smaller reservoirs aretobefound<br />

in the vicinity of many large fields.<br />

Advanced drilling and well technologies<br />

from <strong>Aker</strong> <strong>Solutions</strong> make it possible to<br />

drill new wells horizontally from existing<br />

installations to reach satellite reservoirs,<br />

permitting better utilisation of the installations’<br />

capacity. For fields where reservoir<br />

pressure has declined after anumber of<br />

years on stream, <strong>Aker</strong> <strong>Solutions</strong> delivers<br />

technology to increase pressure through<br />

water or gas injection. The group also has<br />

advanced solutions for maintaining and<br />

improving oil and gas flows from existing<br />

fields. This IOR segment is expected to<br />

make favourable progress.<br />

Grow service business<br />

<strong>Aker</strong> <strong>Solutions</strong> isamajor supplier of complete<br />

production facilities for the energy<br />

and process sectors. It also offers products<br />

and systems such as subsea installations<br />

and drilling solutions. The detailed<br />

knowledge of the plant or its products,<br />

gained when aproject is delivered, opens<br />

up opportunities to provide efficient<br />

models for later maintenance, upgrades<br />

and other services throughout the lifecycle<br />

of the product or installation. These models<br />

often call for specialised expertise, which<br />

gives suppliers with alarge installed base<br />

an interesting and long-term market.<br />

During recent years, <strong>Aker</strong> <strong>Solutions</strong> has<br />

substantially increased deliveries of its<br />

systems and plants, and the market for<br />

services throughout the lifecycle of its<br />

solutions establishes abasis for attractive<br />

margins.<br />

While a new development project,<br />

product or system delivery usually lasts one<br />

to five years, an installation must be maintained<br />

over several decades. The service<br />

market is accordingly very long-term and<br />

rather less cyclical than the market for new<br />

projects.<br />

Further development of strong position in<br />

the growing MMO market in the North<br />

Sea basin<br />

<strong>Aker</strong> <strong>Solutions</strong> has delivered a large<br />

proportion of the offshore installations in<br />

the North Sea basin, particularly on the<br />

Norwegian Continental Shelf. The maintenance<br />

market embraces ongoing services,<br />

“<strong>Aker</strong> <strong>Solutions</strong> has<br />

asolid order backlog<br />

with aportfolio<br />

dominated by<br />

reputable national<br />

and international<br />

companies”<br />

major upgrades and efficiency improvements.<br />

The last of these segments<br />

demands an in-depth understanding of<br />

doing work on installations in production,<br />

combined with expertise in executing<br />

major changes and delivering new components<br />

and modules to those installations.<br />

A number of the installations in the<br />

North Sea basin have been in operation for<br />

many years, and need extensive upgrades.<br />

<strong>Aker</strong> <strong>Solutions</strong> has an experienced and<br />

highly competent organisation of engineers<br />

and operators which, combined with<br />

its fabrication capacity, will be utilised in<br />

competing for major maintenance and<br />

upgrade assignments.<br />

Shifting P&C’s centre ofgravity towards<br />

China, India and South America<br />

Efforts toexpand the activities of the process<br />

and metals businesses in Asia and<br />

South America will continue. Much of their<br />

new capacity will be concentrated in these<br />

regions. In addition, moreemphasis will be<br />

given to facilitating the transfer of technology<br />

and expertise from Europe to this business<br />

area’soperations in other parts of the<br />

world, particularly in growth markets such<br />

as India and China.<br />

Increasing the efficiency and flexibility of<br />

our cost base<br />

An extensive cost-cutting programme was<br />

initiatedinthe second half of 2007 and has<br />

continued through <strong>2008</strong>. Going forward,<br />

the key initiatives and programmes in this<br />

area will address risk management, project<br />

execution, cost consciousness and yard<br />

capacity adjustments, in addition to the<br />

utilisation of low cost hubs in India, Brazil<br />

and Malaysia.<br />

Continuing to enhance Health, Safety<br />

and Environmental (HSE) performance<br />

<strong>Aker</strong> <strong>Solutions</strong> will continue to enhance<br />

HSE and further develop the Just Care<br />

culture designed to strengthen the focus<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 57


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

on HSE in every project and product delivered.<br />

The strong commitment to HSE<br />

education will continue throughout 2009<br />

and the group will continue to develop its<br />

responsibilities as acorporate citizen.<br />

Markets<br />

<strong>Aker</strong> <strong>Solutions</strong>’ principal markets have<br />

long been characterised by good progress<br />

and high demand. With reserves in existing<br />

fields contracting and their production in<br />

decline, afundamental need for many new<br />

developments continues to exist in the<br />

longer term. Following the international<br />

financial crisis, however, there is great<br />

uncertainty about market prospects for<br />

the next few years.<br />

It is still too early to judge how the turbulence<br />

in the world economy will affect<br />

markets, and it remains uncertain how<br />

long the crisis will persist.<br />

In the short term, levels of activity in<br />

<strong>Aker</strong> <strong>Solutions</strong>’ main markets are likely to<br />

decline. Demand is expected to recover in<br />

the longer term, based on growing shortages<br />

of oil, gas and important metals. As a<br />

result, the fundamental basis for further<br />

market growth probably exists in arather<br />

longer perspective.<br />

Oil prices affect activity in anumber of<br />

<strong>Aker</strong> <strong>Solutions</strong>’ main markets. Their level<br />

also influences oil company priorities for,<br />

and choices between, new developments,<br />

upgrading existing facilities and committing<br />

to improved recovery from producing<br />

fields. The group’s share ofnew deliveries<br />

compared with service assignments may<br />

accordingly vary over time in line with oil<br />

price trends.<br />

More difficult access to capital and<br />

project finance reduces opportunities for a<br />

number of customers to launch new<br />

projects. The level of activity at many oil<br />

companies is closely related to developments<br />

in their cash flow, which means that<br />

some operators will postpone large new<br />

developments. In anumber of cases, these<br />

will be replaced by an increased focus on<br />

upgrading existing installations which can<br />

help to reduce costs per unit produced.<br />

Oil company interest in upgrading existing<br />

facilities or investing in improved recovery<br />

from producing oil and gas fields is<br />

usually closely related to marginal costs<br />

per unit produced. In recent years, new<br />

technology has already yielded more automated<br />

operations and lower costs for a<br />

number of installations, and the recovery<br />

factor on anumber of fields has exceeded<br />

the levels previously considered feasible.<br />

Nevertheless, operators of agreat many<br />

producing fields around the world consider<br />

it interesting to invest in substantial<br />

upgrading and improved recovery. <strong>Aker</strong><br />

<strong>Solutions</strong> has solid experience and<br />

proprietary technologies which give it a<br />

strong position in this part of the market.<br />

The bulk of the world’s oil and gas production<br />

comes from facilities on land and<br />

in shallower waters offshore. These fields<br />

were developed early because their<br />

reserves could be accessed with relative<br />

ease. Most of the installations on these<br />

fields are now old and offer limited opportunities<br />

for further production increases.<br />

Both recoverable reserves and output are<br />

declining on many of them. As aresult, a<br />

number of discoveries have been developed<br />

in deeper water over the past 15<br />

years, and asignificant proportion of undeveloped<br />

reserves arethought to lie in deep<br />

waters and harsh environments. Anumber<br />

of oil companies have substantial interests<br />

in and fairly specific plans for such<br />

developments, but costs lie in many cases<br />

at alevel which requires arelatively high oil<br />

price to make their realisation commercially<br />

interesting. Current doubts about the<br />

world economy and its possible effect on<br />

short-term oil price trends mean that the<br />

timing of development decisions is uncertain<br />

for anumber of projects.<br />

It usually takes many years before a<br />

major new project results in production.<br />

Despite the general market downturn,<br />

some customers with strong liquidity<br />

<strong>report</strong> that they plan to maintain their<br />

investment programmes. Their intention is<br />

to benefit from having new production<br />

capacity available when demand starts to<br />

rise again.<br />

Most international industrial sectors<br />

have experienced sharp price increases<br />

for materials and labour in recent years,<br />

while production capacity has also been<br />

exploited to the full in many cases. The<br />

current economic downturn has eased the<br />

pressure onthe whole supplier chain, with<br />

the result that customers increasingly<br />

expect lower prices. Pressure on prices<br />

must be expected to rise as competition<br />

stiffens when spare capacity becomes<br />

available at agrowing number of suppliers.<br />

<strong>Aker</strong> <strong>Solutions</strong> will make active use of its<br />

attractive technology, solid order backlog<br />

and strong financial position to compete<br />

for new assignments. The group intends to<br />

maintain its strategy of selecting, winning<br />

and executing the projects in which it<br />

would be appropriate to become involved,<br />

and thereby seek to avoid contracts which<br />

fail to provide a basis for satisfactory<br />

results.<br />

Risk management<br />

<strong>Aker</strong> <strong>Solutions</strong>’ commercial operations will<br />

normally involve risk. The group works<br />

systematically with risk management<br />

through extensive systems and procedures<br />

in all its business areas. The aim is to<br />

ensure a thorough assessment of both<br />

new and existing deliveries. Risk management<br />

and risk awareness also represent<br />

key elements in educational activities and<br />

the corporate culture. The goal is not to<br />

avoid all risk, but to understand, manage<br />

and be paid for accepting it. Thorough risk<br />

assessment is acore competence which<br />

can provide the group with competitive<br />

advantages.<br />

The group has a corporate treasury<br />

function which comprises the operational<br />

activities and corporate functions involved<br />

in managing financial risk. Risk also represents<br />

akey element and area of expertise<br />

for other corporate staff departments,<br />

such as legal affairs and accounting. In<br />

addition, certain special departments have<br />

risk as their particular focus area.<br />

Enterprise risk has been established to<br />

coordinate group risk management not<br />

included in the traditional project and<br />

finance areas.<br />

Internal audit inspect that policies,<br />

instructions and experience of best practice<br />

areimplemented and followed up.<br />

Project and operational support assists<br />

the operational businesses and<br />

executive management with project<br />

assessments.<br />

An extensive system of common principles,<br />

procedures and instructions has been<br />

established to define how different types of<br />

risk aretobeidentified, <strong>report</strong>ed and treated.<br />

This ensures that all the businesses in the<br />

group have well-entrenched guidelines to<br />

follow for most relevant risk conditions.<br />

Advisory committees have been established<br />

at corporate level to undertake<br />

quality assurance on a wide range of<br />

matters before afinal decision is taken by<br />

executive management or the Board of<br />

Directors. The decision-making system<br />

has been developed as an authorisation<br />

structure that defines which decisions can<br />

58<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

be taken at different levels in the group.<br />

The following committees have been established<br />

at corporate level to evaluate<br />

matters before adecision by the executive<br />

management or main BoardofDirectors:<br />

the corporate risk committee considers<br />

project-specific risk<br />

the investment committee considers<br />

risk associated with the acquisition<br />

and sale of businesses as well as other<br />

investment decisions<br />

the finance committee considers<br />

financial market risk.<br />

Operational project risk: responsibility<br />

for ongoing risk assessment rests with the<br />

various operational business areas. Typical<br />

examples of such risks are the ability to<br />

deliver existing contracts at the agreed<br />

time, quality,functionality and price. Results<br />

also depend on costs –both <strong>Aker</strong> <strong>Solutions</strong>’<br />

own and those charged by suppliers; interest<br />

expenses; exchange rates; and the risk<br />

related to the customer’s ability to pay.<br />

Delivering projects and equipment in<br />

accordance with the contract terms and<br />

within the anticipated cost framework represents<br />

asubstantial risk element, which<br />

will be among the most significant factors<br />

affecting the group’s results.<br />

<strong>Aker</strong> <strong>Solutions</strong> has acommon model for<br />

the execution and follow-up of every phase<br />

of adelivery including evaluation, tendering,<br />

decision making, execution and completion.<br />

This Project Execution Model<br />

(PEM) is common to all the business<br />

areas for project execution and deliveries.<br />

The PEM allows for each business area’s<br />

differing types of projects and deliveries,<br />

while securing a unified approach and<br />

providing opportunities for cross-organisational<br />

deliveries. The group has established<br />

decision-making and evaluation<br />

bodies at various levels to deal with project<br />

and equipment deliveries. At the pinnacle<br />

of this system sits the corporate risk committee,<br />

which assesses and recommends<br />

contracts to the appropriate decisionmaking<br />

authority (the President &CEO or the<br />

Board). This committee, which typically<br />

assesses the largest and most extensive<br />

tenders, reviewed about 40 projects in <strong>2008</strong>.<br />

Acquisition/sale of businesses and other<br />

investment decisions: major business<br />

acquisitions or sales and substantial<br />

spending on fixed assets (property,<br />

machinery and equipment) are submitted<br />

to the investment committee for arecommendation<br />

before final approval by the<br />

executive management or the Board. The<br />

committee becomes involved at an early<br />

stage in such processes, and evaluations<br />

from the relevant specialist staff functions<br />

form an important part of the assessment<br />

process. Such work provides proactive<br />

quality assurance that all necessary considerations<br />

have been properly assessed,<br />

including the question of whether the<br />

investment satisfies the group’s required<br />

rate of return. The committee often provides<br />

guidance for further work by the<br />

business areas on acquisitions and investments,<br />

and ensures that capital spending<br />

is followed up with requirements for<br />

calculations of the results achieved.<br />

Financial market risk: <strong>Aker</strong> <strong>Solutions</strong> has<br />

established guidelines and systems to<br />

manage its exposure infinancial markets.<br />

These cover currency, interest rate, counterparty<br />

and liquidity risk. Significant bank<br />

guarantees have also been issued to<br />

customers in connection with the group’s<br />

activities.<br />

Currency risk: operational units cover<br />

their foreign currency positions via the<br />

corporate treasury department when<br />

contracts are awarded. In turn, the<br />

treasury department covers these positions<br />

directly against external banks.<br />

Operational units are required to cover<br />

their currency positions against their<br />

functional currency. All major contracts<br />

are hedged and documented in such a<br />

way that they qualify for hedge<br />

accounting. Qualified hedges account<br />

for about 80 percent of the group’s<br />

total currency exposure. The remaining<br />

20 percent is secured through net positions<br />

which do not qualify for hedge<br />

accounting under the relevant accounting<br />

standards. The corporate treasury<br />

department is also mandated to take a<br />

limited open position. This activity<br />

yielded earnings of NOK 37 million in<br />

<strong>2008</strong>. Total currency turnover for the<br />

company against external banks in<br />

<strong>2008</strong> was almost NOK 107 billion.<br />

Interest rate risk: the corporate goal is<br />

to have 30–50 percent of gross debt<br />

on fixed interest rates for three to five<br />

years. At 31 December, about 40 percent<br />

of the outstanding debt had fixed<br />

interest rates.<br />

Counterparty risk: specific and continuous<br />

assessments are made of major<br />

<br />

<br />

“The group intends to<br />

maintain its strategy<br />

of selecting, winning<br />

and executing the<br />

projects in which it<br />

would be appropriate<br />

to become involved”<br />

contractual counterparties, and efforts<br />

are made to cover risk through parent<br />

company guarantees, structuring of<br />

payment terms or bank guarantees.<br />

Where bank risk and the placement<br />

risk for surplus liquidity are concerned,<br />

specific maximum levels have been set<br />

for the group’s exposure toeach financial<br />

institution.<br />

Liquidity risk: in addition to seeking to<br />

ensure that all projects have apositive<br />

or neutral cash flow, the group’s policy<br />

is to maintain satisfactory liquidity at<br />

corporate level. This liquidity buffer is<br />

expressed as the sum of undrawn bank<br />

credit facilities and available cash and<br />

bank deposits. Experience indicates<br />

that the buffer should correspond to<br />

about three to four weeks of turnover or<br />

six to eight percent of annual revenues.<br />

The working capital will vary over time,<br />

depending on the composition of revenues<br />

in the various segments. Efforts<br />

will be made to ensurethat debt has an<br />

average remaining term of three to five<br />

years. Anew bank credit facility of NOK<br />

2.0 billion with athree-year term was<br />

secured in December <strong>2008</strong> to strengthen<br />

the group’sliquidity buffer,which<br />

amounted at 31 December to NOK<br />

8157 million or roughly 14 percent of<br />

<strong>2008</strong> revenues. The average weighted<br />

duration of existing outstanding debt<br />

and committed credit facilities is 3.21<br />

years. <strong>Aker</strong> <strong>Solutions</strong> is in compliance<br />

with all the financial covenants in its loan<br />

agreements (see note 25.6 Borrowings<br />

and other non-current liabilities to the<br />

consolidated accounts).<br />

Guarantee portfolio: asignificant<br />

proportion of business area contracts<br />

are supported by bank or insurance<br />

guarantees. On-demand guarantees<br />

account for alarge share ofthese,<br />

particularly in ED&S, Subsea and P&T.<br />

This means that they can fall due for<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 59


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

payment at short notice. Careful<br />

assessments are made before providing<br />

such on-demand guarantees, with<br />

insurance policies taken out if necessary<br />

to protect against unfriendly<br />

claims under the guarantees. The<br />

group’s guarantee portfolio at 31<br />

December totalled NOK 7855 million.<br />

The increase from NOK 5500 million in<br />

2007 reflects mainly exchange rate<br />

fluctuations. NOK 2624 million in new<br />

guarantees were provided during <strong>2008</strong>.<br />

Further details about uncertainties and<br />

contingent events are presented in<br />

note 13 Contingent events to the<br />

consolidated accounts.<br />

The year <strong>2008</strong><br />

New name<br />

The Board’s proposal to change the company<br />

name from <strong>Aker</strong> Kværner ASA to<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA was approved by the<br />

<strong>Annual</strong> General Meeting (AGM) on 3April<br />

<strong>2008</strong>. This change was aconsequence of<br />

the clarifications obtained in 2007 concerning<br />

the company’sownership structure.<br />

The new <strong>Aker</strong> <strong>Solutions</strong> name represents<br />

the culmination of an integration process<br />

between two historical competitors, <strong>Aker</strong><br />

Maritime and Kvaerner, and describes an<br />

enterprise which develops complete<br />

industrial solutions for its customers. The<br />

new name will symbolise clarity, innovation<br />

and progress while emphasising its<br />

family affiliation and the commercial opportunities<br />

created through collaboration with<br />

other <strong>Aker</strong> companies. In connection with<br />

the name change, anew logo and visual<br />

identity wereintroduced for <strong>Aker</strong> <strong>Solutions</strong>.<br />

Restructuring of the business areas<br />

In order tostreamline the organisation of<br />

the business even further, aninternal process<br />

pursued in the course of <strong>2008</strong> led to<br />

the merger of the FD and MMO business<br />

areas, forming ED&S with operational<br />

effect from 1September <strong>2008</strong>. The goal of<br />

this new business area is to make better<br />

use of its specialist resources and leadingedge<br />

expertise. That creates opportunities<br />

for cost savings and for exploiting synergies<br />

between the development and servicing of<br />

oil and gas installations. One aim for the<br />

merger is to contribute to asharpening of<br />

the group’s commercial and technological<br />

image, and to expansion in existing and<br />

selected new markets.<br />

Structural changes were also made in<br />

Subsea and P&T with the goal of streamlining<br />

the group’s offers of technology,<br />

solutions and services to customers of<br />

these two business areas. The changes<br />

mean that <strong>Aker</strong> Marine Contractors, <strong>Aker</strong><br />

Well Service and <strong>Aker</strong> Geo business units,<br />

previously part of the P&T business area,<br />

arenow integrated in the Subsea business<br />

area, while the drilling risers have been<br />

moved from Subsea to P&T. Anoperational<br />

adjustment began on 1October <strong>2008</strong>, and<br />

the full effect in organisational and accounting<br />

terms applied from 1 January 2009.<br />

The driving force behind the restructuring<br />

has been to concentrate all the group’s<br />

subsea and sub-surface activities in the<br />

same business areas in order to improve<br />

opportunities to create and exploit commercial<br />

synergies. The changes moreover<br />

mean that Subsea and P&T have further<br />

tailored the solutions, technological products<br />

and services they offer to market<br />

requirements.<br />

Investments<br />

As part of the strategy of complementing<br />

the portfolio of products and solutions,<br />

some NOK 1.8 billion in total was devoted<br />

in <strong>2008</strong> to the acquisition of businesses.<br />

Other investments totalled about NOK 1.6<br />

billion. Conducted in line with the group’s<br />

strategy, the investments were largely<br />

carried out by Subsea and P&T to meet<br />

customer requirements. A commitment<br />

has been made, for instance, to building<br />

up aglobal service organisation to meet<br />

the local needs of customers.<br />

British company Qserv Ltd, which specialises<br />

in well intervention, was acquired<br />

in July <strong>2008</strong>. Demand for products and<br />

services able to enhance the efficiency of<br />

existing wells is growing sharply, and the<br />

acquisition strengthens <strong>Aker</strong> <strong>Solutions</strong>’<br />

position in the well intervention market.<br />

Qserv has almost 400 employees, including<br />

250 offshore, and had annual revenues<br />

of NOK 711 million in <strong>2008</strong>.<br />

During the second half of <strong>2008</strong>, <strong>Aker</strong><br />

<strong>Solutions</strong> acquired afurther 40 percent of<br />

the shares in <strong>Aker</strong> Marine Contractors AS<br />

and thereby converted this company into a<br />

wholly-owned subsidiary. The acquisition<br />

formed part of the long-term strategy of<br />

strengthening the group’s position along<br />

the value chain for marine operations and<br />

oil and gas services. Both Qserv and <strong>Aker</strong><br />

Marine Contractors will form part of the<br />

Subsea business area.<br />

The Well Intervention Academy, atest<br />

and training centre for well services,<br />

opened in Stavanger during May. Its objective<br />

is to provide new generations of offshore<br />

operators and engineers with first-hand<br />

experience of activities in the well services<br />

segment. Investment was also made in<br />

new office buildings and a new service<br />

base for Subsea at Perth in Australia, and<br />

it was resolved in September <strong>2008</strong> to<br />

expand the Brazilian production facility at<br />

Curitiba in order to double capacity for<br />

manufacturing subsea trees by 2010.<br />

Acquiring amajority shareholding in First<br />

Interactive AS is highly significant for P&T.<br />

This company pursues three-dimensional<br />

visualisation and simulation of drilling<br />

operations, in part for training customer<br />

drilling personnel. The acquisition will help<br />

to strengthen the group’s market position<br />

even further in this field. <strong>Aker</strong> <strong>Solutions</strong> also<br />

has an option to acquire the remaining<br />

shares in the company.<br />

In Canada, an investment was made in<br />

expanding production facilities for <strong>Aker</strong><br />

Chemetics in Toronto. Construction of this<br />

facility increases manufacturing and lifting<br />

capacity and permits further development<br />

of expertise in specialised welding, as well<br />

as in working with stainless and high-alloy<br />

steels.<br />

Presentation of the accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> presents its accounts in accordance<br />

with the International Financial<br />

Reporting Standards (IFRS).<br />

Income statement<br />

Consolidated operating revenues for <strong>2008</strong><br />

were NOK 58 252 million, and the group<br />

thereby met the goal of at least NOK 58<br />

billion communicated in the Board of<br />

Directors’ <strong>report</strong> for 2007 and on other<br />

occasions. This represented a0.5 percent<br />

increase from NOK 57 957 million in 2007.<br />

Considerable activity related to the completion<br />

of Ormen Lange and Snøhvit<br />

contributed to the high level of revenues in<br />

2007. In these circumstances, the Boardis<br />

satisfied that the goal of maintaining the<br />

level of revenues was met.<br />

Earnings before interest, tax, depreciation<br />

and amortisation (EBITDA) amounted<br />

to NOK 3382 million, adecline of 13.6 percent<br />

from NOK 3913 million in 2007. The<br />

EBITDA margin was 5.8 percent as against<br />

6.8 percent in 2007. The EBITDA decline is<br />

primarily attributable to cost overruns in<br />

the Frigg and <strong>Aker</strong> H-6e projects.<br />

Depreciation, impairment charges and<br />

amortisation totalled NOK 615 million,<br />

60<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

compared with NOK 431 million in 2007.<br />

Consolidated earnings before interest and<br />

taxes (EBIT) were NOK 2767 million as<br />

against NOK 3482 million in 2007.<br />

Net financial expenses amounted to<br />

NOK 225 million, compared with NOK 106<br />

million in 2007.<br />

The group hedges currency risk for all<br />

project exposures in accordance with wellestablished<br />

practice. Although this provides<br />

afull currency hedge, parts of the<br />

hedging (about 20 percent) fail to meet the<br />

requirements for hedge accounting specified<br />

in the IAS 39 international accounting<br />

standard. Fluctuations in the value of the<br />

associated hedging instruments are recognised<br />

as afinancial item in the accounts.<br />

The accounting effect appears as an<br />

expense of NOK 439 million in aseparate<br />

line under financial items for <strong>2008</strong>. The 2007<br />

figurewas an income of NOK 162 million.<br />

The loss from associated companies<br />

was NOK 21 million, compared with aloss<br />

of NOK 2million in 2007. Taxexpense was<br />

NOK 590 million as against NOK 1074 million<br />

the year before. This corresponds to<br />

an effective tax rate of 28 percent, compared<br />

with 30 percent in 2007.<br />

Consolidated net profit for <strong>2008</strong> was<br />

NOK 1513 million, compared with NOK<br />

2464 million the year before. This represented<br />

earnings per share ofNOK 5.34,<br />

down from NOK 8.84 in 2007.<br />

Cash flow<br />

Net cash flow from operations was<br />

negative NOK 868 million, compared<br />

with positive NOK 2675 million in 2007.<br />

Consolidated cash flow from operating<br />

activities depends on anumber of factors<br />

including progress with and delivery of<br />

projects and pre-payments from customers<br />

which lead to asignificant increase in<br />

working capital during the period.<br />

Net cash flow from investment activities<br />

in <strong>2008</strong> was negative NOK 3732 million,<br />

primarily as aresult of investment in the<br />

Subsea and P&T business areas. The figure<br />

for 2007 was negative NOK 1576 million.<br />

Net cash flow from financing activities<br />

was NOK 4 105 million, compared with<br />

negative NOK 3013 million in 2007. The<br />

<strong>2008</strong> figure includes NOK 807 million in<br />

dividend paid in <strong>2008</strong> and NOK 70 million<br />

in buying back the company’s own shares.<br />

Balance sheet and liquidity<br />

Consolidated interest-bearing debt amounted<br />

to NOK 6.7 billion at 31 December, up<br />

from NOK 1.6 billion at the same date the<br />

year before. Long-term debt comprised<br />

four bond loans in the Norwegian market.<br />

These loans were for NOK 500 million maturing<br />

in 2009, NOK 650 million maturing in<br />

2011, and NOK 150 million and NOK 300<br />

million respectively, maturing in 2013. They<br />

have floating interest rates with the exception<br />

of the loan for NOK 150 million maturing<br />

in 2013, which has afixed rate. Parts of<br />

the loans with floating rates have been converted<br />

to fixed rates through interest swap<br />

agreements. Fifty percent of the total bond<br />

loans accordingly have fixed rates. The<br />

average term to maturity for these loans is<br />

about three years.<br />

Asyndicated bank facility of EUR 750<br />

million (corresponding to NOK 7410 750<br />

million at 31 December <strong>2008</strong>) was established<br />

on 25 October 2006, and has four<br />

years remaining to maturity.The bank facility<br />

had been drawn at 31 December <strong>2008</strong>.<br />

Anew credit facility of NOK 2000 million<br />

was established by the company in December<br />

<strong>2008</strong> with a term of 18 months to<br />

maturity and an option to extend this term<br />

by afurther 18 months to atotal of three<br />

years. This facility had not been drawn at<br />

31 December <strong>2008</strong>.<br />

As an alternative to drawing on the bank<br />

facility in <strong>2008</strong>, use was made of the<br />

Norwegian certificate market.<br />

Net interest-bearing debt amounted to<br />

NOK 2311 million at 31 December <strong>2008</strong>,<br />

compared with assets of NOK 2463 million<br />

ayear earlier. This reduction reflects acquisitions,<br />

investments, increased working<br />

capital and the payment of dividend.<br />

Current liabilities of NOK 25 172 million<br />

at 31 December <strong>2008</strong> consisted primarily of<br />

trade and other payables. The corresponding<br />

figure in2007 was NOK 17 127 million.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ current assets totalled<br />

NOK 25 217 million at 31 December <strong>2008</strong>,<br />

compared with NOK 19 866 million ayear<br />

earlier.<br />

Consolidated non-current assets totalled<br />

NOK 13 150 million at 31 December, compared<br />

with NOK 8650 million ayear earlier.<br />

The largest item was goodwill, which<br />

amounted to NOK 6959 million as against<br />

NOK 4938 million. This goodwill relates<br />

primarily to the acquisition of Trafalgar<br />

House in 1996, the merger with <strong>Aker</strong> Maritime<br />

in 2001 and the acquisition of Qserv<br />

Ltd and <strong>Aker</strong> Marine Contactors AS in <strong>2008</strong>.<br />

Book equity including minority interests<br />

totalled NOK 8606 million at 31 December,<br />

compared with NOK 7267 million ayear<br />

“Conducted in line<br />

with the group’s<br />

strategy, the<br />

investments were<br />

largely carried out by<br />

Subsea and P&T to<br />

meet customer<br />

requirements”<br />

earlier.Minority interests amounted to NOK<br />

156 million. The group’s equity ratio was<br />

20.1 percent of the total balance sheet at<br />

31 December,compared with 25.5 percent<br />

a year earlier. Financial adequacy and<br />

liquidity are good, and help to place the<br />

group in agood position to meet the challenges<br />

and opportunities presented over<br />

the next few years.<br />

The business areas<br />

Energy Development &Services results<br />

from amerger between the former FD and<br />

MMO business areas. With some 8500<br />

employees, ED&S ranks as asubstantial<br />

business in its own right. An efficient merger<br />

process was implemented in the summer<br />

of <strong>2008</strong> through good planning and positive<br />

collaboration with the workforce.<br />

The business area maintained ahigh level<br />

of revenues in <strong>2008</strong>. The year before was<br />

characterised by record revenues related<br />

in part to great activity on projects such as<br />

Ormen Lange and Snøhvit. Operating<br />

revenues came to NOK 22 684 million, compared<br />

with NOK 24 921 million in 2007.<br />

Major projects pursued during <strong>2008</strong><br />

included construction and delivery of the<br />

world’s first offshore regasification terminal<br />

for ExxonMobil’s Adriatic LNG project. In<br />

the course of 2009, this facility will deliver<br />

10 percent of Italian gas consumption. One<br />

of Italy’s most extensive projects, this<br />

development is regarded as an international<br />

milestone. Another project which<br />

characterised activities in <strong>2008</strong> was the<br />

construction of the world’smost advanced<br />

drilling rigs, the <strong>Aker</strong> H-6e units <strong>Aker</strong><br />

Spitsbergen and <strong>Aker</strong> Barents, for <strong>Aker</strong><br />

Drilling. They are expected to be completed<br />

and delivered during the first half of<br />

2009.<br />

EBITDA for <strong>2008</strong> was negative at<br />

NOK 475 million, compared with apositive<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 61


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

NOK 1391 million in 2007. The EBITDA<br />

margin was negative at 2.1 percent as<br />

against a positive 5.6 percent in 2007.<br />

Efforts to strengthen profitability in <strong>2008</strong>,<br />

in line with the group’s overall strategy,<br />

have been impacted both by the removal<br />

of the Frigg field’s platforms, which proved<br />

more demanding and thereby more expensive<br />

than expected, and by cost overruns<br />

driven by operational challenges related to<br />

the <strong>Aker</strong> H-6e rig project<br />

New contracts weresecured in anumber<br />

of areas during <strong>2008</strong>. Long-term, ongoing<br />

frame agreements for operation and maintenance<br />

work in the North Sea basin were<br />

concluded, while an extensive front-end<br />

engineering and design (FEED) contract was<br />

obtained for renewal work on the Ekofisk<br />

field. Together with WorleyParsons and<br />

Chicago Bridge &Iron(CB&I), <strong>Aker</strong> <strong>Solutions</strong><br />

also won the FEED contract for the next<br />

development phase on the Kashagan field in<br />

the Caspian Sea. The order backlog at 1January<br />

2009 was NOK 18 315 million, compared<br />

with NOK 24 317 million ayear earlier.<br />

The financial crisis is expected to contribute<br />

to some postponement of new build<br />

activity in 2009, but the long-term market<br />

outlook for new builds is regarded as positive.<br />

Activity in the MMO market should<br />

remain at ahigh level in 2009, since the<br />

planned work makes asignificant contribution<br />

to maintaining and reinforcing efficient<br />

running of installations by their operators. In<br />

the operations and maintenance segment,<br />

ED&S holds anumber of long-term frame<br />

agreements with the biggest operators.<br />

The new business area’s combined<br />

expertise and capacity allows it to undertake<br />

even more and larger projects than<br />

before inregions outside the North Sea<br />

basin. One ED&S goal is to maintain its<br />

shareofthe traditional MMO and new build<br />

markets on the Norwegian and UK continental<br />

shelves. Acommitment will simultaneously<br />

be made to strengthening its<br />

market position in such areas as Russia,<br />

the Barents Sea, the Caspian Sea, the<br />

deepwater Gulf of Mexico and regions<br />

wherethe business has competitive advantages<br />

in technological terms.<br />

Subsea underwent a successful expansion<br />

and restructuring in the autumn of<br />

<strong>2008</strong> with the aim of strengthening the<br />

range of subsea technologies, solutions<br />

and services offered throughout the value<br />

chain. As aresult, <strong>Aker</strong> Marine Contractors,<br />

<strong>Aker</strong> Well Service and <strong>Aker</strong> Geo business<br />

units were integrated in the business<br />

area, while the drilling riser business was<br />

transferred to P&T. Aspart of its strategy,<br />

<strong>Aker</strong> <strong>Solutions</strong> also acquired Qserv in July<br />

<strong>2008</strong>, aleading well service company that<br />

operates on the UK Continental Shelf.<br />

Through these moves, <strong>Aker</strong> <strong>Solutions</strong><br />

has established its Subsea business area<br />

as the industry’s most complete supplier<br />

for advanced subsea solutions, with the<br />

ability to serve as apartner throughout the<br />

full lifecycle of asubsea field.<br />

The business area had ahigh level of<br />

activity in <strong>2008</strong>, making good operational<br />

and financial progress, and the aftermarket<br />

segment continued to grow throughout the<br />

year. Total operating revenues rose by 13.8<br />

percent from 2007 to NOK 11 206 million.<br />

EBITDA was NOK 1228 million, compared<br />

with NOK 960 million in 2007. Profitability<br />

strengthened substantially in <strong>2008</strong>.<br />

The EBITDA margin improved from 9.7<br />

percent the year before to11percent as a<br />

result of good progress for lifecycle<br />

services and excellent project execution.<br />

In the North Sea basin, Subsea progressed<br />

well with the execution of the Morvin<br />

and Ormen Lange projects for Statoil-<br />

Hydro. First oil was produced by Reliance<br />

Industries from its MA-D6 field on the<br />

Indian Continental Shelf in September,<br />

only 16 months after awarding <strong>Aker</strong> <strong>Solutions</strong><br />

the contract to deliver acomplete<br />

subsea production system. The group also<br />

won asubstantial contract in <strong>2008</strong> to install<br />

the field’s second phase.<br />

<strong>Aker</strong> <strong>Solutions</strong> secured several other<br />

substantial assignments during the year. A<br />

frame agreement was awarded in Brazil<br />

with Petrobras for delivering 45 subsea<br />

trees. Long-term frame agreements for<br />

subsea equipment were also signed with<br />

Shell (Malaysia and the UK), Murphy<br />

Exploration &Production Company (Gulf<br />

of Mexico) and BP (Angola and the UK).<br />

Markets areexpected to be uncertain in<br />

the immediate future, but positive in the<br />

longer term. The order backlog at 1January<br />

2009 was NOK 11 876 million, compared<br />

with NOK 10 951 million ayear earlier.<br />

Subsea has continued the strategy of<br />

investing in production and lifecycle capacity<br />

to achieve closeness to regional markets<br />

and deepwater regions. The business area<br />

has a very modern and well-developed<br />

production and lifecycle network, and is<br />

well positioned for further growth. A<br />

commitment will also be maintained to<br />

technology development in selected areas,<br />

in part to improve recovery factors for<br />

producing fields. This is a market where<br />

<strong>Aker</strong> <strong>Solutions</strong> already holds a leading<br />

position for both technological and maintenance<br />

services.<br />

Products &Technologies experienced a<br />

high level of activity in its market segments<br />

during <strong>2008</strong>. Operating revenues rose by<br />

15.1 percent from the year before toreach<br />

NOK 14 216 million.<br />

Atotal of seven drilling equipment packages<br />

were completed during the year and<br />

are operating on rigs for various customers.<br />

P&T also contributed important deliveries<br />

to the Dhirubhai 1 floating production,<br />

storage and offloading (FPSO) unit for<br />

Reliance Industries.<br />

EBITDA for <strong>2008</strong> came to NOK 1448<br />

million as against NOK 959 million the year<br />

before. The EBITDA margin was significantly<br />

strengthened, from 7.8 percent in<br />

2007 to 10.2 percent. This improvement in<br />

profitability reflects good project execution<br />

as well as the contribution from an<br />

expanding service business.<br />

The market for drilling equipment continued<br />

to grow. The strong market position<br />

held by <strong>Aker</strong> <strong>Solutions</strong> was confirmed by<br />

the award ofcontracts to deliver 12 complete<br />

drilling equipment packages and six<br />

drilling riser contracts. Order intake was<br />

good in <strong>2008</strong>, and the backlog at 31 December<br />

had risen from NOK 11 520 million in<br />

2007 to NOK 14 705 million.<br />

Through its successful acquisition of<br />

important technology companies, <strong>Aker</strong><br />

<strong>Solutions</strong> is well positioned to grow in the<br />

market for drilling equipment. P&T has, for<br />

many years, received important components<br />

for its drilling systems from Wirth<br />

GmbH, aGermany-based drilling technology<br />

specialist. Acquiring this company is<br />

an example of complementing the most<br />

high-tech sections of the value chain, while<br />

also expanding the customer base. With<br />

Wirth as awholly-owned subsidiary, <strong>Aker</strong><br />

<strong>Solutions</strong> expects to be able to strengthen<br />

deliveries of complete drilling equipment<br />

packages. An investment has also been<br />

made in amanufacturing plant for deepwater<br />

drilling risers. Opened in <strong>2008</strong>, this facility is<br />

strategically located in Rio das Ostras, Brazil,<br />

in order to serve both the fast-growing Brazilian<br />

oil industry and the global rig market.<br />

As areflection of the high level of activity<br />

in the oil and gas industry, over the last<br />

three years, drilling contractors have<br />

ordered alarge number of units for both<br />

62<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

deep and shallow water. Following the<br />

award ofmany new contracts, P&T has<br />

expanded its market share and ranks as<br />

one of the market leaders for advanced<br />

deepwater drilling systems. Demand for<br />

new rigs is expected to decline in the short<br />

term. This will be partly offset by an<br />

expanding market for upgrades and<br />

increased service activity. In the longer<br />

term, market drivers are expected to<br />

ensure acontinued high level of activity<br />

and demand for advanced drilling rigs and<br />

equipment deliveries to FPSOs. Asteadily<br />

larger share of offshore operations is<br />

expected to lie in deep water and harsh<br />

weather areas, where only the most<br />

advanced rigs can work. More complex<br />

wells, challenging areas of operation and<br />

environmental requirements are likely to<br />

strengthen demand for such units.<br />

Short-term market conditions are<br />

expected to be challenging, and could<br />

lead to adecline in activity. However, a<br />

large, high quality order backlog will help<br />

to maintain the level of activity in 2009 and,<br />

to some extent, in 2010 and 2011.<br />

Process & Construction reduced its<br />

operating revenues in <strong>2008</strong> through acontinued<br />

concentration of the business. They<br />

came to NOK 10 702 million as against<br />

NOK 11 597 million in 2007.<br />

In line with the goal of strengthening<br />

profitability, high priority was given to<br />

margin growth. EBITDA was NOK 904<br />

million, up 16.5 percent from 2007. The<br />

EBITDA margin increased from 6.7 percent<br />

to 8.4 percent. The order backlog was<br />

NOK 13 300 million at 1January 2009 compared<br />

to NOK 12 519 million ayear earlier.<br />

The metals business has asolid order<br />

backlog and agood market position. In<br />

South America, the group’s leading position<br />

was further strengthened during <strong>2008</strong><br />

through the awardoffive new EPCM metal<br />

processing projects including Esperanza,<br />

the world’s largest copper development.<br />

New offices were opened in South Africa<br />

and Namibia to serve <strong>Aker</strong> <strong>Solutions</strong>’<br />

global metals customers.<br />

In the petrochemicals sector, <strong>Aker</strong><br />

<strong>Solutions</strong>’ projects have been gradually<br />

converted from lump sum EPC contracts<br />

to reimbursable EPCM deals. This deliberate<br />

conversion yields rather lower revenues<br />

but better margins and less risk. <strong>Aker</strong><br />

<strong>Solutions</strong> has a good petrochemicals<br />

position in China and India. Uncertainty<br />

prevails about these markets for the immediate<br />

future, but the market outlook is<br />

positive in the longer term. The group<br />

occupies astrong position in niches of the<br />

market for power plant construction, particularly<br />

in the US.<br />

Engineering capacity in India was<br />

expanded during <strong>2008</strong>, and the staffisnow<br />

roughly 1700 engineers. The Indian business<br />

has become established as acentre for<br />

engineering services and is involved in<br />

many projects both locally and for <strong>Aker</strong><br />

<strong>Solutions</strong> worldwide.<br />

The work of prioritising profitability<br />

rather than top-line growth will continue<br />

during 2009. Acommitment will be made<br />

to further strengthen P&C’s position in the<br />

metals market, especially within copper<br />

and in South America where many new<br />

projects are planned in the coming years.<br />

The business area will continue to concentrate<br />

on being a niche supplier to the<br />

process industry, and China and India will<br />

remain important growth markets.<br />

Research and development<br />

New technologies and new products are<br />

important requirements for safeguarding<br />

<strong>Aker</strong> <strong>Solutions</strong>’ future competitiveness.<br />

The group’s large and highly competent<br />

engineering teams work closely with partners<br />

and customers worldwide, and have<br />

first-hand knowledge of the latter’s technology<br />

challenges and requirements. This close<br />

collaboration initiates ideas and concepts<br />

which develop into innovative technology.<br />

That in turn generates high value creation<br />

for customers. It also ensures that research<br />

and development work is market driven<br />

and cost efficient.<br />

Atypical focus area is technologies for<br />

increased production and reservoir utilisation<br />

and for improved drilling processes.<br />

Important priorities in this context are solutions<br />

for subsea pumps which permit<br />

pipeline transport of oil and gas over longer<br />

distances, or gas compression to increase<br />

pressure. <strong>Aker</strong> <strong>Solutions</strong> has apilot installation<br />

of subsea pumps on the UK Continental<br />

Shelf, which has been operating<br />

with good results since 2005. The first<br />

commercial installation was put in place in<br />

the Gulf of Mexico during <strong>2008</strong>. This is the<br />

deepest subsea pump solution ever<br />

installed. At the same time, the pumping<br />

station stands further from the platform to<br />

which it is tied than any similar facility.<br />

New and groundbreaking solutions are<br />

to be installed on StatoilHydro’s Tyrihans<br />

field in 2009. These involve pumps to inject<br />

“The group’s large and<br />

highly competent<br />

engineering teams<br />

work closely with<br />

partners and<br />

customers worldwide,<br />

and have first-hand<br />

knowledge of the<br />

latter’s technology<br />

challenges and<br />

requirements”<br />

seawater into the reservoir in order to<br />

improve production and recovery. The<br />

pumps will be the first of their kind delivered<br />

by <strong>Aker</strong> <strong>Solutions</strong>, and the largest<br />

ever installed on the seabed.<br />

Work is also continuing on seabed gas<br />

compression systems in close cooperation<br />

with StatoilHydro and its partners on<br />

Ormen Lange. The first objective of this<br />

project is a 12.5 MW gas compression<br />

pilot, currently under construction and due<br />

to be delivered for testing in 2010.<br />

<strong>Aker</strong> <strong>Solutions</strong> invested NOK 188 million<br />

during <strong>2008</strong> in research and development<br />

through selected projects, compared with<br />

NOK 166 million the year before. The group<br />

also received NOK 21 million in funds for<br />

technology development from customers<br />

and government, as against NOK 77 million<br />

in 2007.<br />

Events after the balance sheet date<br />

With partners CB&I and WorleyParsons,<br />

<strong>Aker</strong> <strong>Solutions</strong> was awarded a FEED<br />

contract in mid-January related to phase II<br />

of the Kashagan field development in the<br />

Caspian Sea. This order is worth GBP 90<br />

million (USD 135 million).<br />

A share purchase programme for<br />

employees was announced in January 2009,<br />

with <strong>Aker</strong> <strong>Solutions</strong> offering some 14 100<br />

employees in Norway,the Netherlands, the<br />

UK, Chile and Canada the opportunity to<br />

buy shares in the company at adiscount.<br />

The latter is set at NOK 1500 per employee<br />

up to amaximum purchase of NOK 15 000<br />

over the 12 months of the programme.<br />

This begins in March 2009.<br />

At the end of January, <strong>Aker</strong> <strong>Solutions</strong><br />

exercised its option to acquirethe remaining<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 63


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

50 percent of the shares in Wirth GmbH,<br />

which accordingly is considered as awholly<br />

owned subsidiary. Wirth and <strong>Aker</strong> <strong>Solutions</strong><br />

have agood and long-standing relationship,<br />

and the acquisition will strengthen the<br />

group’stotal offering to the market for drilling<br />

equipment solutions while also providing<br />

synergy opportunities between the two<br />

companies.<br />

The composition of the group’s executive<br />

management team was changed in<br />

February 2009. Jarle Tautra took over as<br />

executive vice president (EVP) of ED&S in<br />

succession to Nils Arne Hatleskog, while<br />

Gary Mandel became EVP for P&C in succession<br />

to Jarle Tautra.<br />

Share and share capital<br />

During the year,<strong>Aker</strong> <strong>Solutions</strong> had bought<br />

back 595 000 of its own shares, corresponding<br />

to 0.2 percent of the issued total.<br />

The company owns atotal of 4966 830<br />

shares (1.8 percent). The buy-back programme<br />

for the company’s own shares<br />

continued under amandate awarded to the<br />

Board bythe AGM on 3April <strong>2008</strong>. This<br />

mandate gives the company the<br />

opportunity to buy back shares with atotal<br />

nominal value of NOK 54 800 000, corresponding<br />

to ten percent of the outstanding<br />

shares. The Boardhas mandated the administration<br />

to buy back up to five percent.<br />

Repurchases above that percentage but<br />

within the AGM’s mandate must be<br />

considered by the Board. The mandate<br />

runs until the 2009 AGM, which will be<br />

held on 2April 2009. At 28 February 2009,<br />

no shares had been acquired under the<br />

mandate. The Board will propose an<br />

extension of the mandate from the date of<br />

the AGM’s decision until the next AGM.<br />

New terms will then be set for the buyback<br />

programme. The Boardwas not mandated<br />

in <strong>2008</strong> to increase the sharecapital.<br />

Going concern<br />

Based onthe group’s financial results and<br />

position, the Board affirms that the annual<br />

accounts for <strong>2008</strong> have been prepared on<br />

the assumption that the company is a<br />

going concern.<br />

Dividend policy<br />

<strong>Aker</strong> <strong>Solutions</strong>’ dividend policy specifies<br />

an intention to pay shareholders an annual<br />

dividend of 30–50 percent of net profit.<br />

Dividend will be paid in cash and/or<br />

through share buy-backs. The Board will<br />

propose atotal dividend of NOK 1.60 per<br />

share tothe AGM for <strong>2008</strong>. Shareholders<br />

will then have received 33 percent of net<br />

profit in the form of share buy-backs and<br />

dividend for the fiscal year.<br />

Parent company accounts and<br />

allocation of net profit<br />

Parent company <strong>Aker</strong> <strong>Solutions</strong> ASA had a<br />

net profit of NOK 205 million for <strong>2008</strong>.<br />

Pursuant to the company’s dividend<br />

policy,the Boardproposes that an ordinary<br />

dividend of NOK 1.60 per share bepaid.<br />

This amounts to NOK 430 million.<br />

The Board thereby proposes the<br />

following allocation of net profit:<br />

Dividend¹ NOK 430 million<br />

Other equity<br />

NOK -225 million<br />

Total allocated NOK 205 million<br />

1) Excluding dividend on own shares.<br />

Unrestricted equity after the proposed<br />

dividend payment amounts to NOK 3105<br />

million.<br />

Health, safety and the environment<br />

Concern for health, safety and the environment<br />

(HSE) isone of <strong>Aker</strong> <strong>Solutions</strong>’ core<br />

values. The fundamental vision and attitude<br />

is that all incidents can be prevented.<br />

On that basis, <strong>Aker</strong> <strong>Solutions</strong> works continuously<br />

to prevent incidents which could<br />

cause harm to personnel, material or nonmaterial<br />

assets.<br />

Driven by care<br />

The Just Care concept has been established<br />

as asymbol for the group’s HSE<br />

culture and work. Akey element is that<br />

each person accepts personal responsibility<br />

for HSE based on care for people and the<br />

environment. Through Just Care, the HSE<br />

message reaches the individual employee<br />

more effectively. Managers as role models<br />

and astrong commitment to communication<br />

and training create attitudes which integrate<br />

HSE in everyday work. That contributes to<br />

good projects and better HSE results.<br />

Acommon HSE culture<br />

Educationoccupies acentral place in <strong>Aker</strong><br />

<strong>Solutions</strong>’ HSE programme. Since it was<br />

introduced in 2005, atailored HSE leadership<br />

programme, developed in-house, has<br />

been completed by morethan 2200 leaders.<br />

This programme equips managers with the<br />

competence required to become better<br />

role models and to drive HSE improvements.<br />

To reach out to all employees in an efficient<br />

way, the group has also developed its own<br />

eLearning programmes for important areas.<br />

These include the Just Care culture and<br />

HSE as acorevalue, as well as morespecific<br />

topics on mastering stress and protecting<br />

the natural environment. More than 57 000<br />

eLearning sessions have been completed<br />

since the programmes wereintroduced.<br />

Clear expectations<br />

Acommon HSE management system for<br />

the whole company sets standards for the<br />

most important elements in HSE management<br />

and leadership. Regular audits uncover<br />

possible gaps in relation to expectations,<br />

and the necessary countermeasures<br />

are identified and initiated. This system<br />

also functions as aframework for crossorganisational<br />

sharing and learning.<br />

Learning from accidents<br />

On the basis of an analysis of incidents in<br />

recent years and exchange of experience<br />

in the industry, <strong>Aker</strong> <strong>Solutions</strong> has developed<br />

and adopted anew component in its<br />

HSE programme. Entitled Just Rules, this<br />

is aset of simple but specific safety regulations<br />

for particular work operations which<br />

are judged, on the basis of experience, to<br />

pose higher risks. The categories within<br />

Just Rules are: lifting operations, work at<br />

height, energy isolation, confined space<br />

entry, excavation and mobile equipment.<br />

These rules were implemented throughout<br />

<strong>Aker</strong> <strong>Solutions</strong> during <strong>2008</strong>. More than<br />

32 000 employees, contract staff and subcontractor<br />

personnel participated during<br />

the year in presentations of Just Rules as<br />

part of their extensive roll-out. By making<br />

the most important preventative measures<br />

obligatory, clear and simple, Just Rules<br />

will be an important contribution to preventing<br />

serious incidents.<br />

The number of accidents causing serious<br />

personal injury declined from 30 in 2007 to<br />

17 in <strong>2008</strong>. The total recordable injury frequency<br />

(TRIF) per million working hours fell<br />

from 3.7 to 3.6 in <strong>2008</strong>. The lost time incident<br />

frequency (LTIF) per million working hours<br />

rose from 0.68 in 2007 to 0.93 in <strong>2008</strong>.<br />

These figures also include <strong>Aker</strong> <strong>Solutions</strong>’<br />

subcontractors. All significant accidents<br />

and near-misses are investigated and the<br />

treatment of each case is systematically<br />

stored in <strong>Aker</strong> <strong>Solutions</strong>’ database. The<br />

lessons learned from these accident and<br />

near-misses are implemented with the aim<br />

of preventing similar incidents in the future.<br />

64<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

Sick leave<br />

Sick leaveamountedto2.3 percent of total<br />

working hours in <strong>2008</strong>, compared with 2.4<br />

percent the year before. The trend is for<br />

sick leave in the group to remain stable at<br />

alow level after aclear decline in 2003-2006.<br />

However, it should be noted that differences<br />

in local regulations complicate a<br />

direct comparison of sick leave between<br />

different countries.<br />

Natural environment<br />

The Board takes the view that <strong>Aker</strong><br />

<strong>Solutions</strong>’ activities pose only a limited<br />

direct burden on the natural environment.<br />

No unintentional discharges or emissions<br />

to the surrounding environment were<br />

recorded in <strong>2008</strong>. Total energy consumption<br />

by the business in <strong>2008</strong>, based on<br />

recorded use of oil, gas and electricity,<br />

amounted to 623 049 megawatt hours.<br />

Carbon emissions related to this usage are<br />

calculated at 146 654 tonnes. The amount<br />

of waste recorded in connection with the<br />

business totalled 35 756 tonnes, of which<br />

62 percent was recycled. Reporting processes<br />

for environmental parameters have<br />

been improved, and the figures above are<br />

being <strong>report</strong>ed from <strong>2008</strong> with greater<br />

accuracy than before.<br />

The group’starget for 2009 is to increase<br />

employees’ environmental knowledge and<br />

awareness. Initiatives will be rolled out<br />

through acommon, global environmental<br />

campaign including: further implementation<br />

of eLearning courses for all employees,<br />

additional focus on environmental<br />

<strong>report</strong>ing, workshops for top managers,<br />

encouraging more business units to be<br />

certified to the ISO 14001 standard, and<br />

an environmental portal on the intranet. All<br />

these activities will be carried out in<br />

conjunction with an increased focus on<br />

environmental conditions internally, with<br />

customers, subcontractors, authorities and<br />

society in general. The most important<br />

result is that the employees develop their<br />

personal relationship with the environment.<br />

19 of the group’sbusiness units arenow<br />

certified to the ISO 14001 environmental<br />

standard. Five of these were certified in<br />

<strong>2008</strong>. An eLearning programme with aparticular<br />

focus on the natural environment<br />

was introduced during the year, and 9000<br />

employees have so far completed it. The<br />

already mentioned HSE initiatives on leadership<br />

development, eLearning and the<br />

management system also incorporate<br />

clear components which focus attention<br />

on the environment. Collectively, these<br />

contribute to continuous improvements in<br />

environmental awareness and attitudes<br />

among managers and other employees.<br />

That inspires the organisation to achieve<br />

further gains in environmental performance<br />

in <strong>Aker</strong> <strong>Solutions</strong>’ own activities, and to<br />

assist customers in making environmental<br />

improvements through the products developed<br />

by the group. Examples can be found<br />

in such areas as carbon capture, drilling<br />

rigs with astrong environmental performance<br />

in arctic conditions, treatment of<br />

volatile organic compounds, treatment of<br />

sulphur and ammonia discharges, and the<br />

next generation of biofuels.<br />

People and organisation<br />

Developing human resources<br />

<strong>Aker</strong> <strong>Solutions</strong> is strongly committed to<br />

leadership and expertise development as<br />

acompetitive advantage. The <strong>Aker</strong> Academy<br />

offers programmes in important<br />

professional subject areas such as general<br />

leadership, project execution, commercial<br />

management and HSE. Implemented to<br />

date primarily in Europe, the US and Asia,<br />

these programmes had atotal of 1334<br />

participants in <strong>2008</strong>.<br />

Emphasis has also been given to implementing<br />

eLearning programmes, with<br />

24 000 active users in over 30 countries.<br />

Over 80 000 eLearning courses have been<br />

completed since 2005. The group’s global<br />

eLearning portal offers more than 30<br />

tailored programmes which support both<br />

global and corporate initiatives. The portfolio<br />

of eLearning programmes covers areas<br />

including PEM, HSE and Just Care,<br />

environmental considerations, social<br />

responsibility and more group-specific<br />

topics. A new eLearning programme on<br />

mastering stress was launched in connection<br />

with improvement measures identified<br />

through the employee survey carried out in<br />

<strong>Aker</strong> <strong>Solutions</strong> during 2007. The commitment<br />

to eLearning has helped to provide<br />

all employees with aunifying, cost-effective<br />

and accessible range of courses. In addition<br />

to the professional expertise they<br />

provide in key areas, these courses make<br />

a strong contribution to building a common<br />

corporate culture through auniform<br />

approach and consistent message, as well<br />

as opportunities for mandatory certification<br />

in special areas. Corporate programmes<br />

offered across the group are<br />

supplemented by a number of training<br />

courses organised by local units.<br />

“A key element is that<br />

each person accepts<br />

personal responsibility<br />

for HSE based on<br />

care for people and<br />

the environment”<br />

<strong>Aker</strong> <strong>Solutions</strong>’ international trainee<br />

programme is now in its thirdyear.Trainees<br />

have rotated globally between different<br />

positions in the group, completing atotal<br />

of 66 assignments, of which morethan half<br />

were outside Norway. The first batch of<br />

trainees completed their programme<br />

during September, and all eight have<br />

secured full time positions with <strong>Aker</strong><br />

<strong>Solutions</strong> in the US, Brazil, China, Malaysia<br />

and Norway. These positions lie within<br />

such areas as business development, procurement<br />

and finance. The third batch of<br />

trainees was recruited in the autumn of<br />

<strong>2008</strong> for atwo year programme with <strong>Aker</strong><br />

<strong>Solutions</strong>. They come from India, Malaysia,<br />

Norway and Russia. <strong>Aker</strong> <strong>Solutions</strong><br />

received more than 1500 applications for<br />

these ten traineeships.<br />

A global talent programme was<br />

launched in connection with the creation<br />

of the new ED&S business area. Its main<br />

focus is on developing the business area’s<br />

management capacity to meet the leadership<br />

challenges presented by a larger<br />

proportion of international projects, teams<br />

with amore global composition and operations<br />

in unfamiliar regions.<br />

<strong>Aker</strong> <strong>Solutions</strong> also opened its Well<br />

Intervention Academy in Stavanger during<br />

the spring of <strong>2008</strong>. This test facility will provide<br />

the next generation of offshoreoperators<br />

and engineers with first-hand knowledge of,<br />

and experience with, critical well intervention<br />

activities. The academy can offer realistic<br />

and practical training in virtually the same<br />

environment as that found offshore.<br />

Organisation<br />

The <strong>Aker</strong> <strong>Solutions</strong> workforce totalled<br />

33 961 people at 31 December, including<br />

23 360 employees and 10 601 contract<br />

staff. Of the group’semployees, 49.7 percent<br />

worked in Norway, 17.2 percent in the<br />

Americas, 14.6 percent in Asia and Australia,<br />

17.5 percent in Europe outside Norway and<br />

1.1 percent in Africa and the Middle East.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 65


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

Workforce turnover in <strong>2008</strong> averaged<br />

nine percent, areduction of 1.4 percentage<br />

points from the year before. <strong>Aker</strong> <strong>Solutions</strong><br />

faced achallenging labour market in <strong>2008</strong>,<br />

and purposeful efforts were made to<br />

secure qualified resources through recruitment.<br />

The focus has been on implementing<br />

acommon global recruitment model in<br />

the group with acommon interview guide<br />

rooted in the group’s values, standard<br />

information materials and training of inhouse<br />

resources, which has contributed in<br />

part to amore transparent in-house labour<br />

market. The aim has been to ensure that<br />

as many potential candidates as possible<br />

experience a professional recruitment<br />

process in amarket and an industry where<br />

competition over competent labour is ever<br />

tougher. Common recruitment campaigns<br />

were also pursued in Norway and the US<br />

with great success. More than 30 000<br />

applicants from over 30 countries were<br />

registered in the group’s recruitment system<br />

in <strong>2008</strong>. Atotal of 4108 new employees<br />

were recruited from this base during<br />

the year, ofthese were 25percent female<br />

and 75 percent male.<br />

Board and management changes<br />

Simen Lieungh took over as President &<br />

CEO of <strong>Aker</strong> <strong>Solutions</strong> ASA with effect<br />

from 1March <strong>2008</strong>. He replaced Martinus<br />

Brandal, who moved to anew position as<br />

Senior Partner & President in <strong>Aker</strong> ASA<br />

with responsibility for Energy Technologies.<br />

Leif Borge was appointed to replace Bjørn<br />

Erik Næss as chief financial officer (CFO)<br />

from April <strong>2008</strong>.<br />

The AGM held on 3April elected Martinus<br />

Brandal as the new Chairman of the Board,<br />

while Leif-Arne Langøy and Bjørn Flatgård<br />

were elected as Directors for atwo year<br />

term.<br />

Several changes were made to the<br />

executive management team during the<br />

year in connection with the restructuring of<br />

the business areas. Jarle Tautra was<br />

appointed EVP of the new ED&S business<br />

area from February 2009 in succession to<br />

Nils Arne Hatleskog, who led the process<br />

of merging FD and MMO. Pål Helsing,<br />

previously EVP for FD, was appointed<br />

senior vice president (SVP) for strategy<br />

and technology in April <strong>2008</strong>, <strong>report</strong>ing<br />

directly to President &CEO Simen Lieungh.<br />

Gary Mandel was appointed EVP for the<br />

P&C business area in succession to Jarle<br />

Tautra. He had been CEO of <strong>Aker</strong> American<br />

Shipping since 2007 and previously worked<br />

for <strong>Aker</strong> <strong>Solutions</strong>, heading the former business<br />

area Oil, Gas, Process and Energy<br />

(OGPE) until 2007. Per Harald Kongelf took<br />

over as EVP for P&T, succeeding Mads<br />

Andersen who in September <strong>2008</strong> was<br />

appointed EVP of Subsea. Raymond<br />

Carlsen, the former head of that business<br />

area, moved in October <strong>2008</strong> to aposition as<br />

Partner in <strong>Aker</strong> ASA.<br />

Equal opportunities and diversity<br />

<strong>Aker</strong> <strong>Solutions</strong> wants to be an attractive<br />

employer for people from different backgrounds,<br />

regardless of their ethnicity,gender,<br />

religion or age. With operations in around<br />

30 countries and on every continent, diversity<br />

is adesirable and positive part of the<br />

corporate culture and strengthens the<br />

group’s ability to operate in varying conditions<br />

and frameworks. <strong>Aker</strong> <strong>Solutions</strong> is<br />

included in athree parties framework agreement<br />

between <strong>Aker</strong> ASA, the Norwegian<br />

United Federation of Trades Unions and the<br />

International Metalworkers Federation,<br />

committing the involved parties to working<br />

towards the development of good working<br />

relations. The agreement consists of eleven<br />

main points including discrimination, working<br />

hours and general working conditions.<br />

The agreement will be reviewed annually to<br />

ensurethat the parties comply with their obligations.<br />

The group will pay the equivalent salary<br />

for the equivalent work and will reward<br />

good performance. Key factors in determining<br />

pay are the area of responsibility<br />

concerned, what a job involves, the<br />

employee’s level of expertise and commitment,<br />

results actually achieved, and local<br />

pay levels. Average pay in the company is<br />

somewhat higher for men than for women.<br />

On average, male employees have greater<br />

pay seniority than women. <strong>Aker</strong> <strong>Solutions</strong><br />

has two main categories of employees:<br />

skilled workers/operators (29 percent) and<br />

white collar personnel (71 percent).<br />

The group benefits from diversity in the<br />

recruitment and development of its leaders.<br />

The <strong>Aker</strong> Academy’s leadership programmes<br />

were composed of 23 percent<br />

females on mid-level manager courses<br />

and 11 percent females on its top level<br />

courses. <strong>Aker</strong> <strong>Solutions</strong> prioritises the<br />

attraction and retention of youthful<br />

talents. To date the <strong>Aker</strong> international<br />

trainee programme has had 69 percent<br />

females. The corporate executive management<br />

team had no female members at<br />

31 December. Three of <strong>Aker</strong> <strong>Solutions</strong>’ six<br />

shareholder-elected Directors are women,<br />

which corresponds to 50 percent. All of the<br />

employee-elected Directors are men.<br />

All-male employee-elected Directors is<br />

permitted in instances where the number<br />

of female employees is less than 20<br />

percent of the total workforce.<br />

Wherever possible <strong>Aker</strong> <strong>Solutions</strong><br />

supports and promotes arrangements<br />

that bring a positive work/life balance,<br />

including flexible working, remote working<br />

and part-time working.<br />

Performance culture and management<br />

by results<br />

<strong>Aker</strong> <strong>Solutions</strong> wants its organisation and<br />

each employee to concentrate onachieving<br />

results in the short and long terms.<br />

Processes for setting targets and measuring<br />

their attainment, and for rewarding employees<br />

in relation to the results achieved,<br />

represent important instruments in this<br />

context. Targets for managers and other<br />

employees are determined on the basis of<br />

strategies and budgets in each unit. They<br />

areset on an annual basis, but followed up<br />

and further developed where necessary<br />

during the year. The annual performance<br />

measurement processes embrace financial<br />

targets, development and improvement of<br />

products, project management, service<br />

and the like. Targets are also set for HSE<br />

and personal development by each<br />

manager and other employee.<br />

To ensure development and optimum<br />

utilisation of the group’s management<br />

resources, an annual assessment of<br />

managers is conducted as the basis<br />

for determining plans for management<br />

development, manager mobility and the<br />

development of talented managers.<br />

<strong>Aker</strong> <strong>Solutions</strong> wants to reward managers<br />

and other employees in accordance<br />

with the results achieved. This is achieved<br />

through the determination of individual basic<br />

pay for groups of employees and remuneration<br />

systems which pay an annual variable<br />

amount to managers and other employees.<br />

<strong>Annual</strong> variable pay is paid to employees<br />

on the basis of the commercial results<br />

achieved by the relevant company or<br />

project. Managers earnvariable pay on the<br />

basis of commercial results for the units<br />

they influence and the extent to which they<br />

comply with the group’s values. Variable<br />

pay for senior executives is spread over<br />

several years to encourage long-term<br />

achievement of results and a lasting<br />

employee relationship. Further details of<br />

66<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

the remuneration of senior executives are<br />

otherwise provided in note 18 Salaries,<br />

wages and social security costs to the<br />

consolidated accounts.<br />

Corporate governance<br />

<strong>Aker</strong> <strong>Solutions</strong> complies onthe whole with<br />

the principles enshrined in the applicable<br />

Norwegian code ofpractice for corporate<br />

governance, which also largely harmonises<br />

with applicable international recommendations.<br />

The annual statement on the<br />

way <strong>Aker</strong> <strong>Solutions</strong> observes the code of<br />

practice issued by the Norwegian Corporate<br />

Governance Board (NUES) can be found<br />

on page 132 of this annual <strong>report</strong>.<br />

Corporate responsibility<br />

As aNorwegian company with astrong<br />

international presence, <strong>Aker</strong> <strong>Solutions</strong> has<br />

an impact economically, environmentally<br />

and in the lives of people globally.With this<br />

comes responsibility: the responsibility to<br />

set high standards; to be abusiness that is<br />

driven by its values; and to be a good<br />

corporate citizen.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ history and values, as<br />

well as international norms such as the<br />

UN Global Compact, the Global Reporting<br />

Initiative and the OECD Guidelines are the<br />

basis of its corporate responsibility principles.<br />

The company is committed to continually<br />

improving its performance against them.<br />

As aglobal supplier to the energy and<br />

process industries, the company has<br />

singled out two areas of corporate responsibility<br />

(CR) on which to focus:<br />

managing the challenges associated<br />

with entry into new and emerging<br />

markets<br />

developing and supporting effective,<br />

environmentally sound solutions<br />

In <strong>2008</strong>, the company became amember<br />

of UN Global Compact. Membership opens<br />

up global and local opportunities to<br />

dialogue and collaborate with other businesses,<br />

non-governmental organisations,<br />

labour organisations and governments on<br />

critical issues.<br />

In addition, <strong>Aker</strong> <strong>Solutions</strong>’ major shareholder,<br />

<strong>Aker</strong> ASA, signed a framework<br />

agreement with the Norwegian Confederation<br />

of Trades Unions and the International<br />

Metalworkers Federation on behalf of<br />

companies that are a part of <strong>Aker</strong>. The<br />

agreement commits <strong>Aker</strong> <strong>Solutions</strong> and all<br />

<strong>Aker</strong> companies to working towards the<br />

development of good working relations,<br />

and to respect human and trade union<br />

rights in the community.<br />

As part of <strong>Aker</strong> <strong>Solutions</strong>’ efforts to<br />

build internal awareness and understanding<br />

for corporate responsibility, the<br />

company rolled out its CR eLearning<br />

programme globally mid-year. The course<br />

is mandatory for all employees.<br />

In <strong>2008</strong>, the company successfully<br />

implemented the first phase of its strategic<br />

three year partnership agreement with the<br />

Norwegian Red Cross. The partnership<br />

encompassesfinancialsupport,exchanges<br />

of expertise between the organisations<br />

and volunteer activities. In phase one, <strong>Aker</strong><br />

<strong>Solutions</strong> offices in Norway were introduced<br />

to the Red Cross volunteer activities<br />

local to them. Several <strong>Aker</strong> <strong>Solutions</strong>’<br />

offices are now actively engaged in volunteer<br />

activities. The second phase of the<br />

partnership is already underway, with the<br />

aim of expanding the collaboration to <strong>Aker</strong><br />

<strong>Solutions</strong>’ offices around the world.<br />

In December, the company published<br />

its CR <strong>report</strong> for <strong>2008</strong>/2009, Face value.<br />

The <strong>report</strong> communicates the CR challenges<br />

the company faces, the results it has<br />

achieved and its ambitions going forward.<br />

The <strong>report</strong> is available from <strong>Aker</strong> <strong>Solutions</strong>’<br />

website.<br />

Customer relations<br />

Many of <strong>Aker</strong> <strong>Solutions</strong>’ customers are<br />

leading players in their sectors on the<br />

world stage. They implement extensive<br />

projects which are usually of such acharacter<br />

that failure tomeet agreed progress,<br />

budget, quality and efficiency milestones<br />

can have major consequences. <strong>Aker</strong> <strong>Solutions</strong><br />

gives great weight to its ability to deliver,<br />

and also has areputation for offering<br />

solutions which create added value for<br />

customers.<br />

Those customers have shown great confidence<br />

in the group over many years by<br />

awarding it important projects. This<br />

confidence represents amajor asset, which<br />

it is important to preserve and continue<br />

developing.<br />

The group gives great weight to finding<br />

the best and most effective solutions for<br />

each customer. That is done by combining<br />

an understanding of their specific challenges<br />

with <strong>Aker</strong> <strong>Solutions</strong>’ expertise,<br />

experience, technology and products –not<br />

least with the aid of its recognised and<br />

well-proven model for project execution,<br />

the <strong>Aker</strong> <strong>Solutions</strong> PEM. The group also<br />

“With operations in<br />

around 30 countries<br />

and on every continent,<br />

diversity is adesirable<br />

and positive part of the<br />

corporate culture”<br />

implemented important organisational<br />

changes in 2009 in order to even better<br />

tailor its offer to customer requirements.<br />

Contact with customers is pursued at<br />

various levels –between senior executives,<br />

through the business area concerned,<br />

through project management and through<br />

close collaboration with relevant teams of<br />

experts.<br />

Both executive management and managers<br />

at other levels have defined roles for<br />

ensuring the best possible follow-up of<br />

each customer. Contact at several levels<br />

ensures a good overview and understanding<br />

of the customer’s requirements,<br />

both in the short term and over alonger<br />

perspective.<br />

In addition to direct customer contact,<br />

<strong>Aker</strong> <strong>Solutions</strong> utilises external market<br />

analyses and surveys of customer satisfaction<br />

as tools to ensure that it is meeting<br />

customer expectations and needs.<br />

The group serves industries where the<br />

number of customers in each niche is<br />

relatively small. However, most of these<br />

represent abroad and long-term potential<br />

for collaboration. The goal is to establish<br />

good, long-term relations with customers,<br />

based on the group’s performance and on<br />

competitive tendering.<br />

Mutual confidence, built up through<br />

business relationships extending over<br />

many years, often helps to create new<br />

opportunities. These could involve new<br />

contracts with even better reward models,<br />

for instance, or the development of innovative<br />

solutions and technology in close<br />

collaboration with the customer.Confidence<br />

is also valuable when assessing projects in<br />

new regions. It will often be easier to<br />

manage risk, for instance, when the customer<br />

has an established relationship with<br />

<strong>Aker</strong> <strong>Solutions</strong> from earlier collaboration.<br />

Outlook<br />

The Board would like topoint out that this<br />

<strong>report</strong> includes and is based in part on for-<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 67


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

ward-looking information and statements<br />

which are subject to risks and uncertainties<br />

that could cause actual results to differ.<br />

At its Capital Markets Day on 30 November<br />

2007, the group communicated its<br />

objectives for growth and profitability in<br />

the periode <strong>2008</strong>–2010. These performance<br />

targets were determined on the basis of<br />

the group’s solid order backlog and the<br />

good market outlook for the energy and<br />

process industries.<br />

The financial crisis and economic downturn<br />

during <strong>2008</strong> has created greater<br />

uncertainty about the market outlook, and<br />

the general conditions for attaining these<br />

objectives have changed considerably. As<br />

aresult, new performance targets for 2009<br />

werepresented at the Capital Markets Day<br />

on 9December <strong>2008</strong>. Nominal EBITDA is<br />

expected to increase for 2009 and to<br />

exceed NOK 4500 million, while revenues<br />

will be somewhat lower than in <strong>2008</strong>. These<br />

forecasts are based on asolid order backlog<br />

of high quality and the group’s expectations<br />

of securing additional contracts.<br />

Many important organisational adjustments<br />

and changes were made during<br />

<strong>2008</strong>, and these have given <strong>Aker</strong> <strong>Solutions</strong><br />

agood starting point in meeting the global<br />

economic downturn. However, itremains<br />

too early to say with any certainty how this<br />

downturnwill affect the group’soperations<br />

and markets. No reliable analyses are<br />

available for when market activity will<br />

recover. Market conditions in 2009 will be<br />

challenging, and further pressureonprices<br />

is expected. In these circumstances, it will<br />

be even more important to continue work<br />

on optimising costs and capacity.<br />

The extensive cost-cutting programme<br />

initiated in 2007 continued as expected in<br />

<strong>2008</strong>, and will have an effect on results as<br />

planned in 2009. Thanks to its flexibility,<br />

<strong>Aker</strong> <strong>Solutions</strong> is relatively well equipped<br />

to handle the challenges expected in the<br />

immediate future.<br />

Spare capacity is likely to become available<br />

in the group during 2009. Existing<br />

capacity must be utilised where possible,<br />

and an important measure will be to move<br />

capacity in-house across both business<br />

areas and geographical regions. Acareful<br />

eye is being kept on possible requirements<br />

for capacity adjustments so that these can<br />

be made quickly should the need arise.<br />

Even if the level of activity in <strong>Aker</strong><br />

<strong>Solutions</strong>’ principal markets weretodecline<br />

in the short term, the fundamental basis for<br />

further market growth is likely to be present<br />

in the longer term. In its annual <strong>report</strong> on the<br />

outlook for energy markets, the International<br />

Energy Agency (IEA) concluded that<br />

world energy demand is growing, with<br />

developments in the Asian economies as<br />

an important driver. The IEA believes that<br />

global demand for primary energy could<br />

rise by 45 percent over the next 20 years. Its<br />

<strong>report</strong> concludes that new standards will be<br />

introduced to reduce carbon emissions but<br />

that, even if these weretoinfluence demand<br />

for fossil fuels in the long term, they will<br />

primarily mean the implementation of new<br />

treatment technologies over the next few<br />

decades and that world oil and gas demand<br />

will remain high for many decades to come.<br />

Development and construction of carbon<br />

capture technology is also an area where<br />

<strong>Aker</strong> <strong>Solutions</strong> holds an advanced position.<br />

Existing oil and gas fields will be unable<br />

to meet all of the demand in the longer term.<br />

The amount of oil and gas produced each<br />

year already exceeds the new resources<br />

which the industry succeeds in discovering<br />

and developing. Should the pace of new<br />

field development be low for atime, the<br />

result is likely to be an accumulated energy<br />

deficit which could boost the level of activity<br />

when demand recovers. A substantial<br />

proportion of future developments are<br />

expected to be located in deep water and in<br />

areas with atough climate –precisely the<br />

conditions where <strong>Aker</strong> <strong>Solutions</strong> has a<br />

strong competitive advantage.<br />

The level of activity in land-based process<br />

plants for refined oil products and artificial<br />

substances, and for metal processing,<br />

is also expected to decline gradually as a<br />

result of the international economic<br />

downturn. China has been a substantial<br />

consumer of such materials in the recent<br />

past. Chinese industrial growth is expected<br />

to be lower for atime than has been the<br />

case in recent years, but this slowdown<br />

could be smaller than in most other parts of<br />

the world. <strong>Aker</strong> <strong>Solutions</strong>’ involvement with<br />

such projects is concentrated on niches<br />

wherethe group has astrong position, such<br />

as copper, gold and other selected metals.<br />

The fundamental conditions are accordingly<br />

also in place for fresh expansion in<br />

these segments of the group’s business<br />

once the world economy starts to recover.<br />

The energy sector is characterised by a<br />

limited number of global operators, many<br />

national oil companies, asmall set of large<br />

and international suppliers such as <strong>Aker</strong><br />

<strong>Solutions</strong>, and a substantial number of<br />

small and medium-sized operators and<br />

subcontractors. Most players in the industry<br />

strengthened their financial results during<br />

the boom of the past few years, but not all<br />

have the financial strength and liquidity to<br />

withstand alengthy and deep economic<br />

downturn without making substantial<br />

changes.<br />

The Board extends its thanks to the<br />

management and workforce for the good<br />

commitment displayed in <strong>2008</strong>. In its view,<br />

the quality and expertise built up in <strong>Aker</strong><br />

<strong>Solutions</strong> helps to give the group clear<br />

competitive advantages which also apply<br />

in more demanding market conditions.<br />

Fornebu, 3March 2009<br />

The Board ofDirectors of <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Martinus Brandal<br />

Chairman<br />

Bjørn Flatgård<br />

Vice Chairman<br />

Heidi M. Petersen<br />

Vibeke Hammer<br />

Madsen<br />

Leif-Arne langøy<br />

Siri Fürst<br />

Åsmund Knutsen Ingebreth Forus Arve Toft Atle Teigland Simen Lieungh<br />

President &CEO<br />

68<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Board ofDirectors’ <strong>report</strong><br />

Declaration by the Board ofDirectors and<br />

the President &CEO<br />

The Boardand the President &CEO have today considered and approved the <strong>Aker</strong> <strong>Solutions</strong> ASA annual <strong>report</strong> and financial statements<br />

for the <strong>Aker</strong> <strong>Solutions</strong> group and its parent company for the <strong>2008</strong> calendar year end as of 31 December <strong>2008</strong>.<br />

The consolidated financial statements have been prepared and presented in accordance with the requirements of IFRS as adopted by<br />

the EU and associated interpretations, and with additional Norwegian disclosure requirements that were inforce as of 31 December<br />

<strong>2008</strong>. The parent company financial statements for the year have been prepared in accordance with the Norwegian Accounting Act and<br />

generally accepted accounting principles in Norway as of 31 December <strong>2008</strong>. The annual <strong>report</strong> for the group and parent company<br />

meets the requirements of the Norwegian Accounting Act and Norwegian Accounting Standard 16inforce as of 31 December <strong>2008</strong>.<br />

To the best of our knowledge:<br />

<br />

<br />

<br />

the <strong>2008</strong> financial statements for the group and parent company have been prepared in accordance with applicable accounting<br />

standards<br />

the information provided in the financial statements gives atrue and fair portrayal of the group and parent company’s assets,<br />

liabilities, financial position, and profit as awhole as of 31 December <strong>2008</strong><br />

The annual <strong>report</strong> provides atrue and fair overview of:<br />

– developments, profit, and the financial position of the group and parent company<br />

– the most significant risks and uncertainties facing the group and the parent company<br />

Fornebu, 3March 2009<br />

The Board and the President &CEO of <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Martinus Brandal<br />

Chairman<br />

Bjørn Flatgård<br />

Vice Chairman<br />

Heidi M. Petersen<br />

Vibeke Hammer<br />

Madsen<br />

Leif-Arne langøy<br />

Siri Fürst<br />

Åsmund Knutsen Ingebreth Forus Arve Toft Atle Teigland Simen Lieungh<br />

President &CEO<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 69


Our performance<br />

<strong>Annual</strong> accounts<br />

70<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Annual</strong> accounts<br />

Contents: Accounts and notes<br />

<strong>Aker</strong> <strong>Solutions</strong> group<br />

72 Consolidated income statement<br />

73 Consolidated balance sheet<br />

74 Consolidated statement of cash flow<br />

75 Consolidated statement of changes in equity<br />

Notes to consolidated accounts<br />

76 Note 1 General information<br />

76 Note 2 Accounting principles<br />

81 Note 3 Accounting estimates and judgements<br />

82 Note 4 Acquisitions of subsidiaries and minority interests<br />

84 Note 5 Related parties<br />

85 Note 6 Segment information<br />

87 Note 7 Other operating expenses<br />

87 Note 8 Net operating assets<br />

88 Note 9 Current operating assets<br />

88 Note 10 Current operating liabilities<br />

88 Note 11 Contracts<br />

90 Note 12 Provisions<br />

90 Note 13 Contingent events<br />

91 Note 14 Property, plant and equipment<br />

92 Note 15 Operating leases<br />

92 Note 16 Intangible assets<br />

93 Note 17 Tax<br />

95 Note 18 Salaries, wages and social security cost<br />

98 Note 19 Number of employees<br />

99 Note 20 Employee benefits -pension<br />

101 Note 21 Equity accounted investees<br />

102 Note 22 Investment in joint ventures<br />

103 Note 23 Financial risk management<br />

107 Note 24 Financial income and expense<br />

108 Note 25 Financial instruments<br />

108 Note 25.1 Cash and cash equivalents<br />

109 Note 25.2 Investments in other companies<br />

109 Note 25.3 Derivative financial instruments<br />

110 Note 25.4 Non-current interest-bearing receivables<br />

111 Note 25.5 Trade and other receivables<br />

111 Note 25.6 Borrowings and other non-current liabilities<br />

113 Note 26 Subsequent events<br />

113 Note 27 Discontinued operations<br />

113 Note 28 Group companies as at 31 December <strong>2008</strong><br />

<strong>Aker</strong> <strong>Solutions</strong> ASA<br />

116 Parent company income statement<br />

117 Parent company balance sheet<br />

118 Parent company statement of cash flow<br />

Notes to parent company accounts<br />

119 Note 1 Accounting principles<br />

119 Note 2 Operating expenses<br />

120 Note 3 Net financial items<br />

120 Note 4 Tax<br />

121 Note 5 Investment in subsidiaries and other companies<br />

121 Note 6 Non interest-bearing items<br />

122 Note 7 Shareholders’ equity<br />

122 Note 8 Interest-bearing items<br />

123 Note 9 Non-current borrowings<br />

123 Note 10 Guarantees<br />

123 Note 11 Financial instruments<br />

123 Note 12 Contingent events and related parties<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 71


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> group:<br />

Consolidated income statement 1.1 –31.12<br />

Amounts in NOK million Note <strong>2008</strong> 2007 2006<br />

Revenue 6 58 252 57 957 50 592<br />

Materials, goods and services -34891 -36405 -31299<br />

Salaries, wages and social security costs 18, 19, 20 -13122 -12197 -10441<br />

Other operating expenses 7 -6857 -5442 -5980<br />

Total operating expenses -54870 -54044 -47720<br />

Operating profit before depreciation, amortisation and impairment 6 3382 3913 2872<br />

Depreciation, amortisation and impairment 6, 14, 16 - 615 - 431 - 339<br />

Operating profit 2767 3482 2533<br />

Financial income 24 175 105 194<br />

Financial expenses 24 - 379 - 209 -1081<br />

Share ofprofit (+) /loss (-) of associates 6, 21 - 21 - 2 - 18<br />

Profit (+) /loss (-) on foreign currency forward contracts 1 24 - 439 162 241<br />

Profit before tax 2103 3538 1869<br />

Income tax expense 17 - 590 -1074 - 575<br />

Net profit from continuing operations 1513 2464 1294<br />

Profit for the period from discontinued operations net of tax 27 - - 2 495<br />

Profit for the period 1513 2464 3789<br />

Attributable to<br />

Equity holders of the parent company 1438 2401 3738<br />

Minority interests 75 63 51<br />

Net profit 1513 2464 3789<br />

Average number of shares 269 056 995 271 741 367 275 146 170<br />

Basic and diluted earnings per share continuing operations (NOK) 2 5.34 8.84 4.53<br />

Basic and diluted earnings per share from discontinued business (NOK) 0.00 0.00 9.06<br />

Basic and diluted earnings per share (NOK) 2 5.34 8.84 13.59<br />

1) Profit /loss on foreign currency hedging instruments that do not qualify for hedge accounting.<br />

2) Equity holders of the parent company’s share ofnet profit (+) /loss (-) /average number of shares. There were nopotentially dilutive securities outstanding.<br />

72<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> group:<br />

Consolidated balance sheet as at 31.12<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

ASSETS<br />

Non-current assets<br />

Property, plant and equipment 14 4610 2815<br />

Deferred tax assets 17 519 548<br />

Intangible assets 16 7119 4995<br />

Employee benefit assets 20 234 15<br />

Interest-bearing non-current receivables 25.4 97 14<br />

Other non-current operating assets 8 4 9<br />

Investments in associates 6, 21 444 121<br />

Investments in other companies 25.2 123 133<br />

Total non-current assets 13 150 8650<br />

Current assets<br />

Current tax assets 17 49 89<br />

Inventories 9 1321 884<br />

Trade and other receivables 9, 25.5 20 796 13 361<br />

Derivative financial instruments 25.3 3100 1468<br />

Interest-bearing current receivables 25 480 540<br />

Cash and cash equivalents 25.1 3828 3524<br />

Total current assets 29 574 19 866<br />

Total assets 42 724 28 516<br />

LIABILITIES AND SHAREHOLDERS’ EQUITY<br />

Equity<br />

Issued capital 548 548<br />

Own shares -10 -9<br />

Other capital paid in 1534 1534<br />

Other equity 6378 5026<br />

Total equity attributable to the equity holders of the parent company 8450 7099<br />

Minority interest 156 168<br />

Total equity 8606 7267<br />

Liabilities<br />

Non-current borrowings 25.6 6163 1591<br />

Employee benefits obligations 20 758 937<br />

Deferred tax liabilities 17 831 680<br />

Other non-current liabilities 25.6 1194 914<br />

Total non-current liabilities 8946 4122<br />

Current borrowings 25.6 553 24<br />

Current tax liabilities 17 252 329<br />

Provisions 10, 12 912 655<br />

Trade and other payables 10 21 052 15 165<br />

Derivative financial instruments 25.3 2403 954<br />

Total current liabilities 25 172 17 127<br />

Total liabilities 34 118 21 249<br />

Total liabilities and shareholders’ equity 42 724 28 516<br />

Fornebu, 3March 2009<br />

Board ofDirectors of <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Martinus Brandal<br />

Chairman<br />

Bjørn Flatgård<br />

Vice Chairman<br />

Heidi M. Petersen<br />

Vibeke Hammer<br />

Madsen<br />

Leif-Arne langøy<br />

Siri Fürst<br />

Åsmund Knutsen Ingebreth Forus Arve Toft Atle Teigland Simen Lieungh<br />

President &CEO<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 73


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> group:<br />

Consolidated statement of cash flow 1.1 –31.12<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Cash flow from operating activities<br />

Profit for the period 1513 2464<br />

Income tax expense 17 590 1074<br />

Net interest cost 225 104<br />

Profit (-) /loss (+) on foreign currency forward contracts 439 -162<br />

Depreciation, amortisation and impairment 14, 16 615 431<br />

Profit (-) /loss (+) on disposals /non-cash effects 1 -23 -64<br />

Share ofprofit (-) /loss (+) of associates 21 21 2<br />

Interest paid -295 -172<br />

Interest received 132 43<br />

Income taxes paid -472 -480<br />

Changes in other net operating assets -3613 -565<br />

Net cash from operating activities -868 2675<br />

Cash flow from investing activities<br />

Acquisition of subsidiaries and minorities (net of cash acquired) 4 -1817 - 87<br />

Acquisition of property, plant and equipment 6,14 -1572 -1596<br />

Proceeds from sale of property, plant and equipment 34 96<br />

Acquisition of shares in associates and other investments -377 11<br />

Net cash from investing activities -3732 -1576<br />

Cash flow from financing activities<br />

Proceeds from borrowings 4956 -<br />

Repayment of borrowings -24 -19<br />

Proceeds from issue of share capital from minority interests 72 -<br />

Dividends paid to minority interests -22 -31<br />

Buy-back of own shares 2 -70 -781<br />

Dividends to shareholders 2 -807 -2182<br />

Net cash from financing activities 4105 -3013<br />

Effect of exchange rate changes on cash and bank deposits 799 - 228<br />

Net increase (+) /decrease (-) in cash and bank deposits 304 -2142<br />

Cash and cash equivalents at the beginning of the period 3524 5666<br />

Cash and cash equivalents at the end of the period 3 3828 3524<br />

Of which is restricted cash 4 976 661<br />

1) Gain /loss on disposal of property, plant and equipment.<br />

2) See consolidated statement of changes to equity.<br />

3) Additional undrawn committed non-current bank revolving credit facilities amounted to NOK 4.4 billion, and is together with cash and cash equivalents giving atotal liquidity buffer<br />

of NOK 8.2 billion. NOK 500 million of the undrawn committed credit facilities was agreed in February 2009.<br />

4) Restricted cash includes inter alia cash in joint ventures where the partners must agree before use and cash in business units which is not owned 100 percent by <strong>Aker</strong> <strong>Solutions</strong>.<br />

74<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> group:<br />

Consolidated statement of changes in equity 1.1 –31.12<br />

Amounts in NOK million<br />

Number of<br />

shares<br />

Share<br />

capital<br />

Own<br />

shares<br />

Other<br />

capital<br />

paid in<br />

Retained<br />

earnings<br />

and other<br />

reserves<br />

Hedging<br />

reserve<br />

Currency<br />

translation<br />

reserve<br />

Total attributable<br />

to<br />

parent company<br />

equity<br />

holders<br />

Minority<br />

interests<br />

Total<br />

equity<br />

Equity as at 1January 2007 55 029 234 550 - 1 534 5857 203 - 161 7983 131 8114<br />

Cash flow hedges<br />

Effective portion of changes in value - - - - 788 - 788 - 788<br />

Reclassified to income statement - - - - - 633 - - 633 - - 633<br />

Deferred tax - - - - - 43 - - 43 - - 43<br />

Currency translation differences - - - - - - 434 - 434 - - 434<br />

Net income recognised directly in equity 550 - 1 534 5857 315 - 595 7661 131 7792<br />

Profit for the period - - - 2 401 - - 2401 63 2464<br />

Total recognised income and expense 550 - 1 534 8258 315 - 595 10 062 194 10 256<br />

Increase caused by share split (1:5) 220 116 936<br />

Cancellation of shares -1 146 170 - 2 2 - - - - - - -<br />

Change in minority interests - 11 - 11<br />

Dividend - - - - 2182 - - -2182 - 15 - 2197<br />

Share buy-back - - 11 - - 770 - - - 781 - - 781<br />

Equity as at 31 December 2007 274 000 000 548 - 9 1534 5306 315 - 595 7099 168 7267<br />

Cash flow hedges<br />

Effective portion of changes in value - - - - - 241 - - 241 - - 241<br />

Reclassified to income statement - - - - 373 - 373 - 373<br />

Deferred tax - - - - - 37 - - 37 - - 37<br />

Currency translation differences - - - - - 695 695 7 702<br />

Net income recognised directly in equity 548 - 9 1534 5306 410 100 7889 175 8064<br />

Profit for the period - - - 1 438 - - 1438 75 1513<br />

Total recognised income and expense 548 - 9 1534 6744 410 100 9327 250 9577<br />

Change in minority interests - 72 -72<br />

Dividend - - - - 807 - - - 807 - 22 -829<br />

Share buy-back - - 1 - - 69 - - - 70 - -70<br />

Equity as at 31 December <strong>2008</strong> 274 000 000 548 - 10 1 534 5868 410 100 8450 156 8606<br />

Share capital<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA has one class of shares, ordinary shares, with equal rights for all shares. The holders of ordinary shares areentitled to receive dividends and are<br />

entitled to one vote per shareatGeneral Meetings. At the end of 2006 <strong>Aker</strong> <strong>Solutions</strong> ASA had 55 029 234 ordinary shares at apar value of NOK 10 per share. At the<br />

<strong>Annual</strong> General Meeting in March 2007 the shareholders agreed to split one shareatapar value of NOK 10 into five shares at par value of NOK 2. The new number of<br />

shares after the sharesplit was 275 146 170. At the <strong>Annual</strong> General Meeting the shareholders also agreed to reduce the sharecapital in <strong>Aker</strong> <strong>Solutions</strong> ASA by NOK<br />

2292 340 to NOK 548 000 000 through the cancellation of 1146 170 treasury shares. Total outstanding shares arenow 274 000 000. All issued shares arefully paid.<br />

Share buy-back<br />

At the 2007 <strong>Annual</strong> General Meeting an authorisation was given to repurchase up to 27.4 million shares, representing 10 percent of the sharecapital of <strong>Aker</strong><br />

<strong>Solutions</strong> ASA. <strong>Aker</strong> <strong>Solutions</strong> ASA purchased 595 000 own shares in <strong>2008</strong> and as at 31 December <strong>2008</strong> <strong>Aker</strong> <strong>Solutions</strong> ASA holds 4966 830 own shares<br />

representing 1.8 percent of total outstanding shares.<br />

Hedging reserve<br />

The hedging reserve relates to cash flow hedges of futurerevenues and expenses against exchange rate fluctuations. The income statement effects of such instruments<br />

arerecognised in accordance with the progress of the underlying construction contract as part of revenues or expenses as appropriate. The hedging reserve represents<br />

the value of such hedging instruments that arenot yet recognised in the income statement. Users of the financial statement should be awareofthe underlying natureof<br />

ahedge; e.g. that apositive value on ahedging instrument exists to cover anegative value on the hedged position, see note 24 Financial income and expenses.<br />

Currency translation reserve<br />

The currency translation reserve includes exchange differences arising from the translation of the net investment in foreign operations, and foreign exchange gain /<br />

loss on loans defined as hedges/net investments, see note 24 Financial income and expenses.<br />

Minority interests<br />

At 31 December <strong>2008</strong> NOK 99 million (NOK 75 million in 2007) of the minority interests relates to <strong>Aker</strong> <strong>Solutions</strong> Powergas Pvt Ltd in which <strong>Aker</strong> <strong>Solutions</strong> owns 64<br />

percent and NOK 44 million (NOK 17 million in 2007) to Step OffshoreASinwhich <strong>Aker</strong> <strong>Solutions</strong> owns 51 percent of the shares. The change in minority interests in<br />

<strong>2008</strong> is primarily due to the acquisition of 40 percent in <strong>Aker</strong> Marine Contractors AS which gives <strong>Aker</strong> <strong>Solutions</strong> full control of the company.<br />

Dividends 1 <strong>2008</strong> 2007<br />

Dividend per shareinNOK –paid 3.00 8.00<br />

Total dividend paid (NOK million) 807 2182<br />

Ordinary dividend per shareinNOK –proposed by the BoardofDirectors 1.60 3.00<br />

1) Dividend is adjusted on the basis of the share split.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 75


Our performance<br />

Notes to the accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> group:<br />

Notes to the accounts<br />

■ Note 1: General Information<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA (the company) is alimited liability company incorporated and domiciled at Fornebu in Bærum, Norway.InApril <strong>2008</strong> the company changed<br />

its name from <strong>Aker</strong> Kværner ASA to <strong>Aker</strong> <strong>Solutions</strong> ASA. The consolidated financial statements of <strong>Aker</strong> <strong>Solutions</strong> ASA incorporate the financial statements of<br />

the company and its subsidiaries (together referred to as the “group” and separately as group companies) and the group’s interest in associates and jointly<br />

controlled entities and jointly controlled assets. <strong>Aker</strong> <strong>Solutions</strong> is aleading global supplier of engineering services, fabrication, technology products,<br />

maintenance, specialised services, and total solutions for the energy and process industries.<br />

The company is listed on the Oslo Stock Exchange under the ticker AKSO.<br />

All amounts in the financial statements are presented in million Norwegian kroner (NOK), unless otherwise stated.<br />

■<br />

Note 2: Accounting principles<br />

Summary of significant accounting policies<br />

The principal accounting policies applied in the<br />

preparation of these consolidated financial statements<br />

are set out below. These policies have<br />

been consistently applied to all the years presented,<br />

unless otherwise stated.<br />

The consolidated financial statements were<br />

authorised for issue by the Board ofDirectors on<br />

3March 2009. The consolidated statements will<br />

be authorised during the <strong>Annual</strong> General Meeting<br />

on 2April 2009. Until this date the Board of<br />

Directors have the authority to amend the<br />

financial statements.<br />

Statement of compliance<br />

The consolidated financial statements have been<br />

prepared in accordance with International Financial<br />

Reporting Standards (IFRS) approved by the<br />

European Union and its interpretations adopted<br />

by the International Accounting Standards Board<br />

(IASB).<br />

New standards and interpretations not yet adopted<br />

The following IFRS/IAS standards have been<br />

approved but mandatory from 2009, with earlier<br />

application permitted. The group has not implemented<br />

these standards with effect for the financial<br />

statements for <strong>2008</strong>:<br />

IFRS 8–Operating Segments (mandatory<br />

from 2009)<br />

Revised IAS 1–Presentation of Financial<br />

Statements (mandatory from 2009)<br />

Revised IAS 23 –Borrowing Costs<br />

(mandatory from 2009)<br />

IAS 32 –Financial Instruments –Presentation<br />

(mandatory from 2009)<br />

Revised IFRS 3–Business Combinations<br />

(mandatory from 2010)<br />

IFRIC 14 –The Limit on aDefined Benefit<br />

Asset Minimum Funding Requirements and<br />

their Interaction (mandatory from 2009)<br />

Amended IAS 27 Consolidated and Separate<br />

Financial Statements (mandatory from 2010)<br />

Except for IAS 23 Borrowing Costs and Revised<br />

IFRS 3Business Combinations, it is assumed that<br />

the new standards will have only insignificant effects<br />

on <strong>report</strong>ed results or balance sheet items. The<br />

main effects will relate to presentation formats for<br />

financial statements and for the note disclosures.<br />

IAS 23 Borrowing Costs requires that borrowing<br />

costs be included as part of costs on fixed<br />

assets and on construction contracts. Today, this<br />

is the case only when the effects are very<br />

significant and there are separate financing<br />

arrangements in place. It is assumed that the<br />

effect on the consolidated statements will be<br />

small, but there may be an impact on individual<br />

projects and business areas.<br />

Revised IFRS 3–Business Combinations<br />

incorporates the following changes that are likely<br />

to be relevant to the group’s operations:<br />

The definition of abusiness has been<br />

broadened, which is likely to result in more<br />

acquisitions being treated as business<br />

combinations.<br />

Contingent consideration will be measured<br />

at fair value, with subsequent changes<br />

therein recognised in profit or loss.<br />

Transaction costs, other than share and debt<br />

issue costs, will be expensed as incurred.<br />

Any pre-existing interest in the acquiree will<br />

be measured at fair value with the gain or<br />

loss recognised in profit or loss.<br />

Any non-controlling (minority) interest will<br />

be measured at either fair value, or at its<br />

proportionate interest in the identifiable<br />

assets and liabilities of the acquiree, on<br />

transaction-by-transaction basis.<br />

Revised IFRS 3will be applied prospectively and<br />

thereforetherewill be no impact on prior periods in<br />

the group’sconsolidated financial statements. The<br />

standardisnot yet endorsed by EU.<br />

Basis of preparation<br />

The consolidated financial statements have been<br />

prepared under the historical cost convention, as<br />

modified by the revaluation of available-for-sale<br />

financial assets and financial assets and financial<br />

liabilities (including derivative instruments) at fair<br />

value through profit and loss.<br />

Non-current assets and disposal groups held<br />

for sale are stated at the lower of carrying<br />

amount or fair value less costs to sell.<br />

The preparation of financial statements in<br />

conformity with IFRS requires management to<br />

make judgements, estimates and assumptions<br />

that affect the application of policies and <strong>report</strong>ed<br />

amounts of assets and liabilities, income<br />

and expenses. The estimates and associated<br />

assumptions are based on historical experience<br />

and various other factors that are believed to be<br />

reasonable under the circumstances, the results<br />

of which form the basis of making the judgements<br />

about carrying values of assets and<br />

liabilities that are not readily apparent from other<br />

sources. The areas involving ahigher degree<br />

of judgement or complexity, orareas where<br />

assumptions and estimates are significant to the<br />

consolidated financial statements are disclosed<br />

in note 1. Actual results may differ from these<br />

estimates.<br />

The estimates and underlying assumptions<br />

are reviewed on an ongoing basis. Revisions<br />

to accounting estimates are recognised in the<br />

period in which the estimate is revised if the<br />

revision affects only that period or in the period<br />

of the revision and future periods if the revision<br />

affects both current and future periods.<br />

Consolidation<br />

Subsidiaries<br />

Subsidiaries are entities controlled by the company.<br />

Control exists when the company has the<br />

power, directly or indirectly, togovern the financial<br />

and operating policies of an entity so as to<br />

obtain benefits from its activities. In assessing<br />

control, potential voting rights that presently are<br />

exercisable or convertible are taken into account.<br />

The financial statements of subsidiaries are<br />

included in the consolidated financial statements<br />

from the date that control commences until the<br />

date that control ceases.<br />

Intragroup balances and any unrealised gains<br />

and losses or income and expenses arising from<br />

intragroup transactions, are eliminated in preparing<br />

the consolidated financial statements.<br />

Unrealised gains arising from transactions with<br />

associates and jointly controlled entities are<br />

76<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

eliminated to the extent of the group’s interest in<br />

the entity. Unrealised losses are eliminated in the<br />

same way as unrealised gains, but only to the<br />

extent that there isnoevidence of impairment.<br />

In preparing their individual financial statements,<br />

the accounting policies of some subsidiaries,<br />

associates and joint ventures do not<br />

conform to the accounting policies of the group.<br />

Where appropriate, adjustments are made in<br />

order to present the consolidated financial statements<br />

on aconsistent basis.<br />

Associates<br />

Associates are those entities in which the group<br />

has significant influence, but not control, over<br />

the financial and operating policies. Generally<br />

this is applicable to ashareholding of between<br />

20 percent and 50 percent of the voting rights.<br />

The consolidated financial statements include<br />

the group’s share ofthe total recognised gains<br />

and losses of associates on an equity accounted<br />

basis, from the date that significant influence<br />

commences until the date that significant influence<br />

ceases. When the group’s share oflosses<br />

exceeds its interest in an associate, the group’s<br />

carrying amount is reduced to nil and recognition<br />

of further losses is discontinued except to the<br />

extent that the group has incurred legal or<br />

constructive obligations or made payments<br />

on behalf of an associate.<br />

Joint ventures<br />

Joint ventures are those entities over whose activities<br />

the group has joint control, established by<br />

contractual agreement. The consolidated financial<br />

statements include the group’s proportionate<br />

share ofthe entities’ assets, liabilities, revenues<br />

and expenses with items of asimilar nature ona<br />

line by line basis, from the date that joint control<br />

commences until the date that joint control ceases.<br />

Non-current assets held for sale and<br />

discontinued operations<br />

Adiscontinued operation is acomponent of<br />

the group’s business that represents aseparate<br />

major line of business or geographical area of<br />

operations that has been disposed of or is held<br />

for sale or is asubsidiary acquired exclusively<br />

with aview to resale.<br />

Classification as adiscontinued operation<br />

occurs upon disposal or when the operation<br />

meets the criteria to be classified as held for<br />

sale, if earlier. Adisposal group that is to be<br />

abandoned may also qualify.<br />

Upon classification of abusiness as adiscontinued<br />

operation, the historical income statements<br />

are restated and the applicable individual<br />

income statement balances are reclassified into<br />

one separate line under Net profit/loss in the<br />

income statement for all <strong>report</strong>ing periods. In the<br />

balance sheet no reclassifications are made for<br />

years prior to the year abusiness is first classified<br />

as adiscontinued operation.<br />

Segment <strong>report</strong>ing<br />

Asegment is adistinguishable component of the<br />

group that is engaged either in providing products<br />

or services (business segment), or in providing<br />

products or services within aparticular<br />

economic environment (geographical segment),<br />

which is subject to risks and rewards that are<br />

different from those of other segments.<br />

The operating segments are also consistent<br />

with the group’s organisation into business segments.<br />

Revenue recognition<br />

Construction contracts<br />

Engineering and construction contract revenues<br />

arerecognised using the percentage of completion<br />

method, based primarily on contract costs incurred<br />

to date compared to estimated total contract<br />

costs. When the final outcome of acontract cannot<br />

be reliably estimated, contract revenue is<br />

recognised only to the extent of costs incurred<br />

that are expected to be recoverable. Losses on<br />

contracts are fully recognised when identified.<br />

Contract revenues include variation orders<br />

and incentive bonuses when it is probable that<br />

they will result in revenue and the amount can be<br />

measured reliably. Disputed amounts are recognised<br />

when their realisation is reasonably certain<br />

and can be measured reliably. Contract costs<br />

include costs that relate directly to the specific<br />

contract and costs that are attributable to contract<br />

activity in general and can be allocated to<br />

the contract. Costs that cannot be attributed to<br />

contract activity are expensed. Bidding costs are<br />

capitalised when it is probable that the company<br />

will be the preferred bidder. All other bidding<br />

costs are expensed as incurred.<br />

Goods sold and services rendered<br />

Revenue from the sale of goods is recognised in<br />

the income statement when the significant risks<br />

and rewards of ownership have been transferred<br />

to the buyer. Revenue from services rendered is<br />

recognised in the income statement in proportion<br />

to the stage of completion of the transaction at<br />

the balance sheet date. The stage of completion<br />

is normally assessed as the proportion that costs<br />

incurred for work performed to date bear to the<br />

estimated contract costs. No revenue is recognised<br />

if there are significant uncertainties regarding<br />

recovery of the consideration due, the associated<br />

costs and the possible return ofgoods cannot<br />

be measured reliably, orthere iscontinuing<br />

management involvement with the goods.<br />

Expenses<br />

Operating lease payments<br />

Payments made under operating leases are<br />

recognised in the income statement on a<br />

straight-line basis over the term of the lease<br />

when there are variations in the contractual lease<br />

payments due under the contract terms. Lease<br />

incentives received are recognised in the income<br />

statement as an integral part of the total lease<br />

expense.<br />

Finance lease payments<br />

Minimum lease payments are apportioned<br />

between the finance charge and the reduction<br />

of the outstanding liability. The finance charge is<br />

allocated to each period during the lease term so<br />

as to produce aconstant periodic rate of interest<br />

on the remaining balance of the liability.<br />

Financial income and expense<br />

Financial income and expense comprise interest<br />

payable on borrowings calculated using the<br />

effective interest rate method, interest receivable<br />

on funds invested, dividend income, foreign<br />

exchange gains and losses, and gains and<br />

losses on hedging instruments that are recognised<br />

in the income statement (see Hedging activities).<br />

Interest income is recognised in the income<br />

statement as it accrues, using the effective interest<br />

method. The interest expense component<br />

of finance lease payments is recognised in the<br />

income statement using the effective interest<br />

rate method.<br />

Gains or losses arising from changes in the<br />

fair value of the financial assets at fair value<br />

through profit or loss category are presented in<br />

the income statement within net financial items,<br />

in the period in which they arise.<br />

Dividend income from financial assets at fair<br />

value through profit or loss is recognised in the<br />

income statement as part of net financial items<br />

when the group’s right to receive payments is<br />

established.<br />

Changes in the fair value of monetary securities<br />

denominated in aforeign currency and classified<br />

as available for sale are analysed between translation<br />

differences resulting from changes in<br />

amortised cost of the security and other changes<br />

in the carrying amount of the security. The translation<br />

differences on monetary securities are<br />

recognised in profit and loss; translation differences<br />

in non-monetary securities are recognised in<br />

equity. Changes in the fair value of non-monetary<br />

securities classified as available for sale are<br />

recognised in equity.<br />

When securities classified as available for sale<br />

are sold or impaired, the accumulated fair value<br />

adjustments recognised in equity are included in<br />

the income statement as gains and losses from<br />

investment securities.<br />

Interest on available-for-sale securities<br />

calculated using the effective interest method<br />

is recognised in the income statement as part<br />

of net financial items when the group’s right<br />

to receive payments is established.<br />

Trade and other receivables<br />

Trade and other receivables are carried at the<br />

original invoice amount, less an allowance made<br />

for doubtful receivables. Provision is made when<br />

there isobjective evidence that the group will be<br />

unable to recover balances in full. Balances are<br />

written off when the probability of recovery is<br />

assessed as being remote.<br />

Construction work in progress<br />

Construction work in progress represents the value<br />

of construction work performed less payments by<br />

customers. The value of construction work performed<br />

is measured at revenue recognised to date.<br />

Payments by customers arededucted from the<br />

value of the same contract or,tothe extent they<br />

exceed this value, disclosed as advances from<br />

customers (see revenue recognition).<br />

Inventories<br />

Inventories are stated at the lower of cost and<br />

net realisable value. Net realisable value is the<br />

estimated selling price in the ordinary course of<br />

business, less the estimated costs of completion<br />

and selling expenses.<br />

The cost of inventories is based on the first-in<br />

first-out principle and includes expenditures<br />

incurred in acquiring the inventories and bringing<br />

them to their existing location and condition. In<br />

the case of manufactured inventories and work<br />

in progress, cost includes an appropriate share<br />

of overheads based on normal operating capacity.<br />

Property, plant and equipment<br />

Owned assets<br />

Property, plant and equipment are stated at cost<br />

less accumulated depreciation (see below) and<br />

impairment losses (see Impairment). The cost<br />

of self-constructed assets includes the cost of<br />

materials, direct labour, and, where relevant, the<br />

estimated costs of dismantling and removing the<br />

items and restoring the site on which they are<br />

located, and an appropriate proportion of<br />

production overheads.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 77


Our performance<br />

Notes to the accounts<br />

Where components of property, plant and<br />

equipment have different useful lives, they are<br />

accounted for as separate components.<br />

Leased assets<br />

Leases where the group assumes substantially<br />

all the risks and rewards of ownership are<br />

classified as finance leases. Assets acquired by<br />

way of finance leases are stated at an amount<br />

equal to the lower of its fair value or the present<br />

value of the minimum lease payments at inception<br />

of the lease, less accumulated depreciation (see<br />

below) and impairment losses (see Impairment).<br />

Subsequent costs<br />

The group capitalises the cost of areplacement<br />

part or acomponent of property, plant and<br />

equipment when that cost is incurred if it is probable<br />

that the future economic benefits embodied<br />

with the item will flow to the group and the<br />

cost of the item can be measured reliably. All<br />

other costs are expensed as incurred.<br />

Depreciation<br />

Depreciation is normally recognised on a<br />

straight-line basis over the estimated useful lives<br />

of property, plant and equipment. The production<br />

unit method is used for depreciation in limited<br />

circumstances when appropriate.<br />

Intangible assets<br />

Goodwill<br />

All business combinations are accounted for<br />

using the acquisition method. Goodwill represents<br />

the excess of the cost of an acquisition<br />

over the fair value of the group’s share ofthe<br />

net identifiable assets of acquired businesses<br />

or interest in associates or joint ventures that are<br />

businesses at the date of acquisition. Goodwill<br />

on acquisitions of subsidiaries is included in<br />

intangible assets. Goodwill on acquisitions of<br />

associates and joint ventures is included in the<br />

investment balance and is tested for impairment<br />

as part of the overall balance. Goodwill is carried<br />

at cost less accumulated impairment losses (see<br />

Impairment). Gains and losses on the disposal<br />

of an entity or an interest in an entity include the<br />

carrying amount of goodwill relating to the<br />

ownership interest sold. Negative goodwill<br />

arising on an acquisition is recognised directly<br />

in the income statement.<br />

Goodwill is assumed to have an indefinite<br />

useful life because there isnoforeseeable limit<br />

to the period over which the asset is expected to<br />

generate net cash inflows for the entity. The<br />

acquisition of acompany is based upon its<br />

strategic fit and anticipated profitability of that<br />

company over along time period.<br />

Goodwill is allocated to cash-generating units<br />

for the purpose of impairment testing. The allocation<br />

is made to those cash-generating units or<br />

groups of cash-generating units that are expected<br />

to benefit from the business combination in<br />

which goodwill arose.<br />

Research and development<br />

Research and development work in <strong>Aker</strong> <strong>Solutions</strong><br />

related to customer contracts areincluded as<br />

contract costs.<br />

Expenditures on research activities, undertaken<br />

with the prospect of obtaining new scientific or<br />

technical knowledge and understanding, is recognised<br />

in the income statement as an expense as<br />

incurred.<br />

Expenditures on development activities,<br />

whereby research findings areapplied to aplan or<br />

design for the production of new or substantially<br />

improved products and processes, is capitalised if<br />

the product or process is technically and commercially<br />

feasible as well as being aseparable asset.<br />

Capitalised costs include the cost of materials,<br />

external contractors and direct labour.Other<br />

development expenditures arerecognised in the<br />

income statement as an expense as incurred.<br />

Capitalised development expenditures arestated<br />

at cost less accumulated amortisation (see below)<br />

and impairment losses (see Impairment).<br />

Other intangible assets<br />

Other intangible assets that are acquired by the<br />

group are stated at cost less accumulated amortisation<br />

(see below) and impairment losses (see<br />

Impairment).<br />

Subsequent expenditures<br />

Subsequent expenditures on capitalised intangible<br />

assets are capitalised only when they increase<br />

the future economic benefits embodied in<br />

the specific asset to which they relate. All other<br />

expenditures are expensed as incurred.<br />

Amortisation<br />

Amortisation is charged to the income statement<br />

on astraight-line basis over the estimated useful<br />

lives of intangible assets unless such lives are<br />

indefinite. Intangible assets are amortised from<br />

the date they are available for use.<br />

Impairment<br />

The carrying amounts of the group’s assets,<br />

other than inventories (see Inventories) and<br />

deferred tax assets (see Income tax), are annually<br />

reviewed to determine whether there isany<br />

indication of impairment. If any such indication<br />

exists, the asset’s recoverable amount is estimated<br />

(see Calculation of recoverable amount).<br />

For goodwill, assets that have an indefinite<br />

useful life and intangible assets that are not yet<br />

available for use, the recoverable amount is estimated<br />

annually.<br />

An impairment loss is recognised whenever<br />

the carrying amount of an asset or its cashgenerating<br />

unit exceeds its recoverable amount.<br />

Impairment losses are recognised in the income<br />

statement.<br />

Impairment losses recognised in respect<br />

of cash-generating units are allocated first to<br />

reduce the carrying amount of any goodwill<br />

allocated to cash-generating units (group of<br />

units) and then, to reduce the carrying amount<br />

of the other assets in the unit (group of units) on<br />

apro rata basis.<br />

When adecline in the fair value of an available-for-sale<br />

financial asset has been recognised<br />

directly in equity and there isobjective evidence<br />

that the asset is impaired, the cumulative loss<br />

that had been recognised directly in equity<br />

is recognised in profit or loss even though the<br />

financial asset has not been derecognised. The<br />

amount of the cumulative loss that is recognised<br />

in profit or loss is the difference between the<br />

acquisition cost and current fair value, less any<br />

impairment loss on that financial asset previously<br />

recognised in profit or loss.<br />

Calculation of recoverable amount<br />

The recoverable amount of the group’s investments<br />

in held-to-maturity securities and receivables<br />

carried at amortised cost is calculated as<br />

the present value of estimated future cash flows,<br />

discounted at the original effective interest rate<br />

(i.e., the effective interest rate computed at initial<br />

recognition of these financial assets). Receivables<br />

with ashort duration are not discounted.<br />

The recoverable amount of other assets is the<br />

greater of their net selling price and value in use.<br />

In assessing value in use, the estimated future<br />

cash flows are discounted to their present value<br />

using apre-tax discount rate that reflects current<br />

market assessments of the time value of money<br />

and the risks specific to the asset. For an asset<br />

that does not generate largely independent cash<br />

inflows, the recoverable amount is determined<br />

for the cash-generating unit to which the asset<br />

belongs.<br />

Reversals of impairment<br />

An impairment loss in respect of aheld-to-maturity<br />

security or receivable carried at amortised<br />

cost is reversed if the subsequent increase in<br />

recoverable amount can be related objectively to<br />

an event occurring after the impairment loss was<br />

recognised.<br />

An impairment loss in respect of goodwill is<br />

not reversed.<br />

In respect of other assets, an impairment loss<br />

is reversed if there has been achange in the<br />

estimates used to determine the recoverable<br />

amount.<br />

An impairment loss is reversed only to the<br />

extent that the asset’s carrying amount does not<br />

exceed the carrying amount that would have been<br />

determined, net of depreciation or amortisation,<br />

if no impairment loss had been recognised.<br />

Provisions<br />

Aprovision is recognised in the balance sheet<br />

when the group has apresent obligation as a<br />

result of apast event that is probable that the<br />

group will be required to settle. If the effect is<br />

material, provisions aredetermined by discounting<br />

the expected futurecash flows at amarket based<br />

pre-tax rate that reflects current market assessments<br />

of the time value of money and, where<br />

appropriate, the risks specific to the liability.<br />

Warranties<br />

Aprovision for warranties is recognised when<br />

the underlying products or services are sold.<br />

The provision is based on historical warranty<br />

data and aweighting of all possible outcomes<br />

against their associated probabilities.<br />

Restructuring<br />

Aprovision for restructuring is recognised when<br />

the group has approved adetailed and formal<br />

restructuring plan, and the restructuring either<br />

has commenced or has been announced publicly.<br />

Future operating costs are not provided for.<br />

Site restoration<br />

In accordance with the group’s applicable legal<br />

requirements, aprovision for site restoration in<br />

respect of contaminated land is recognised<br />

when the land is contaminated.<br />

Onerous contracts<br />

Aprovision for onerous contracts is recognised<br />

when the expected benefits to be derived by the<br />

group from acontract are lower than the unavoidable<br />

cost of meeting the obligations under the<br />

contract.<br />

Employee benefits<br />

Defined contribution plans<br />

Obligations for contributions to defined contribution<br />

pension plans are recognised as an expense<br />

in the income statement as incurred.<br />

Defined benefit plans<br />

The group’s net obligation in respect of defined<br />

78<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

benefit pension plans is calculated separately<br />

for each plan by estimating the amount of future<br />

benefit that employees have earned in return for<br />

their service in the current and prior periods; that<br />

benefit is discounted to determine its present<br />

value, and the fair value of any plan assets is<br />

deducted. The discount rate is the yield at the<br />

balance sheet date on government bonds/high<br />

quality corporate bonds with maturities consistent<br />

with the terms of the obligations. The calculation<br />

is performed by aqualified actuary using<br />

the projected unit credit method.<br />

When the benefits of aplan to employees are<br />

increased, the portion of the increased benefit<br />

relating to past service by employees is recognised<br />

as an expense in the income statement on<br />

astraight-line basis over the average period until<br />

the benefits become vested. To the extent that<br />

the benefits vest immediately, onexpense is<br />

recognised immediately in the income statement.<br />

To the extent that any subsequent cumulative<br />

unrecognised actuarial gain or loss exceeds 10<br />

percent of the greater of the present value of the<br />

defined benefit obligation and the fair value of<br />

plan assets, that portion is recognised in the<br />

income statement over the expected average<br />

remaining working lives of the employees participating<br />

in the plan. Otherwise, the actuarial gain<br />

or loss is not recognised.<br />

When the actual calculation results in abenefit<br />

to the group, the recognised asset is limited to<br />

the net total of any unrecognised actuarial losses<br />

and past service costs and the present value of<br />

any future refunds from the plan or reductions in<br />

future contributions to the plan.<br />

Long-term service benefits<br />

The group’s net obligation in respect of longterm<br />

service benefits, other than pension plans,<br />

is the amount of future benefit that employees<br />

have earned in return for their service in the current<br />

and prior periods. The obligation is calculated<br />

using the projected unit credit method and is<br />

discounted to its present value and the fair value<br />

of any related assets is deducted. The discount<br />

rate is the yield at the balance sheet date on<br />

government bonds/high quality corporate bonds<br />

with maturities consistent with the terms of the<br />

obligations.<br />

Share-based payment transactions<br />

For cash-settled share-based payments, aliability<br />

equal to the portion of the goods or services<br />

received is recognised at the current fair value<br />

determined at each balance sheet date.<br />

Cash and cash equivalents<br />

Cash and cash equivalents include cash on<br />

hand, demand deposits held at banks and other<br />

short-term highly liquid investments with original<br />

maturity of three months or less. Restricted cash<br />

is mainly cash tied up in projects through joint<br />

ventures with external parties. The amounts<br />

fluctuate with the projects’ life cycle and are<br />

usually released when the project is delivered or<br />

close to delivery.<br />

Derivative financial instruments<br />

The group uses derivative financial instruments<br />

to hedge its exposure toforeign exchange and<br />

interest rate risks arising from operational,<br />

financial and investment activities. Derivatives<br />

that do not qualify for hedge accounting are<br />

accounted for as trading instruments.<br />

Derivatives are initially recognised at fair value<br />

on the date aderivative contract is entered into<br />

and are subsequently measured at their fair<br />

value. The gain or loss on measurement to fair<br />

value is recognised immediately in profit and<br />

loss. Where derivatives qualify for hedge accounting,<br />

recognition of any resultant gain or loss<br />

depends on the nature ofthe item being hedged<br />

(see Hedging activities).<br />

The fair value of interest rate swaps is the estimated<br />

amount that the group would receive or<br />

pay to terminate or eliminate the swap at the<br />

balance sheet date, taking into account current<br />

interest rates and the current creditworthiness of<br />

the swap counterparties. The fair value of forward<br />

exchange contracts is their quoted market<br />

price at the balance sheet date, being the present<br />

value of the quoted forward price.<br />

The fair values of various derivative instruments<br />

used for hedging purposes are disclosed<br />

in note 25.3 Derivative financial instruments.<br />

Movements on the hedging reserve in shareholders’<br />

equity are shown in Statement of changes<br />

in equity (other reserves). The full fair value of a<br />

hedging derivative is classified as anon-current<br />

asset or liability when the remaining hedged item<br />

is classified as non-current asset or liability. With<br />

the exception of items related to trade receivables<br />

and work in progress, this is when the remaining<br />

maturity is more than 12 months; it is<br />

classified as acurrent asset or liability when the<br />

remaining maturity of the hedged item is less<br />

than 12 months or when it is related to trade<br />

receivables and work in progress. Trading<br />

derivatives are classified as current asset or<br />

liability.<br />

Interest-bearing borrowings<br />

Interest-bearing borrowings are recognised initially<br />

at fair value less attributable transaction<br />

costs. Subsequent to initial recognition, interestbearing<br />

borrowings are stated at amortised cost<br />

with any difference between cost and redemption<br />

value being recognised in the income statement<br />

over the period of the borrowings on an effective<br />

interest basis.<br />

Income tax<br />

Income tax on the profit or loss for the year<br />

comprises current and deferred tax. Income tax<br />

is recognised in the income statement except to<br />

the extent that it relates to items recognised directly<br />

in equity, inwhich case it is recognised in<br />

equity.<br />

Deferred tax is provided using the balance<br />

sheet liability method, providing for temporary<br />

differences between the carrying amounts of<br />

assets and liabilities for financial <strong>report</strong>ing purposes<br />

and the amounts used for taxation purposes.<br />

The following temporary differences are<br />

not provided for: goodwill not deductible for tax<br />

purposes, the initial recognition of assets or liabilities<br />

that affect neither accounting nor taxable<br />

profit, nor differences relating to investments in<br />

subsidiaries to the extent that they will not reverse<br />

in the foreseeable future. The amount of deferred<br />

tax provided is based on the expected manner<br />

of realisation or settlement of the carrying amount<br />

of assets and liabilities, using tax rates enacted or<br />

substantively enacted at the balance sheet date.<br />

Adeferred tax asset is recognised only to the<br />

extent that it is probable that future taxable profits<br />

will be available against which the asset can be<br />

utilised. Deferred tax assets are reduced to the<br />

extent that it is no longer probable that the related<br />

tax benefit will be realised.<br />

Additional income taxes that arise from the<br />

distribution of dividends are recognised at the<br />

same time as the liability to pay the related<br />

dividend.<br />

Share capital<br />

Ordinary shares<br />

Ordinary shares are classified as equity. Incremental<br />

costs directly attributable to the issue<br />

of new share oroptions are shown in equity as<br />

adeduction, net of tax, from the proceeds.<br />

Repurchase of share capital<br />

When share capital recognised as equity is<br />

repurchased, the amount of the consideration<br />

paid, including directly attributable costs, is<br />

recognised as achange in equity. Repurchase<br />

of share capital is recognised as areduction in<br />

equity and is classified as treasury shares.<br />

Financial instruments<br />

Financial instruments in the <strong>Aker</strong> <strong>Solutions</strong> group<br />

consists of cash and cash equivalents, investments<br />

in other companies, derivative financial<br />

instruments, non-current interest-bearing<br />

receivables, Trade and other receivables and<br />

non-current borrowings.<br />

The group classifies its financial assets in the<br />

following categories: at fair value through profit<br />

or loss, loans and receivables, and available for<br />

sale. The classification depends on the purpose<br />

for which the financial assets were acquired.<br />

Management determines the classification of its<br />

financial assets at initial recognition.<br />

Financial assets at fair value through profit or<br />

loss<br />

Financial assets at fair value through profit and<br />

loss are financial assets held for trading. Afinancial<br />

asset is classified in this category if acquired<br />

principally for the purpose of selling in the short<br />

term. Derivatives are classified as held for<br />

trading unless they are designated as hedges.<br />

Assets in this category are classified as<br />

derivative financial instruments.<br />

Loans and receivables<br />

Loans and receivables are non-derivative financial<br />

assets with fixed or determinable payments<br />

that are not quoted in an active market. They<br />

are included in current assets as trade and other<br />

receivables and interest-bearing receivables,<br />

except for maturities greater than 12 months<br />

after the balance sheet date. These are included<br />

in non-current assets as loans and receivables<br />

and interest-bearing receivables in the balance<br />

sheet.<br />

Available-for-sale financial assets<br />

Available-for-sale financial assets are non-derivatives<br />

that are either designated in this category<br />

or not classified in any other categories. They<br />

are included in non-current assets as investments<br />

in other companies, unless management<br />

intends to dispose of the investment within 12<br />

months of the balance sheet date. They will then<br />

be included in current assets as other investments.<br />

Regular purchases and sales of financial<br />

assets are recognised on the trade-date –the<br />

date on which the group commits to purchase<br />

or sell the asset. Investments are initially recognised<br />

at fair value plus transaction costs for all<br />

financial assets not carried at fair value through<br />

profit and loss. Financial assets carried at fair<br />

value through profit and loss are initially recognised<br />

at fair value, and transaction costs are<br />

expensed in the income statement. Available-forsale<br />

financial assets and financial assets at fair<br />

value through profit and loss are subsequently<br />

carried at fair value. Loans and receivables are<br />

carried at amortised cost using the effective<br />

interest method.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 79


Our performance<br />

Notes to the accounts<br />

Financial assets are derecognised when the<br />

rights to receive cash flows from the investments<br />

have expired or have been transferred and the<br />

group has transferred substantially all risks and<br />

rewards of ownership. The fair values of quoted<br />

investments are based on current bid prices. If<br />

the market for afinancial asset is not active (and<br />

for unlisted securities), the group establishes fair<br />

value by using valuation techniques. These<br />

include the use of recent arm’s length transactions,<br />

reference to other instruments that are<br />

substantially the same, discounted cash flow<br />

analysis and option pricing models, making<br />

maximum use of market inputs and relying as<br />

little as possible on entity-specific inputs. Impairment<br />

of financial instruments is described under<br />

the impairment section above.<br />

Foreign currency<br />

Functional and presentation currency<br />

The consolidated financial statements are<br />

presented in Norwegian kroner (NOK), which is<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA’s functional currency and the<br />

presentation currency for the group.<br />

Foreign currency transactions and balances<br />

Transactions in foreign currencies are translated<br />

at the foreign exchange rate ruling at the date<br />

of the transaction. Monetary assets and liabilities<br />

denominated in foreign currencies at the balance<br />

sheet date are translated to the functional currency<br />

at the foreign exchange rate at that date.<br />

Foreign exchange differences arising on translation<br />

are recognised in the income statement.<br />

Non-monetary assets and liabilities that are<br />

measured in terms of historical cost in aforeign<br />

currency are translated using the exchange rate<br />

at the date of the transaction. Non-monetary<br />

assets and liabilities denominated in foreign currencies<br />

that are stated at fair value are translated<br />

to the functional currency at foreign exchange<br />

rates at the dates the fair value was determined.<br />

Net investment in foreign operations<br />

Items included in the financial statements of<br />

each of the group’s entities are measured using<br />

the currency of the primary economic environment<br />

in which the entity operates. The results<br />

and financial position of all the group entities<br />

(none of which has the currency of ahyperinflationary<br />

economy) that have afunctional currency<br />

different from the group’s presentation currency<br />

are translated into the presentation currency as<br />

follows:<br />

assets and liabilities, including goodwill and<br />

fair value adjustments, for each balance<br />

sheet presented are translated at the closing<br />

rate at the date of that balance sheet;<br />

income and expenses for each income<br />

statement are translated at average<br />

exchange rates for the year, calculated on the<br />

basis of 12 monthly rates.<br />

Exchange differences arising from the translation<br />

of the net investment in foreign operations, and<br />

of related hedges, are included as acomponent<br />

of equity (Translation reserve). These translation<br />

differences are reclassified to the income statement<br />

upon disposal of the related operations.<br />

In respect of all foreign operations, any currency<br />

revaluation differences that have arisen<br />

since 1April 2004, the date of transition to IFRS,<br />

are presented as aseparate component of equity.<br />

Hedging activities<br />

The group designates certain derivatives as<br />

either:<br />

a. hedges of the fair value of assets or liabilities<br />

(fair value hedge);<br />

b. hedges of aparticular risk associated with<br />

arecognised liability or ahighly probable<br />

forecasted transaction (cash flow hedge); or<br />

c. hedges of anet investment in aforeign<br />

operation (net investment hedge).<br />

Fair value hedges<br />

The change in fair value of the hedging instrument<br />

is recognised in the consolidated income<br />

statement. The change in fair value of the<br />

hedged item attributable to the risk hedged is<br />

recorded as part of the carrying value of the hedged<br />

item. When an unrecognised firm commitment<br />

is designated as hedged item, the subsequent<br />

cumulative change in fair value of the<br />

firm commitment attributable to the hedged risk<br />

is recognised as an asset or liability with<br />

corresponding gain or loss recognised in the<br />

consolidated income statement.<br />

Cash flow hedges<br />

The effective portion of changes in the fair value<br />

of derivatives that are designated and qualify as<br />

cash flow hedges are recognised in equity. The<br />

gain or loss relating to the ineffective portion<br />

of derivative hedging instruments is recognised<br />

immediately in the income statement within net<br />

financial items.<br />

Amounts accumulated in equity are reclassified<br />

to the income statement in the periods when<br />

the hedged item is recognised in profit or loss.<br />

However, when the forecast transaction that is<br />

hedged results in the recognition of anon-financial<br />

asset or anon-financial liability, the gains<br />

and losses previously deferred in equity are<br />

transferred from equity and included in the initial<br />

measurement of the cost of the asset or liability.<br />

Hedge accounting is discontinued when the<br />

group revokes the hedging relationship, the hedging<br />

instrument expires or is sold, terminated, or<br />

exercised, or no longer qualifies for hedge accounting.<br />

Any cumulative gain or loss deferred<br />

in equity at that time remains in equity and is<br />

recognised when the forecast transaction is<br />

ultimately recognised in the income statement.<br />

When aforecast transaction is no longer expected<br />

to occur, the cumulative gain or loss that was<br />

deferred in equity is recognised immediately in<br />

the income statement.<br />

Net investment hedge<br />

Hedges of net investments in foreign operations<br />

are accounted for similarly to cash flow hedges.<br />

Any gain or loss on the hedging instrument<br />

relating to the effective portion of the hedge is<br />

recognised in equity. The ineffective portion is<br />

recognised immediately in the income statement<br />

within net financial items.<br />

Gains and losses accumulated in equity are<br />

included in the income statement when the<br />

foreign operation is partially disposed of or sold.<br />

80<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 3: Accounting estimates and judgements<br />

Estimates and judgements are continually reviewed and are based on historical experiences and other expectations of future events.<br />

The group makes estimates and assumptions concerning future events. The resulting accounting estimates will, by definition, seldom accurately equal<br />

the related actual results, but are based on the best estimate at the time. The estimates and assumptions that have asignificant risk of causing material<br />

adjustments to the carrying amounts of assets and liabilities within the next financial year are discussed below.<br />

Revenue recognition<br />

As described in the accounting principles the percentage-of-completion method is used to account for construction contracts. Use of this method requires<br />

estimates of the final outcome (revenue and costs) of the contract as well as measurement of progress achieved to date as aproportion of the total work<br />

to be performed.<br />

The main uncertainty of contract revenue is related to recoverable amounts from variation orders, claims and incentive payments which are recognised<br />

to the extent that it is in the group’s judgement that it is probable that they will result in revenue, and they are capable of being reliably measured. In many<br />

projects there are frequent changes in scope of work resulting in anumber of variation orders. Normally the contracts with customers include procedures<br />

for presentation of and agreement of variation orders. At any point in time, there will be unapproved variation orders and claims included in the project<br />

revenue. Even though management has extensive experience in assessing the outcome of such negotiations there will always be uncertainties.<br />

Cost to complete depends on productivity factors as well as the cost level for the input factors. Factors that could significantly impact cost estimates,<br />

claims and variation orders include weather conditions, the subcontractors and others with an impact on schedules, commodity prices and currency rates.<br />

Experience, systematic use of the project execution model and focus on core competencies reduces but does not eliminate this risk.<br />

Progress measurement based on costs has an inherent risk related to the cost estimate as described above. In situations where cost is not seen to<br />

properly reflect actual progress, alternative measures such as hours or plan progress are used to achieve more precise revenue recognition. The estimation<br />

uncertainty during the early stages of acontract is mitigated by apolicy of normally not recognising revenue in excess of costs on large projects before the<br />

contract reaches 20 percent completion.<br />

Warranties<br />

At the end of each contract, aprovision is set up to cover any warranty expenditures. The warranty period is normally two years. The provision is often<br />

set at one percent of the contract value, but can also be ahigher or lower amount following aspecific evaluation of the actual circumstances for each<br />

contract. Both the general on percent provision and the evaluation of project specific circumstances are based on experience from earlier projects. Factors<br />

that could impact the estimated claim information include the group’s quality initiatives and project execution model. Reference is made to note 12 Provisions,<br />

for further information about provisions.<br />

Property, plant and equipment and intangible assets<br />

At every balance sheet date, the group considers whether there are indications of impairment on the book values of long term assets. If such indications<br />

exist, avaluation is performed to assess whether or not and if applicable by which amount the asset should be written down for impairment.<br />

Such valuations will often have to be based on estimates of future results for anumber of cash flow generating units.<br />

References are made to note 14 Property, plant and equipment and note 16 Intangible assets.<br />

Goodwill<br />

In accordance with the accounting policy stated, the group tests annually whether goodwill has suffered any impairment. The recoverable amounts of<br />

cash-generating units have been determined based on value-in-use calculations. These calculations require the use of estimates and are consistent with<br />

the market valuation of the group. Further details about goodwill and impairment reviews are included in note 16 Intangible assets.<br />

Income taxes<br />

The group is subject to income taxes in numerous jurisdictions. Significant judgement is required to determine the worldwide provision for income taxes.<br />

There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Provisions<br />

for anticipated tax audit issues are based on estimates of eventual additional taxes. Taxassets arise following tax losses that can be brought forward to<br />

reduce the income tax on future year’s taxable profits. The recognition of such atax asset, consequently, depends on there being sufficient evidence of the<br />

future taxable profit which is necessary to use the brought forward loss. Such judgements are reasonably easy in countries with significant group activities,<br />

but may be more difficult in other tax jurisdictions. Where the final tax outcome of these matters is different from the amounts that were initially recorded,<br />

such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. Reference is made to note 17<br />

Taxfor further information about income taxes.<br />

Pension benefits<br />

The present value of the pension obligations depends on anumber of factors that are determined on an actuarial basis using anumber of assumptions.<br />

The assumptions used in determining the net cost (income) for pensions include financial factors such as the discount rate, expected salary growth, inflation<br />

and return onassets as well as demographical factors about mortality, employee turnover, disability and early retirement. Assumptions about all these<br />

factors are set based on the situation at the time when the assessment is made. However, itisreasonably certain that such factors will change over the<br />

very long time periods for which pension calculations are made. Any changes in these assumptions will impact the calculated pension obligations. The effect<br />

on the accounts of such changes are, however, spread over relatively long time periods by the use of the corridor approach, where changes are amortised<br />

over many years. Further information about the pension obligations and the assumptions used are included in note 20 Employee benefits –pension.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 81


Our performance<br />

Notes to the accounts<br />

■ Note 4: Acquisition of subsidiaries and minority interests<br />

Acquisition of minority interests in <strong>2008</strong><br />

<strong>Aker</strong> Marine Contractors AS<br />

<strong>Aker</strong> <strong>Solutions</strong> acquired in July <strong>2008</strong> an additional 30 percent of the shares in <strong>Aker</strong> Marine Contractors AS from Taubåtkompaniet AS, and in October 10<br />

percent of the shares, and holds after the transaction 100 percent of the shares in the company. The total price for the 40 percent acquired in <strong>2008</strong> was<br />

NOK 744 million (NOK 559 million and 185 million respectively) including NOK 2million in transaction costs. The transaction resulted in areduction of<br />

minority interests of NOK 75 million, and an increase in goodwill of NOK 595 million.<br />

Acquisition of subsidiaries in <strong>2008</strong><br />

Qserv Ltd<br />

<strong>Aker</strong> <strong>Solutions</strong> acquired 100 percent of the shares in the company in July <strong>2008</strong>. Qserv Ltd is awell service provider in Aberdeen, UK. <strong>Aker</strong> <strong>Solutions</strong> has<br />

paid compensation for the shares totalling GBP 99 million. In addition, there will be performance-based payments, payable in 2011, which depend on<br />

profit in <strong>2008</strong>, 2009 and 2010. Transaction costs amount to NOK 8million. The estimated value of the remaining compensation payable to the sellers has<br />

been discounted and recognised as aliability in the balance sheet. The current analysis and allocation of fair value is provisional.<br />

Acquisitions that are not material for the group:<br />

First Interactive AS<br />

In February <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> acquired 60.2 percent of the shares in the Norwegian company First Interactive AS. The agreement includes an option<br />

to buy the remaining shares. First Interactive AS is asoftware company specialising in 3D visualisation and simulation for the oil &gas sector.<br />

<strong>Aker</strong> Offshore Oy<br />

In January <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> acquired 74 percent of the shares in <strong>Aker</strong> Offshore Oy, formerly RR Offshore Oy, and holds after the transaction 100 percent<br />

of the shares in the company. <strong>Aker</strong> Offshore Oyislocated in Finland and is an engineering and project management company. <strong>Aker</strong> <strong>Solutions</strong> has had<br />

business relations with the company several years prior to the acquisition.<br />

<strong>Aker</strong> <strong>Solutions</strong> has also acquired 100 percent of the shares in <strong>Aker</strong> Installation Floating Production AS in <strong>2008</strong> (see note 5Related parties). In addition the<br />

group acquired 100 percent of the shares in <strong>Aker</strong> Well Services Partners LLC.<br />

Total acquisition costs amount to NOK 1629 million including acquisition of minority interests and transaction costs of NOK 10 million. Consolidated net<br />

profit from acquired business in the period from acquisition to year end is NOK 53 million in <strong>2008</strong>.<br />

Values at time of acquisition 1<br />

Amounts in NOK million<br />

Pre-acquisition<br />

carrying<br />

amounts<br />

Fair value<br />

adjustments<br />

Recognised<br />

values on<br />

acquisition<br />

Of which<br />

joint venture<br />

Plant and equipment 426 222 648 -<br />

Intangible assets 3 92 95 -<br />

Non-current investments 7 - 7 -<br />

Current operating assets 305 - 305 -<br />

Cash and cash equivalents 46 - 46 -<br />

Minority interests -5 - - 5 -<br />

Deferred tax liabilities -35 - 81 - 116 10<br />

Other non-current liabilities -84 - - 84 -<br />

Borrowings -150 -3 - 153 -<br />

Current operating liabilities -402 - - 402 -34<br />

Net assets and liabilities 111 230 341 -24<br />

Goodwill on acquisition 2 1288 34<br />

Deferred payment - 510 -<br />

Cash 1119 10<br />

Cash paid -1119 -10<br />

Cash and overdraft facilities 46 -<br />

Net cash outflow -1073 -10<br />

1) Values at time of acquisition relate mainly to the acquisition of Qserv Ltd.<br />

2) The goodwill arising from the acquisitions is mainly attributable to the anticipated profitability of the operations and to the anticipated synergies.<br />

82<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Acquisition of subsidiaries and jointly controlled companies in 2007<br />

Wirth Maschinen- und Bohrgeräte-Fabrik GmbH<br />

<strong>Aker</strong> <strong>Solutions</strong> acquired 50 percent of the shares in the company Wirth Maschinen- und Bohrgeräte-Fabrik GmbH in September 2007 (Wirth). Wirth is a<br />

German provider of drilling machines and pumps. <strong>Aker</strong> <strong>Solutions</strong> MH AS has cooperated with Wirth for more than 20 years. There isashareholders’<br />

agreement with the other shareholders of Wirth with put /call option arrangements for the remaining 50 percent ownership to be transferred to <strong>Aker</strong><br />

<strong>Solutions</strong> at aprice based on future earnings. The agreement also results in the owners exercising joint control of Wirth in the period until the options become<br />

exercisable. The option was executed in January 2009 (see note 26 Subsequent events for further description of the transaction). The current analysis and<br />

allocation of fair value is provisional.<br />

Acquisitions that are not material for the group:<br />

Phoenix Polymers International Ltd<br />

In June 2007, <strong>Aker</strong> <strong>Solutions</strong> Subsea Ltd acquired 50 percent and obtained control over Phoenix International Ltd in Aberdeen. The company is an<br />

important sub-supplier of buoyancy elements to <strong>Aker</strong> <strong>Solutions</strong> Subseas’ drilling and riser projects.<br />

<strong>Aker</strong> Insurance AS<br />

In August 2007, <strong>Aker</strong> <strong>Solutions</strong> acquired 9.9 percent of the shares and now owns 100 percent of the company.<br />

Total acquisition costs amounted to NOK 217 million. Consolidated net profit from acquired business in the period from acquisition to year end<br />

is NOK 31 million in 2007.<br />

Values at time of acquisitions<br />

Amounts in NOK million<br />

Pre-acquisition<br />

carrying amounts<br />

Fair value<br />

adjustments<br />

Recognised<br />

values on<br />

acquisition<br />

Of which<br />

joint venture<br />

Plant and equipment 26 - 26 26<br />

Intangible assets 1 54 55 54<br />

Non-current investments 2 - 2 2<br />

Current operating assets 387 31 418 405<br />

Cash and cash equivalents 84 - 84 70<br />

Minority interests 7 - 1 6 -<br />

Deferred tax liabilities 3 - 32 -29 - 28<br />

Other non-current liabilities -288 - - 288 -288<br />

Current operating liabilities -186 - - 186 -164<br />

Net assets and liabilities 36 52 88 77<br />

Goodwill on acquisition 1 129 78<br />

Deferred payment -46 - 46<br />

Cash 171 109<br />

Cash paid -171 -109<br />

Cash and overdraft facilities 84 70<br />

Net cash outflow -87 - 39<br />

1) The goodwill arising from the acquisitions is attributable to the anticipated profitability of the operations and to the anticipated synergies.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 83


Our performance<br />

Notes to the accounts<br />

■ Note 5: Related parties<br />

The group has several related party relationships between parents and subsidiaries (see note 28 Group companies as at 31 December <strong>2008</strong>), associates<br />

(see note 21 Equity accounted investees), joint ventures (see note 22 Investments in joint ventures) and with its directors and executive officers (see note<br />

18 Salaries, wages and social security costs).<br />

The largest shareholder <strong>Aker</strong> Holding AS is controlled by <strong>Aker</strong> ASA which is controlled by Kjell Inge Røkke through TRG Holding AS. All entities which Kjell<br />

Inge Røkke controls or has significant influence in are considered related parties to <strong>Aker</strong> <strong>Solutions</strong>.<br />

In accordance with recommended accounting practice, information regarding significant related party transactions, benefits and agreements should be disclosed<br />

where such information may assist users of the financial statements in their understanding of the activities of the group. All transactions have been based on<br />

arm’s length terms. The transactions below are considered to be significant related party transactions which are not disclosed in the notes listed above.<br />

<strong>Aker</strong> Drilling ASA<br />

In 2005, <strong>Aker</strong> Drilling and <strong>Aker</strong> <strong>Solutions</strong> entered into acontract for the turn-key delivery of two sixth-generation deepwater drilling semi-submersibles. The<br />

rigs are equipped with <strong>Aker</strong> <strong>Solutions</strong> Dual RamRig drilling equipment. The contract value was approximately NOK 7.8 billion. The construction of the two<br />

H-6e drilling rigs, <strong>Aker</strong> Spitsbergen and <strong>Aker</strong> Barents, is now in the completion phase. By the current schedule, <strong>Aker</strong> Drilling will take delivery in February and<br />

second quarter 2009 respectively. The sea trials for <strong>Aker</strong> Spitsbergen were completed in January 2009 with good results; however some damage to the drilling<br />

equipment will lead to some additional costs for <strong>Aker</strong> <strong>Solutions</strong>. The project has experienced cost overruns due to delays and technical challenges. In <strong>2008</strong><br />

<strong>Aker</strong> <strong>Solutions</strong> has recognised NOK 2.1 billion in revenue on the contracts to <strong>Aker</strong> Drilling (NOK 4.2 billion in 2007 and NOK 2.4 billion in 2006).<br />

<strong>Aker</strong> Floating Production ASA<br />

<strong>Aker</strong> Floating Production signed acontract for delivery and installation of an FPSO with Reliance Industries Ltd, India in 2007. The installation contract was<br />

executed through <strong>Aker</strong> Installation Floating Production, at that time asubsidiary of <strong>Aker</strong> Floating Production. <strong>Aker</strong> <strong>Solutions</strong> managed the marine installation<br />

of the floating production storage and offloading (FPSO) vessel to be leased out by <strong>Aker</strong> Floating Production. There was aseparate contract to deliver process<br />

technology to the FPSO. The total values of <strong>Aker</strong> <strong>Solutions</strong>’ contracts wereapproximately USD 250 million and NOK 671 million. The process systems contract<br />

was completed by year end <strong>2008</strong> and the installation contract is between <strong>Aker</strong> <strong>Solutions</strong> and Reliance Industries Ltd following the acquisition of <strong>Aker</strong> Installation<br />

Floating Production AS. In <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> has recognised NOK 32 million in revenue on the contracts to <strong>Aker</strong> Floating Production ASA.<br />

<strong>Aker</strong> Installation Floating Production AS<br />

<strong>Aker</strong> Installation Floating Production was acquired from <strong>Aker</strong> Floating Production in fourth quarter <strong>2008</strong> for NOK 2million. Before the acquisition NOK 167<br />

million was recognised in <strong>2008</strong> as revenue on contracts to <strong>Aker</strong> Installation Floating Production.<br />

<strong>Aker</strong> Oilfield Services AS<br />

<strong>Aker</strong> <strong>Solutions</strong> has increased its shareholding in <strong>Aker</strong> Oilfield Services from 19 percent to 32.3 percent through arights issue of NOK 166 million in first<br />

quarter <strong>2008</strong>. <strong>Aker</strong> Oilfield Services is aspecialised subsea light well intervention contractor with afleet of subsea and well intervention vessels confirmed<br />

for delivery in 2009 and 2010. <strong>Aker</strong> Oilfield Services and <strong>Aker</strong> <strong>Solutions</strong> will use complementary strengths to offer light well intervention service packages.<br />

In addition, <strong>Aker</strong> <strong>Solutions</strong> has acontract with <strong>Aker</strong> Oilfield Services to deliver subsea equipment with avalue of NOK 242 million. <strong>Aker</strong> <strong>Solutions</strong> also has<br />

areimbursable contract based on service provided to <strong>Aker</strong> Oilfield Services. Step Offshore (owned 51 percent by <strong>Aker</strong> <strong>Solutions</strong>) has an agreement for<br />

fluid and pumping systems with <strong>Aker</strong> Oilfield Services of NOK 51 million.<br />

In <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> has recognised NOK 61 million in revenue on the contracts to <strong>Aker</strong> Oilfield Services. <strong>Aker</strong> <strong>Solutions</strong> has accounted for the<br />

investment in the company according to the equity method (see note 21 Equity accounted investees). Aloan has been provided to <strong>Aker</strong> Oilfield Services<br />

amounting to NOK 65 million at the end of December <strong>2008</strong> (see note 25.4 Interest-bearing non-current receivables).<br />

<strong>Aker</strong> Clean Carbon AS<br />

<strong>Aker</strong> <strong>Solutions</strong> transferred its Just Catch technology for CO 2 capture, valued at NOK 32 million, to the company <strong>Aker</strong> Clean Carbon, which will develop<br />

CO 2 capture projects. The transaction took place in <strong>2008</strong> and gave <strong>Aker</strong> <strong>Solutions</strong> 30 percent of the shares in <strong>Aker</strong> Clean Carbon, while <strong>Aker</strong> ASA owns 70<br />

percent. The ownership ratio has been determined following valuations and negotiations that have also recognised the value of <strong>Aker</strong> <strong>Solutions</strong>’ exclusive<br />

rights to participate in building future carbon capture facilities in co-operation with <strong>Aker</strong> Clean Carbon. <strong>Aker</strong> <strong>Solutions</strong> has accounted for the investment in<br />

the company according to the equity method (see note 21 Equity accounted investees). <strong>Aker</strong> <strong>Solutions</strong> has provided aloan to <strong>Aker</strong> Clean Carbon that<br />

amounted to NOK 15 million at the end of December <strong>2008</strong> (see note 25.4 Interest bearing non-current receivables).<br />

Intellectual Property Holding AS<br />

<strong>Aker</strong> <strong>Solutions</strong> has an agreement with Intellectual Property Holding that holds all rights, titles and interests in and to registered trademarks and domain names<br />

containing ”<strong>Aker</strong>”. Intellectual Property Holding will act as ajoint branding tool wherethe companies in the <strong>Aker</strong> group join forces in selected initiatives. The<br />

annual royalty cost for <strong>Aker</strong> <strong>Solutions</strong> is approximately NOK 10 million.<br />

<strong>Aker</strong> Capital AS<br />

<strong>Aker</strong> <strong>Solutions</strong> acquired in October <strong>2008</strong> shares in <strong>Aker</strong> Marine Contractors equivalent to 10 percent from <strong>Aker</strong> Capital. The purchase price was NOK 185<br />

million (see note 4Acquisitions of subsidiaries and minority interests for further information).<br />

<strong>Aker</strong> Asset Management ASA<br />

<strong>Aker</strong> Insurance receives investment management services from <strong>Aker</strong> Asset Management. <strong>Annual</strong> fee is based on average total capital and amounted to<br />

approximately NOK 1million.<br />

<strong>Aker</strong> Pensjonskasse<br />

<strong>Aker</strong> Pensjonskasse was established by <strong>Aker</strong> ASA to manage the <strong>Aker</strong> <strong>Solutions</strong> retirement plan for employees, retirees and related companies. The total<br />

paid-in equity was NOK 103 million at the end of <strong>2008</strong>. <strong>Aker</strong> <strong>Solutions</strong> holds 93.4 percent of the shares in the <strong>Aker</strong> Pensjonskasse.<br />

<strong>Aker</strong> ASA<br />

<strong>Aker</strong> Subsea Inc and <strong>Aker</strong> Kvaerner Willfab Inc, which are subsidiaries of <strong>Aker</strong> <strong>Solutions</strong>, are sponsoring employers of the US pension plan Kvaerner<br />

Consolidated Retirement Plan. The principal sponsor for the plan is Kvaerner U.S. Inc, asubsidiary of TH Global Plc. <strong>Aker</strong> ASA has provided aguarantee<br />

to the plan in the event that <strong>Aker</strong> <strong>Solutions</strong> becomes liable for more than one third ofthe underfunded element of the plan.<br />

84<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 6: Segment information<br />

Asegment is adistinguishable component of the group that is engaged either in providing products or services (business segment), or in providing<br />

products or services within aparticular economic environment (geographical segment), which is subject to risks and rewards that are different from those<br />

of other segments. See page 18 –41ofthe annual <strong>report</strong> for adescription of the business segments. The transactions between the segments have been<br />

based on arm’s length terms.<br />

Operating revenue in geographical segments are based on the geographical location of customers whereas segment assets and capital expenditure are<br />

based on geographical location of the companies.<br />

Due to the <strong>2008</strong> restructuring of Field Development (FD) and Maintenance, Modification and Operations (MMO) into the new business area named Energy<br />

Development and Services (ED&S), historical <strong>Aker</strong> <strong>Solutions</strong> numbers were restated according to the new structure. The recently announced restructuring<br />

of the Subsea business area and Products &Technologies business area will be effective as at 1January 2009, hence figures have not been restated in the<br />

annual <strong>report</strong>.<br />

<strong>2008</strong> –Business segments<br />

Amounts in NOK million<br />

Note<br />

Energy<br />

Development<br />

&Services<br />

Subsea<br />

Products &<br />

Technologies<br />

Process &<br />

Construction<br />

Unallocated<br />

Total<br />

External revenue<br />

Construction contracts 14 381 8039 9640 6569 295 38 924<br />

Services revenue 7866 2030 2684 3576 943 17 099<br />

Products - 1 110 714 144 - 1968<br />

Other - - 17 165 79 261<br />

Total revenue from external customers 22 247 11 179 13 055 10 454 1317 58 252<br />

Inter-segment revenue 437 27 1161 248 -1873 -<br />

Operating revenue 22 684 11 206 14 216 10 702 -556 58 252<br />

Operating profit /loss before depreciation, amortisation<br />

and impairment -475 1228 1448 904 277 3382<br />

Depreciation, amortisation and impairment -93 - 166 -185 -25 - 146 -615<br />

Operating profit (+) /loss (-) -568 1062 1263 879 131 2767<br />

Share ofprofit (+) /loss (-) of associates - - 7 - 3 - 25 -21<br />

Capital expenditures 165 546 388 337 136 1572<br />

Net current operating assets excl. tax 8 839 837 994 -1832 12 850<br />

Net non-current operating assets excl. tax 8 2882 2080 4068 1786 393 11 209<br />

Net operating assets excl. tax 8 3721 2917 5062 -46 405 12 059<br />

Tax-related items 8 -515<br />

Investment in associates 90 - 19 24 311 444<br />

Investments in other companies 123<br />

Other operating liabilities -1194<br />

Net interest-bearing items -2311<br />

Total equity incl. minority interests 8606<br />

Order intake (unaudited) 16 681 11 466 16 121 11 291 31 55 590<br />

Order backlog (unaudited) 18 315 11 876 14 705 13 300 -180 58 016<br />

Own employees (unaudited) 8542 4108 4003 5417 1290 23 360<br />

Intangible assets 2323 558 2791 1284 163 7119<br />

Total operating assets excl. tax 9661 8585 13 100 5641 197 37 184<br />

Total operating liabilities excl. tax -5940 -5668 -8038 -5687 208 -25125<br />

Total net operating assets excl. tax 3721 2917 5062 -46 405 12 059<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 85


Our performance<br />

Notes to the accounts<br />

2007 –Business segments<br />

Amounts in NOK million<br />

Note<br />

Energy<br />

Development<br />

&Services<br />

Subsea<br />

Products &<br />

Technologies<br />

Process &<br />

Construction<br />

Unallocated<br />

Total<br />

External revenue<br />

Construction contracts 18 488 7239 9128 7885 -103 42 637<br />

Services revenue 6465 1437 1725 2948 1021 13 596<br />

Products - 993 494 87 - 1 574<br />

Other 2 - 32 104 12 150<br />

Total revenue from external customers 24 955 9669 11 379 11 024 930 57 957<br />

Inter-segment revenue -34 182 974 573 -1695 -<br />

Operating revenue 24 921 9851 12 353 11 597 -765 57 957<br />

Operating profit /loss before depreciation, amortisation<br />

and impairment 1391 960 959 776 -173 3913<br />

Depreciation, amortisation and impairment -127 -112 -72 - 24 -96 - 431<br />

Operating profit (+) /loss (-) 1264 848 887 752 -269 3482<br />

Share ofprofit (+) /loss (-) of associates - - 2 - -4 -2<br />

Capital expenditures 490 577 298 53 178 1596<br />

Net current operating assets excl. tax 8 -776 849 323 -1357 -100 -1061<br />

Net non-current operating assets excl. tax 8 2726 1624 1217 1035 295 6897<br />

Net operating assets excl. tax 8 1950 2473 1540 -322 195 5836<br />

Tax-related items 8 -372<br />

Investment in associates 53 - 18 21 29 121<br />

Investments in other companies 133<br />

Other operating liabilities -914<br />

Net interest-bearing items 2463<br />

Total equity incl. minority interests 7267<br />

Order intake (unaudited) 19 792 12 377 10 733 14 996 44 57 942<br />

Order backlog (unaudited) 24 317 10 951 11 520 12 519 -1046 58 261<br />

Own employees (unaudited) 8163 3673 2666 5516 1280 21 298<br />

Intangible assets 2540 646 824 900 85 4995<br />

Total operating assets excl. tax 7716 5027 6234 3812 758 23 547<br />

Total operating liabilities excl. tax -5766 -2554 -4694 -4134 -563 -17711<br />

Total net operating assets excl. tax 1950 2473 1540 -322 195 5836<br />

2006 –Business segments<br />

Amounts in NOK million<br />

Energy<br />

Development<br />

&Services<br />

Subsea<br />

Products &<br />

Technologies<br />

Process &<br />

construction<br />

Unallocated<br />

Total<br />

External revenue<br />

Construction contracts 17 644 2724 3908 9074 -46 33304<br />

Services revenue 6054 1274 1427 3403 706 12 864<br />

Products - 2 589 1355 - - 3944<br />

Other 331 5 7 135 2 480<br />

Total revenue from external customers 24 029 6592 6697 12 612 662 50 592<br />

Inter-segment revenue 565 349 875 603 -2392 -<br />

Operating revenue 24 594 6941 7572 13 215 -1730 50 592<br />

Operating profit/loss before depreciation, amortisation and impairment 1244 479 531 641 -23 2 872<br />

Depreciation, amortisation and impairment -60 - 100 -62 - 34 -83 - 339<br />

Operating profit (+) /loss (-) 1184 379 469 607 -106 2533<br />

Share ofprofit (+) /loss (-) of associates - 1 -1 3 - 21 -18<br />

Order intake (unaudited) 24 717 11 747 12 997 14 026 -1216 62 271<br />

Order backlog (unaudited) 29 764 8775 12 741 10 855 -2440 59 695<br />

86<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Geographical segments<br />

Operating revenues Total operating assets Capital expenditure<br />

by customer location by company location by company location<br />

Amounts in NOK million <strong>2008</strong> 2007 2006 <strong>2008</strong> 2007 <strong>2008</strong> 2007<br />

Norway 21 180 23 396 20 567 19 046 11 029 584 963<br />

Europe 8704 8628 9619 7873 5713 470 219<br />

North America 8597 9243 9976 5453 3802 148 101<br />

Asia 13 939 11 336 5282 1894 1353 317 212<br />

Other 5832 5354 5148 2918 1650 53 101<br />

Total 58 252 57 957 50 592 37 184 23 547 1572 1596<br />

■<br />

Note 7: Other operating expenses<br />

Other operating expenses amount to NOK 6.9 billion in <strong>2008</strong> (NOK 5.4 billion in 2007 and NOK 6.0 billion in 2006). The expenses include agency costs,<br />

audit fees, operating lease costs, research and development costs and other expenses regarding premises, electricity,maintenance, travelling, IT-equipment<br />

and insurance fees.<br />

Fees to auditors<br />

Other assurance<br />

Other<br />

Audit services Taxservices services<br />

Amounts in NOK million <strong>2008</strong> 2007 <strong>2008</strong> 2007 <strong>2008</strong> 2007 <strong>2008</strong> 2007<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA 4 4 - - - - - -<br />

Subsidiaries 26 22 2 2 4 4 5 2<br />

Total 30 26 2 2 4 4 5 2<br />

■<br />

Note 8: Net operating assets<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Inventories 1321 884<br />

Trade and other receivables 9, 25.5 20 796 13 361<br />

Provisions 12 -912 -655<br />

Trade and other payables 10 -21052 -15165<br />

Derivative financial instruments (net assets and liabilities) 25.3 697 514<br />

Net current operating assets excl. tax 6 850 -1061<br />

Employee benefit assets 20 234 15<br />

Other non-current operating assets 4 9<br />

Intangible assets 6, 16 7119 4995<br />

Property, plant and equipment 14 4610 2815<br />

Employee benefits obligations 20 -758 -937<br />

Net non-current operating assets excl. tax 6 11 209 6897<br />

Net operating assets excl. tax 6 12 059 5836<br />

Income tax payable 17 -252 -329<br />

Prepaid income tax 17 49 89<br />

Deferred tax assets 17 519 548<br />

Deferred tax liabilities 17 -831 -680<br />

Total tax related items 6 -515 -372<br />

Net operating assets incl. tax 11 544 5464<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 87


Our performance<br />

Notes to the accounts<br />

■ Note 9: Current operating assets<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Trade debtors 1, 2 25.5 8923 5815<br />

Other receivables 1 4288 2338<br />

Work in progress to be invoiced 11 6868 4774<br />

Advances to suppliers 717 434<br />

Trade and other receivables 25.5 20 796 13 361<br />

Derivative financial instruments 25.3 3100 1468<br />

Inventories 3 1321 884<br />

Current operating assets excl. tax 25 217 15 713<br />

1) Trade debtors include NOK 135 million falling due after one year (NOK 89 million in 2007). Book value of trade and other receivables are approximately equal to fair value.<br />

2) Receivables from related parties at the end of <strong>2008</strong> amounts to NOK 35 million (NOK 425 million in 2007).<br />

3) Write-downs of inventories are NOK 2million in <strong>2008</strong> (NOK 9million in 2007).<br />

■<br />

Note 10: Current operating liabilities<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Trade creditors 1, 2 4482 3217<br />

Advances from customers 6860 2852<br />

Accrued operating and financial costs 7972 8644<br />

Other current liabilities 2 1738 452<br />

Trade and other payables 21 052 15 165<br />

Provisions 12 912 655<br />

Derivative financial instruments 25.3 2403 954<br />

Current operating liabilities excl. tax 24 367 16 774<br />

1) Trade creditors include NOK 33 million falling due after one year (NOK 11 million in 2007). Book value of trade creditors and other current liabilities are approximately equal to fair value.<br />

2) Trade creditors and other current liabilities include NOK 43 million to related parties at the end of <strong>2008</strong> (NOK 0million in 2007).<br />

■<br />

Note 11: Contracts<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Value all contracts 163 425 126 967<br />

Costs from ongoing contracts 93 623 62 013<br />

Results from ongoing contracts 11 786 6693<br />

Order backlog 6 58 016 58 261<br />

Value of work performed 105 409 68 706<br />

Invoiced 98 541 63 932<br />

Work in progress to be invoiced 9 6868 4774<br />

Trade debtors 9 8923 5815<br />

Recoverable on contracts 15 791 10 589<br />

Advances from customers 10 6860 2852<br />

88<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Order intake (unaudited)<br />

Amounts in NOK million <strong>2008</strong> 2007 1<br />

Energy Development &Services 16 681 19 792<br />

Subsea 11 466 12 377<br />

Products &Technologies 16 121 10 733<br />

Process &Construction 11 291 14 996<br />

Unallocated 31 44<br />

Total 55 590 57 942<br />

Order backlog (unaudited)<br />

Amounts in NOK million <strong>2008</strong> 2007 1<br />

Energy Development &Services 18 315 24 317<br />

Subsea 11 876 10 951<br />

Products &Technologies 14 705 11 520<br />

Process &Construction 13 300 12 519<br />

Unallocated -180 -1046<br />

Total 58 016 58 261<br />

1) Due to the <strong>2008</strong> restructuring of Field Development (FD) and Maintenance, Modification and Operations (MMO) into the new business area named Energy Development &Services (ED&S),<br />

historical <strong>Aker</strong> <strong>Solutions</strong> numbers were restated according to the new structure. The recently announced restructuring of the Subsea business area and Products &Technologies business<br />

area will be effective as at 1January 2009, hence figures have not been restated in the annual <strong>report</strong>.<br />

The group enters into delivery commitments prior to commencement of production. Of the backlog as at 31 December <strong>2008</strong> of NOK 58 billion, NOK 2.3 billion<br />

(NOK 5.4 billion in 2007) relate to certain major contracts which are not expected to yield any profit. Expected losses on such contracts have been charged to<br />

profit and loss and based on best estimates. The overall quality of the order backlog has improved during <strong>2008</strong>, which is reflected in results from ongoing<br />

contracts.<br />

Largest projects in progress at year end <strong>2008</strong> (unaudited)<br />

Project<br />

Business<br />

segment<br />

Customer<br />

Estimated<br />

delivery<br />

Adriatic LNG Terminal ED&S Terminale GNL Adriatico s.r.l 2009<br />

Kashagan ePF1 ED&S Agip 2009<br />

Skarv ED&S BP 2011<br />

Gjøa ED&S StatoilHydro 2010<br />

<strong>Aker</strong> Drilling ED&S <strong>Aker</strong> Drilling AS 2009<br />

Statfjord Latelife ED&S StatoilHydro 2009<br />

Frigg Cessation ED&S Total 2010<br />

Tampen ED&S StatoilHydro 2011<br />

Frigstad P&T Frigstad Discoverer Invest 2009<br />

CNOOC P&T CNOOC 2010<br />

PetroRig P&T Jurong Shipyard 2009 /2010<br />

Seadrill P&T Jurong Shipyard 2009 /2010<br />

Sevan P&T Sevan Drilling 2012<br />

TMT P&T Daewoo Shipbuilding &Marine Engineering 2009 /2011<br />

Odebrecht P&T Daewoo Shipyard 2011<br />

Morvin Subsea StatoilHydro 2009<br />

Reliance Subsea Reliance 2009<br />

Dalia Subsea (Phase 2) Subsea Total E&P Angola 2009<br />

Sempra P&C Cameron LNG 2009<br />

Yansab P&C Yansab 2009<br />

Longview Power Project P&C Longview Power 2011<br />

Boddington Gold Mine P&C BGM Management Company 2009<br />

Gulf LNG P&C Gulf LNG Energy 2011<br />

GTA West P&C TransCanada Energy 2010<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 89


Our performance<br />

Notes to the accounts<br />

■ Note 12: Provisions<br />

Amounts in NOK million Warranties Other Total<br />

Balance as at 1January <strong>2008</strong> 437 218 655<br />

Reclassified 19 -19 -<br />

Provisions made during the year 234 203 437<br />

Provisions used during the year -105 -51 - 156<br />

Provisions reversed during the year -62 - 26 -88<br />

Currency translation differences 34 30 64<br />

Balance as at 31 December <strong>2008</strong> 557 355 912<br />

Expected timing of payment<br />

Non-current 143 165 308<br />

Current 414 190 604<br />

Balance as at 31 December <strong>2008</strong> 557 355 912<br />

See note 3Accounting estimates and judgements and note 13 Contingent events.<br />

Warranties<br />

The provision for warranties relates mainly to the possibility that <strong>Aker</strong> <strong>Solutions</strong>, based on contractual agreements, needs to perform guarantee work<br />

related to products and services delivered to customers. The provision is based on estimates of liabilities arising from existing contracts and the cost<br />

of the guarantee work. The warranty period is normally two years and any cash effects will arise in this period.<br />

Other<br />

Other includes mainly restructuring provisions, provisions for onerous leases and provisions for loss contracts. Provisions for loss contracts are partly<br />

recorded as reduction of projects under construction in the balance sheet, and partly as short-term provisions in the balance sheet, depending on the<br />

amount recorded as project under construction for each project.<br />

■<br />

Note 13: Contingent events<br />

Project risks and uncertainties<br />

The group’s projects are toalarge extent long-term contracts awarded on acompetitive bidding basis. Failure tomeet schedule or performance guarantees<br />

or increases in contract costs may result in non-recoverable costs, which could exceed revenues realised from the applicable project. Where aproject<br />

is identified as loss making, provisions for future losses are made (see note 12 Provisions). The accounting treatment is based on the best estimate at the<br />

time. Inevitably, such circumstances and information may be subject to changes in subsequent periods and thus the eventual outcome may be better or<br />

worse than estimated.<br />

In the group’s view, the following project is subject to estimation uncertainty, the outcome of which could have amaterial impact on the consolidated<br />

financial statements:<br />

Sempra –LNG regasification facility<br />

Cameron LNG LLC (ultimately Sempra LNG –“Sempra”) and <strong>Aker</strong> <strong>Solutions</strong> US Inc. /IHI Inc. have entered into an agreement for engineering, procurement,<br />

construction and commissioning services of an LNG regasification facility located on the south coast of Louisiana in the United States. The original value of the<br />

contract was USD 470 million. Since the construction of the facility started in 2005, the project has been substantially affected by several force majeureevents,<br />

including hurricanes, and significant customer requested changes to the initial project scope. These events and scope changes have resulted in significant<br />

increases to the project cost and delayed the original scheduled completion date. <strong>Aker</strong> <strong>Solutions</strong> is seeking recovery for such cost increases under the contract.<br />

While the final outcome is subject to some uncertainty,the expectation is that the ultimate outcome will not have amaterial financial impact on <strong>Aker</strong> <strong>Solutions</strong>’<br />

financial position or results.<br />

Legal proceedings<br />

With its extensive worldwide operations, companies included in the group are inthe course of their activities involved in legal disputes. Provisions have<br />

been made to cover the expected outcome of the disputes to the extent negative outcomes are likely and reliable estimates can be made. However, the<br />

final outcome of these cases will always be subject to uncertainties and resulting liabilities may exceed recorded provisions.<br />

Blind Faith<br />

<strong>Aker</strong> <strong>Solutions</strong> has delivered asemi-submersible hull for Chevron Corporations’ Blind Faith platform. The platform has been installed in the Gulf of Mexico<br />

and production started in November <strong>2008</strong>. <strong>Aker</strong> <strong>Solutions</strong> is in discussions with the customer regarding compensation for acceleration work. Chevron Corporations<br />

has presented aguarantee claim towards <strong>Aker</strong> <strong>Solutions</strong> and initiated an arbitral process in Houston. Although there can be no assurance regarding the<br />

outcome, the expectation is that this will not have amaterial impact on <strong>Aker</strong> <strong>Solutions</strong>’ financial position or results.<br />

Hitachi –Council Bluffs power plant<br />

In 2003, Hitachi America Ltd (“Hitachi”) entered into acontract with <strong>Aker</strong> Construction Inc (“ACI”) for the civil, underground, structural erection, boiler, turbine,<br />

Air Quality Control System (“AQCS”) and ancillary scopes of work for a790 megawatt pulverized coal-fired power plant to be delivered to<br />

MidAmerican Energy Company in Council Bluffs, Iowa in the United States. The original value of the contract was USD 331 million.<br />

Hitachi and ACI’ssubcontractor AZCO Inc (“AZCO”) have filed various claims against ACI. ACI has disputed these claims and filed various counterclaims against<br />

both Hitachi and AZCO. The disputes between Hitachi and ACI, and ACI and AZCO arecumulated in ajoint hearing, and arbitration hearings areongoing in<br />

Chicago, Illinois in the United States. Afinal awardonall matters and between all parties is expected in the fourth quarter of 2009. Although therecan be no<br />

assurance with regards to the final arbitration award, the expectation is that this will not have amaterial impact on <strong>Aker</strong> <strong>Solutions</strong>’ financial position or results.<br />

90<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 14: Property, plant and equipment<br />

Amounts in NOK million<br />

Buildings<br />

and sites<br />

Machinery,<br />

equipment and<br />

software<br />

Construction<br />

in progress<br />

Total<br />

Historical cost<br />

Balance as at 1January 2007 1162 3107 45 4314<br />

Additions 371 966 259 1596<br />

Additions through business combinations 1 - 26 - 26<br />

Disposals -51 - 279 - - 330<br />

Currency translation differences -47 - 114 -2 - 163<br />

Historical cost as at 31 December 2007 1435 3706 302 5443<br />

Additions 397 798 377 1572<br />

Additions through business combinations 2 - 648 - 648<br />

Disposals - - 87 3 - 84<br />

Currency translation differences 119 220 -11 328<br />

Historical cost as at 31 December <strong>2008</strong> 1951 5285 671 7907<br />

Accumulated depreciations<br />

Balance as at 1January 2007 -568 -1984 -1 -2553<br />

Depreciation for the year -129 - 301 - - 430<br />

Impairment loss - - - -<br />

Disposals 62 236 - 298<br />

Currency translation differences 19 38 - 57<br />

Accumulated depreciation as at 31 December 2007 -616 -2011 -1 -2628<br />

Depreciation for the year -189 -376 - - 565<br />

Impairment loss - - 43 - -43<br />

Disposals 8 48 - 56<br />

Currency translation differences -9 -109 1 -117<br />

Accumulated depreciation as at 31 December <strong>2008</strong> -806 -2491 - -3297<br />

Book value as at<br />

31 December 2007 819 1695 301 2815<br />

31 December <strong>2008</strong> 1145 2794 671 4610<br />

Of which capitalised leases<br />

31 December 2007 7 - - 7<br />

31 December <strong>2008</strong> 5 245 - 250<br />

1) Additions relate mainly to the acquisition of 50 percent in Wirth Maschinen- und Bohrgeräte-Fabrik GmbH which is proportionally consolidated in the accounts.<br />

2) Additions relate mainly to acquisition of 100 percent in Qserv Ltd.<br />

Assets are depreciated on astraight-line basis over their expected economic lives, as follows:<br />

Machinery and equipment<br />

Buildings<br />

Sites<br />

3–15years<br />

8–30years<br />

No depreciation<br />

The estimated residual values are reviewed annually.<br />

See note 25.6 Borrowings and other non-current liabilities for information about bank borrowings which are secured by property, plant and equipment.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 91


Our performance<br />

Notes to the accounts<br />

■ Note 15: Operating leases<br />

Total non-cancellable operating lease commitments<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Contracts due within one year 392 522<br />

Contracts running from one to five years 3420 1635<br />

Contracts running for more than five years 1634 1253<br />

Total 5446 3410<br />

Lease and sublease payments recognised in the income statement in <strong>2008</strong><br />

Amounts in NOK million<br />

Buildings<br />

Construction<br />

equipment<br />

Other plant and<br />

machinery Other Total<br />

Minimum lease payments 736 34 208 22 1000<br />

Contingent payments 31 - 2 9 42<br />

Sublease payments -8 - - - -8<br />

Total 759 34 210 31 1034<br />

Lease and sublease payments recognised in the income statement in 2007<br />

Amounts in NOK million<br />

Buildings<br />

Construction<br />

equipment<br />

Other plant and<br />

machinery Other Total<br />

Minimum lease payments 380 160 188 4 732<br />

Contingent payments 2 - 1 - 3<br />

Sublease payments 1 - - - 1<br />

Total 383 160 189 4 736<br />

The major part of the operating lease costs and commitments relates to rental on alarge number of locations worldwide. <strong>Aker</strong> <strong>Solutions</strong> has atwelve year<br />

leasing agreement with Norwegian Property for the headquarters, <strong>Aker</strong> Hus, at Fornebu, Bærum expiring in 2019.<br />

Other plant and machinery costs primarily include leasing of IT equipment, cars, inventory and lease of the vessel Boa Sub C. Leasing of IT equipment is<br />

based on athree year agreement with Hewlett Packard International Bank PLC. From January <strong>2008</strong>, inventory and ICT equipment are leased from SG<br />

Finans. There isnointention to purchase the equipment and it cannot be sublet.<br />

None of the leases include significant contingent rent.<br />

■<br />

Note 16: Intangible assets<br />

Amounts in NOK million Note Goodwill<br />

Other intangible<br />

assets<br />

Total<br />

Book value as at 1January 2007 5051 3 5 054<br />

Additions - 3 3<br />

Additions through business combinations 4 129 55 184<br />

Disposals - - 3 - 3<br />

Amortisation for the year - - 1 - 1<br />

Currency translation differences -242 - - 242<br />

Book value as at 31 December 2007 6 4938 57 4995<br />

Additions - 12 12<br />

Additions through business combinations 4 1883 95 1978<br />

Disposals - - 7 -7<br />

Amortisation for the year - - 7 -7<br />

Currency translation differences 138 10 148<br />

Book value as at 31 December <strong>2008</strong> 6 6959 160 7119<br />

The increase in goodwill is mainly caused by the acquisitions of Qserv Ltd and <strong>Aker</strong> Marine Contractors AS with respectively NOK 1206 million and<br />

NOK 595 million. The acquisition of Qserv Ltd caused an increase in other intangible assets, mainly related to customer relationship, of NOK 84 million.<br />

See note 4Acquisition of subsidiaries and minority interest for further description.<br />

92<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Research and development costs<br />

Most of the costs for research and development in <strong>Aker</strong> <strong>Solutions</strong> are related to projects and are booked as contract costs. In addition, research and<br />

development costs of NOK 188 million have been expensed during the year because the criteria for capitalisation was not met (NOK 166 million in 2007).<br />

In addition, research and development costs paid by customers totalled NOK 21 million in <strong>2008</strong> (NOK 77 million in 2007).<br />

Allocation of goodwill<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Energy Development &Services 1 2304 2306<br />

Subsea 1 556 562<br />

Products &Technologies 2652 776<br />

Process &Construction 1284 1127<br />

Other 163 167<br />

Total 6959 4938<br />

1) Decrease in goodwill is related to currency translation effects.<br />

Cash generating units<br />

Goodwill originates from anumber of acquisitions. Management monitors goodwill impairment at the business segment level which is also considered the<br />

cash generating unit (CGU) due to the level of integration within the CGUs.<br />

Determination of recoverable amounts<br />

Recoverable amounts are based on value in use calculations. The calculations use cash flow projections based on the future cash flow, budgets and<br />

strategic forecasts for the periods 2009 –2013 and an annual growth of 2.5 percent for subsequent periods. Adiscount rate (WACC) of 16.5 percent<br />

before tax has been used for discounted cash flows.<br />

For all business areas the recoverable amounts are higher then the carrying amounts and consequently the analysis indicates that no impairment<br />

is required. As asensitivity analysis, recoverable amount has also been calculated using discount rates up to 25 percent, without any effect on the<br />

conclusions.<br />

■<br />

Note 17: Tax<br />

Income tax expense<br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Current tax expense<br />

Current year 484 548 318<br />

Adjustments for prior years -36 9 35<br />

Total current tax expense 448 557 353<br />

Deferred tax expense<br />

Origination and reversal of temporary differences 189 550 244<br />

Benefit of tax losses /timing differences recognised -47 -33 - 22<br />

Total deferred tax expense 142 517 222<br />

Total tax expense in income statement 590 1074 575<br />

Taxexpense discontinued operations - - 65<br />

Taxexpense including tax related to discontinued operations 590 1074 640<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 93


Our performance<br />

Notes to the accounts<br />

Effective tax rate<br />

The table below reconciles the <strong>report</strong>ed income tax expense to the expected income tax expense according to the corporate income tax rate<br />

of 28 percent in Norway.<br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Profit before tax 2103 3538 1869<br />

Expected income taxes (28 percent) of profit before tax 589 991 523<br />

Taxeffect of prior year adjustments -37 -12 26<br />

Taxeffect of items booked against equity 4 - 31<br />

Taxeffect of permanent differences 1 21 23 -32<br />

Taxeffect of tax losses /other timing differences not included in the period incurred -47 -33 - 22<br />

Taxeffect of change in tax rates 37 15 -<br />

Taxeffect of differences in tax rates from 28 percent 2 38 90 49<br />

Other -15 - -<br />

Income tax expense 590 1074 575<br />

Effective tax rate 28 % 30 % 31%<br />

Taxeffect of differences 1 83 52<br />

1) In 2006 the main difference was the gain on disposal of <strong>Aker</strong> Kværner Power &Automation Systems AS.<br />

2) The major part of the difference relates to the US where the tax rate is 41 percent.<br />

Recognised deferred tax assets and liabilities<br />

Assets Liabilities (-) Net<br />

Amounts in NOK million <strong>2008</strong> 2007 <strong>2008</strong> 2007 <strong>2008</strong> 2007<br />

Property, plant and equipment 16 5 -160 -27 -144 -22<br />

Pensions 137 246 - - 137 246<br />

Projects -64 - -1722 -1340 -1786 -1340<br />

Taxloss carry forward 31 114 - - 31 114<br />

Other 399 183 1051 1 687 1 1450 870<br />

Total 519 548 -831 -680 -312 -132<br />

1) Includes the tax effect of tax losses carried forward of NOK 3251 million (NOK 2849 million in 2007) used to offset positive timing differences.<br />

Change in recognised deferred tax assets and liabilities<br />

Amounts in NOK million<br />

Property, plant<br />

and equipment Pensions Projects<br />

Taxloss<br />

carry forward Other Total<br />

Net deferred tax assets and liabilities as at 1January 2007 85 246 -1415 91 1485 492<br />

Recognised in profit and loss -105 - 75 23 - 510 -517<br />

Recognised in equity - - - - -86 - 86<br />

Disposal /acquisition of companies - - - - -25 - 25<br />

Currency translation differences -2 - - - 6 4<br />

Net deferred tax assets and liabilities as at 31 December 2007 -22 246 -1340 114 870 -132<br />

Recognised in profit and loss -74 - 109 -452 -103 597 -142<br />

Recognised in equity - - - - -4 -4<br />

Disposal /acquisition of companies -35 - - - -81 -116<br />

Currency translation differences -13 - 6 20 68 82<br />

Net deferred tax assets and liabilities as at 31 December <strong>2008</strong> -144 137 -1786 31 1450 -312<br />

94<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Taxlosses carried forward<br />

Amounts in NOK million Norway Europe<br />

North<br />

America<br />

South<br />

America Asia Other Total<br />

2009 - - - - - - -<br />

2010 - - - - - - -<br />

2011 - - - - - - -<br />

2012 - - - - - - -<br />

2013 - 1 - - - - 1<br />

2014 and later - - 224 - - - 224<br />

Indefinite 4389 173 - 60 35 6 4663<br />

Total tax losses carried forward 4389 174 224 60 35 6 4 888<br />

Taxlosses not recognised as deferred tax asset - - -2 -28 - 35 -4 -69<br />

Taxlosses recognised as deferred tax asset 4389 174 222 32 - 2 4819<br />

Deferred tax losses are recognised in the balance sheet to the extent that forecasts and realistic expectations about results show that <strong>Aker</strong> <strong>Solutions</strong> will<br />

be able to use the tax losses before they expire.<br />

Geographical split<br />

<strong>2008</strong><br />

Amounts in NOK million<br />

Current tax<br />

expense<br />

Deferred tax<br />

expense<br />

Total tax<br />

change<br />

Net deferred<br />

tax liability<br />

Net payable<br />

tax liability<br />

Norway 13 -20 - 7 - 489 -18<br />

Europe 65 47 112 -71 - 38<br />

North America 93 114 207 212 46<br />

South America 41 -3 38 22 -48<br />

Asia 234 2 236 -1 -121<br />

Other countries 2 2 4 15 -24<br />

Total 448 142 590 -312 -203<br />

Taxasset 519 49<br />

Taxliability -831 -252<br />

2007<br />

Amounts in NOK million<br />

Current tax<br />

expense<br />

Deferred tax<br />

expense<br />

Total tax<br />

change<br />

Net deferred<br />

tax liability<br />

Net payable<br />

tax liability<br />

Norway 40 566 606 -307 -38<br />

Europe 29 50 79 -83 - 59<br />

North America 346 -93 253 236 -105<br />

South America 21 5 26 16 - 15<br />

Asia 74 2 76 5 -5<br />

Other countries 47 -13 34 1 -18<br />

Total 557 517 1074 -132 -240<br />

Taxasset 548 89<br />

Taxliability -680 -329<br />

■<br />

Note 18: Salaries, wages and social security costs<br />

Amounts in NOK million Note <strong>2008</strong> 2007 2006<br />

Salaries and wages including holiday allowance 11 140 9741 8365<br />

Social security tax /National insurance contribution 1328 1373 1304<br />

Pension costs 20 322 543 337<br />

Other employee costs 332 540 435<br />

Salaries, wages and social security costs 13 122 12 197 10 441<br />

Loans to employees are shown in note 25.4 Non-current interest-bearing receivables. No guarantees are granted to any employee.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 95


Our performance<br />

Notes to the accounts<br />

Directors and nomination committee’s annual fees<br />

The board fees for <strong>2008</strong> were NOK 3150 000, including NOK 600 000 transferred to the labour union covering occupational activities in the group.<br />

In addition, fees to the reward committee were NOK 75 000. The amounts are the same as in 2007. The Board ofDirectors did not receive any other<br />

payments in 2007 or <strong>2008</strong>. The members of the Board ofDirectors have no agreements that entitle them to any extraordinary remuneration.<br />

Fees paid to the nomination committee in <strong>2008</strong> amounted to NOK 90 000, NOK 30 000 per member (NOK 10 000 per member in 2007).<br />

Board ofDirectors 1<br />

Amounts in NOK in <strong>2008</strong><br />

Reward<br />

committee<br />

Board fees<br />

Leif-Arne Langøy 2, 4 25 000 325 000<br />

Martinus Brandal 2, 4 300 000<br />

Bjørn Flatgård 25000 350 000<br />

Heidi Marie Petersen 300 000<br />

Vibeke Hammer Madsen 25 000 300 000<br />

Karl Erik Kjelstad 2, 4 75 000<br />

Siri Fürst 300 000<br />

Atle Teigland 3 150 000<br />

Åsmund Knutsen 3 150 000<br />

Arve Toft 3 150 000<br />

Ingebreth Forus 3 150 000<br />

Amounts in NOK in 2007<br />

Reward<br />

committee<br />

Audit<br />

committee<br />

Board fees<br />

Leif-Arne Langøy 25 000 400 000<br />

Bjørn Flatgård 25000 350 000<br />

Helge Midttun 25 000 75 000<br />

Heidi Marie Petersen 225 000<br />

Vibeke Hammer Madsen 25 000 300 000<br />

Karl Erik Kjelstad 300 000<br />

Siri Fürst 25 000 300 000<br />

Atle Teigland 25 000 150 000<br />

Åsmund Knutsen 150 000<br />

Bernt Harald Kilnes 37 500<br />

Arve Toft 112 500<br />

Øyvind Hopland 50 000<br />

Ingebreth Forus 100 000<br />

1) Members of the Board of Directors, the reward committee and the audit committee are elected for two years at the general meeting.<br />

2) According to policy in the <strong>Aker</strong> group, fees to board members employed in <strong>Aker</strong> companies will be paid to the <strong>Aker</strong> companies, not to the board member in person. The same policy is<br />

implemented for fees for the reward committee. Therefore, board and compensation committee fees for Leif-Arne Langøy, and board fees for Martinus Brandal and Karl Erik Kjelstad in <strong>2008</strong><br />

were paid to <strong>Aker</strong> ASA. In 2007, board fees to Leif-Arne Langøy and Karl Erik Kjelstad were paid to <strong>Aker</strong> ASA and <strong>Aker</strong> Yards ASA.<br />

3) According to agreement with and initiative from the employees, NOK 150 000 is transferred to the labour union covering occupational activities in the group, for each board member elected<br />

from the employees.<br />

4) As at April <strong>2008</strong>, Martinus Brandal replaced Leif-Arne Langøy as chairman of the board. Karl Erik Kjelstad resigned as director of the board on the same date.<br />

The nomination committee<br />

The <strong>Aker</strong> <strong>Solutions</strong> ASA nomination committee comprises the following individuals as at 31 December <strong>2008</strong>: Kjell Inge Røkke (Chairman), Kjeld Rimberg<br />

and Gerhard Heiberg.<br />

The reward committee<br />

The reward committee has three independent members elected by and among the Board ofDirectors. As at 31 December <strong>2008</strong> the members of the<br />

reward committee are Leif-Arne Langøy, Bjørn Flatgård and Vibeke Hammer Madsen.<br />

The reward committee shall ensure that the company’s reward policy serves the interest of the shareholders and that the company has internally<br />

consistent and externally competitive remuneration of executives.<br />

Guidelines for remuneration to the President &CEO and the members of the executive management team<br />

The main purpose of the executive reward programme is to encourage astrong and sustainable performance-based culture, which supports growth<br />

in shareholder value. The total remuneration to executives consists of amarket based salary, afew standard employee benefits and avariable pay<br />

programme.<br />

The President &CEO and the executive management team participate in the standard pension and insurance schemes applicable to all employees.<br />

The company practice standard employment contracts and standard terms and conditions regarding notice period and severance pay for President &<br />

CEO and the members of the executive management team. The company does not offer share option programmes to any managers or employees.<br />

The objective of the variable pay programme is to contribute to the company achieving good financial results and management according to the<br />

company’s values and business ethics.<br />

96<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

The variable pay programme is based on the achievement of financial and personal performance targets, leadership performance in accordance with the<br />

company’s values and the development of the company’s share price. The programme represents apotential for an additional variable pay up to the value<br />

of 100 percent of base salary. Earnings are paid over three years. The first half of the variable pay is paid the following year. The remaining amount is paid<br />

two years later with the addition of aretention element provided the executive is still employed by the company. The annual payments are restricted to one<br />

annual base salary and the restriction will be fully effective from 2009. The actual reward ofleaders for <strong>2008</strong> was according to the guidelines of the company.<br />

The variable pay in <strong>2008</strong> are amounts earned in 2007 and 2005.<br />

Remuneration to members of the executive management team<br />

Members of the executive management team as at 31 December <strong>2008</strong> are: Simen Lieungh, Leif Hejø Borge, Niels Didrich Buch, Mads Andersen,<br />

Nils Arne Hatleskog, Per Harald Kongelf and Jarle Tautra. Simen Lieungh replaced Martinus Brandal, who returned to <strong>Aker</strong> ASA, as at 1March <strong>2008</strong>.<br />

Leif Hejø Borge replaced Bjørn Erik Næss as at 1April <strong>2008</strong>. Nils Arne Hatleskog replaced Pål Helsing as at 11 April <strong>2008</strong>. Mads Andersen replaced<br />

Raymond Carlsen, who returned to <strong>Aker</strong> ASA, as at 1October <strong>2008</strong>. Per Harald Konelf replaced Mads Andersen, who took over Subsea, as at 1October<br />

<strong>2008</strong>. Niels Didrich Buch entered the executive management team as at 1March <strong>2008</strong>. Thorleif Gram left the executive management team as at 1March<br />

<strong>2008</strong>. Total taxable remuneration of the executive management team for <strong>2008</strong> was NOK 38 927 917 (NOK 61 341 631 in 2007). In addition, <strong>Aker</strong> <strong>Solutions</strong><br />

also had NOK 919 395 in <strong>2008</strong> (NOK 1290 782 in 2007) in pension costs for the executive management team.<br />

The following remunerations have been paid:<br />

Executive management team<br />

Amounts in NOK in <strong>2008</strong> Base salary 1 variable pay 2 Other benefits 3 remuneration<br />

Total<br />

Total taxable<br />

Pension benefit<br />

earned /cost to<br />

company<br />

Simen Lieungh March –December 3456 219 755 051 21 182 4232 452 106 186 4<br />

Martinus Brandal January –February 1212 235 722 953 - 1 935 188 36 584 4<br />

Leif Hejø Borge April –December 1702 151 2500 000 20 618 4222 769 36 328<br />

Bjørn Erik Næss January –February 892 684 3123 251 - 4 015 935 15 988<br />

Niels Didrich Buch March –December 1396 465 316 057 21 969 1734 491 77 843<br />

Pål Helsing January –March 832 488 - 21969 854 457 71 374<br />

Nils Arne Hatleskog April –December 1265 527 444 807 16 219 1726 553 60 250<br />

Mads Andersen January –December 2279 657 2507 561 21 969 4809 187 54 330<br />

Torleif Gram January –April 617 817 1379 013 113 192 2110 022 206 299 4, 7<br />

Raymond Carlsen January –September 2256 456 5178 746 20 788 7455 990 104 066 4<br />

Per Harald Kongelf October –December 499 160 - 12678 511 838 36 328<br />

Jarle Tautra January –December 2374 805 2922 261 21 969 5319 035 113 819<br />

Total 18 785 664 19 849 700 292 553 38 927 917 919 395<br />

Amounts in NOK in 2007<br />

Martinus Brandal January –December 3906 965 577 499 19 023 4503 487 76 229<br />

Bjørn Erik Næss January –December 2496 864 2222 303 22 831 4741 998 89 513<br />

Simen Lieungh January –September 1984 483 6292 094 45 660 8322 237 71 602 4, 6<br />

Pål Helsing October –December 512 500 - 21094 533 594 19 135<br />

Mads Andersen January –December 2303 615 5152 378 28 382 7484 375 59 260<br />

Torleif Gram January –December 2239 582 5443 460 994 381 8677 423 586 699 4<br />

Raymond Carlsen January –December 2130 755 8345 521 26 100 10 502 376 206 649 4<br />

Gary Mandel January –April 1287 029 5701 121 3398 6991 548 47 121 5<br />

Jarle Tautra January –December 2606 790 6956 552 21 251 9584 593 134 574<br />

Total 19 468 582 40 690 929 1182 120 61 341 631 1290 782<br />

1) Includes holiday allowance.<br />

2) The variable pay in <strong>2008</strong> are amounts earned in <strong>2008</strong>, 2007 and 2005 in addition to holiday allowance of variable pay paid in 2007.<br />

3) Other benefits include insurance agreements, which is membership in the standard employee scheme and an additional executive group life and disability insurance with acover of maximum<br />

NOK 4402 320.<br />

4) Includes management pension rights where contributions stopped in 2002 .The schemes were wound up following the merger between Kvaerner and <strong>Aker</strong> Maritime.<br />

5) Gary Mandel has adefined contribution plan only.<br />

6) Simen Lieungh was included in the pension benefit program until 31 December 2007.<br />

7) Other benefits include NOK 103 455 for car /housing.<br />

There are no loans granted to members of the executive management team.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 97


Our performance<br />

Notes to the accounts<br />

Period of notice, severance pay and pension benefits for each member of the current executive management team<br />

Name /Title<br />

President &CEO<br />

Simen Lieungh<br />

Executive Vice President &CFO<br />

Leif Hejø Borge<br />

Executive Vice President<br />

Niels Didrich Buch<br />

Executive Vice President<br />

Mads Andersen<br />

Executive Vice President<br />

Nils Arne Hatleskog<br />

Executive Vice President<br />

Per Harald Kongelf<br />

Executive Vice President<br />

Jarle Tautra<br />

Agreed period<br />

of notice Severance pay Pension benefits<br />

6months 12 months Standard employee defined benefit plan as described in note 20.<br />

In addition vested company pension rights (see description previous page).<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

6months 6months Standard employee defined benefit plan as described in note 20.<br />

Share-based payments<br />

Including the members of the executive management team, atotal of 48 managers are entitled to variable pay according to the programme described on<br />

the previous page. The total accrual for the variable pay programme is NOK 112 million at 31 December <strong>2008</strong>. The development of the company’s share<br />

price is an element of the variable pay programme.<br />

Amounts in NOK <strong>2008</strong> 2007 2006<br />

Paid in the year 11 665 450 115 419 678 35 122 508<br />

Expensed in the year -9381 273 - 90094 622<br />

Accrued at the end of the year - 21 046 724 136 466 401<br />

Directors’ and executive management team’s shareholding<br />

The following number of shares were owned by the Directors and the members of the executive management team (and their related parties) as at<br />

31 December <strong>2008</strong>.<br />

Martinus Brandal, Chairman 7500<br />

Bjørn Flatgård, Vice Chairman 5535<br />

Leif-Arne Langøy, Director 175 000<br />

Åsmund Knutsen, Director 1505<br />

Simen Lieungh, President &CEO 5014<br />

Leif Hejø Borge, Executive Vice President &CFO 15 000<br />

Gary Mandel, Executive Vice President 1350<br />

Mads Andersen, Executive Vice President 2395<br />

Shares<br />

■<br />

Note 19: Number of employees (unaudited)<br />

<strong>2008</strong> 2007 1<br />

Energy Development &Services 8542 8163<br />

Subsea 4108 3673<br />

Products &Technologies 4003 2666<br />

Process &Construction 5417 5516<br />

Other 1290 1280<br />

Total <strong>Aker</strong> <strong>Solutions</strong> employees 23 360 21 298<br />

Agencies 10 601 11 623<br />

Total 33 961 32 920<br />

Employees in Norway 11 464 10 931<br />

Employees in other countries 11 896 10 367<br />

1) Due to the <strong>2008</strong> restructuring of Field Development (FD) and Maintenance, Modification and Operations (MMO) into the new business area named Energy Development &Services (ED&S),<br />

historical <strong>Aker</strong> <strong>Solutions</strong> numbers were restated according to the new structure. The recently announced restructuring of the Subsea business area and Products and Technologies business<br />

area will be effective as at 1January 2009, hence figures have not been restated in the annual <strong>report</strong>.<br />

98<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 20: Employee benefits –pension<br />

The group’spension costs show the futurepension entitlement earned by employees in the financial year.Inadefined contribution plan the company is responsible<br />

for paying an agreed contribution to the employee’spension assets. The employee bears the risk related to the investment returnonthe pension assets.<br />

In adefined benefit plan, the company is responsible for paying an agreed pension to the employee based on his or her final pay.<br />

Pension plans in Norway<br />

The Norwegian companies in the group areobligated to follow the Act on Mandatory company pensions and these companies’ pension schemes follow<br />

the requirements as set in the Act. On 1July <strong>2008</strong> all the Norwegian companies in <strong>Aker</strong> <strong>Solutions</strong> changed from adefined benefit plan to adefined contribution<br />

plan in which the company is responsible for paying an agreed contribution to the employee’spension assets. Employees over 58 years at the time of transition<br />

remain in the defined benefit plan. The change of pension plan resulted in aone-time positive effect (gain) of NOK 291 million. The gain is mainly related to<br />

the difference between pension obligations recognised for these employees and the paid up policy received by the employees participating in the plan.<br />

To ensurethat the employees weretreated fairly on the change over to the new plan the company has introduced aCompensation plan. The basis for deciding<br />

the compensation amount is the difference between calculated pension capital in the defined benefit plan and the value of the defined benefit plan at the age<br />

of 67 years. The compensation amount will be adjusted annually in accordance with the adjustment of the employees’ pensionable income, and accrued<br />

interest according to market interest. If the employee leaves the company voluntarily beforethe age of 67 years, the compensation amount will be reduced.<br />

The defined benefit plan is covered by the <strong>Aker</strong> Pension Fund. <strong>Aker</strong> <strong>Solutions</strong> participates in amulti-employer plan called AFP together with the Norwegian<br />

state and other employers. The participating employers pay acontribution to the plan independent of the company’suse of it. The employers also pay 25<br />

percent of the pension paid to own pensioners. The Norwegian state pays acontribution of 40 percent of paid pensions. The figures regarding defined benefit<br />

below include <strong>Aker</strong> <strong>Solutions</strong>’scost and liability related to the AFP-plan.<br />

Definied benefit plans in Norway largely consist of adefined benefit plan for employees over 58 years when the plan was changed to defined contribution plan<br />

on 1July <strong>2008</strong>, special pension schemes financed through company operations and contractual early retirement (AFP) schemes. In addition the net pension<br />

liability will include the accrued liabilities in the compensation plan.<br />

Pension plans outside Norway<br />

Group companies in Canada and Germany have defined benefit plans. The benefit plan in Canada was closed to new members as at 1September <strong>2008</strong>. Most<br />

companies in other countries have defined contribution plans wherethe employer only contributes an agreed amount that is separately administered.<br />

Net periodic pension cost /return (-)<br />

Amounts in NOK million Note <strong>2008</strong> 2007 2006<br />

Defined benefit plans<br />

Service cost 199 263 195<br />

Interest on projected benefit obligation 171 180 143<br />

Expected returnonplan assets -150 -138 - 122<br />

Net amortisations and deferrals 33 68 9<br />

Curtailments and settlements -296 - -<br />

Administration cost 19 9 7<br />

Social security tax 4 53 31<br />

Pension cost defined benefit plans -20 435 263<br />

Pension cost compensation plan 51 - -<br />

Pension cost defined contribution plans 291 108 74<br />

Total pension cost 18 322 543 337<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 99


Our performance<br />

Notes to the accounts<br />

Status of pension plans reconciled with the balance sheet<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million Funded Unfunded Total Funded Unfunded Total<br />

Defined benefit plans<br />

Accumulated benefit obligation 1918 537 2455 2931 509 3440<br />

Effect of projected futurecompensation levels 225 98 323 827 83 910<br />

Projected benefit obligation (PBO) 2143 635 2778 3758 592 4350<br />

Social security tax on plan assets in excess of /less than PBO 46 82 128 150 74 224<br />

Plan assets at fair value 1872 - 1872 2662 - 2 662<br />

Plan assets in excess of (+) /less (-) that PBO - 317 - 717 -1034 -1246 - 666 -1912<br />

Unrecognised net gain (-) /loss (+) 452 109 561 906 84 990<br />

Net employee benefit assets (+) /employee benefit obligations (-) 135 - 608 - 473 - 340 - 582 - 922<br />

As presented in the balance sheet:<br />

Employee benefit assets 234 - 234 15 - 15<br />

Employee benefit obligation - 99 - 608 - 707 - 355 - 582 - 937<br />

Compensation plan obligation - - 51 - 51 - - -<br />

Total employee benefit obligation - 99 - 659 - 758 - 355 - 582 - 937<br />

NOK 26 million of the pension prepayment at the end of <strong>2008</strong> relates to group companies in Canada (NOK 14 million in 2007). NOK 49 million and<br />

NOK 33 million of the accrued pension liability at the end of <strong>2008</strong> relates to group companies in Canada and Germany respectively (NOK 43 million and<br />

NOK 31 million in 2007).<br />

Economic assumptions<br />

Economic assumptions (Norwegian plans) <strong>2008</strong> 2007<br />

Discount rate 4.50% 4.50% 5.00% 5.00%<br />

Asset return 6.50% 6.50% 6.00% 6.00%<br />

Salary progression 4.25% 4.25% 4.25% 4.25%<br />

Pension indexation 3.00% 3.00% 2.50% 2.50%<br />

The discount rate is based on the Norwegian 10-year government bond rate. The asset returnisexpected to be higher than the discount rate because the<br />

assets areinvested in instruments with ahigher risk than government bonds. Experience has shown that the rate of returnonpension assets has been about<br />

1percent higher than the discount rate over an extended period of time.<br />

Generally,a1percent increase in the discount rate will lead to approximately 20 percent decrease in service cost /projected benefit obligation.<br />

Economic assumptions (outside Norway)<br />

For the Canadian plans, adiscount rate of 7.5 percent (5.25 percent in 2007), an expected rate of returnonassets of 7.25 percent (unchanged from 2007)<br />

and an expected salary increase of 3.5 percent (unchanged from 2007).<br />

Movement in pension obligation and plan asset<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Projected benefit obligation as at 1January 4350 4034<br />

Service cost incl. cost related to the compensation plan 300 263<br />

Interest on projected benefit obligation 171 180<br />

Benefits paid by the plan - 109 - 107<br />

Curtailment /settlement -1926 - 13<br />

Acquisition /disposal - 26<br />

Change in unrecognised gain (-) /loss (+) 18 - 40<br />

Currency translation differences 9 7<br />

Projected benefit obligation as at 31 December 2813 4350<br />

Plan assets at fair value as at 1January 2662 2438<br />

Expected returnonplan assets 150 138<br />

Contributions paid into the plan 350 383<br />

Benefits paid by the plan - 79 - 80<br />

Curtailment /settlement -1041 -<br />

Change in unrecognised gain (-) /loss (+) - 159 - 199<br />

Administration costs - 19 - 20<br />

Currency translation differences 8 2<br />

Plan assets at fair value as at 31 December 1872 2662<br />

100<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Analyses of the plan assets and the expected return onplan assets at the balance sheet date<br />

Major categories of plan assets in percent of total plan assets (Norwegian plans) <strong>2008</strong> 2007<br />

Equity instruments 3.6% 6.9%<br />

Debt instruments 94.7% 66.2%<br />

Money market 0.0% 22.3%<br />

Other assets 1.7% 4.6%<br />

Plan assets 100.0% 100.0%<br />

The estimated contributions expected to be paid to the plans during 2009 areNOK 56 million in Norway and NOK 20 million in Canada. <strong>Annual</strong> returnonplan<br />

assets is NOK 138 million in <strong>2008</strong> (NOK 182 million in 2007).<br />

Overview of net pension obligation and change in unrecognised gains and losses<br />

Amounts in NOK million <strong>2008</strong> 2007 2006 2005<br />

Projected benefit obligation 2813 4350 4034 3339<br />

Plan assets at fair value 1872 2662 2438 2073<br />

Net pension obligation - 941 -1688 -1596 -1266<br />

Change in unrecognised gain (-) /loss (+) projected benefit obligation 18 - 40 615 112<br />

Change in unrecognised gain (-) /loss (+) plans assets - 159 - 199 101 4<br />

■<br />

Note 21: Equity accounted investees<br />

Associated companies <strong>2008</strong><br />

Amounts in NOK million<br />

Book value<br />

as at<br />

1.1.<strong>2008</strong><br />

Additions /<br />

Disposals /<br />

Payments<br />

Profit<br />

after tax /<br />

Impairment<br />

Currency<br />

and other<br />

adjustments<br />

Book value<br />

as at<br />

31.12.<strong>2008</strong><br />

<strong>Aker</strong> Offshore Oy 1 15 -15 - - -<br />

Siva Verdal Eiendom AS 14 - - - 14<br />

JSC Astrakhan Korabel 31 -31 - - -<br />

Power Maintenance and Constructors, LLC 19 -2 - 6 23<br />

<strong>Aker</strong> Bravo AS 2 - - - 2<br />

Beijing Bomco –MHOffshore 6 -2 2 - 6<br />

<strong>Aker</strong> Clean Carbon AS - 32 - 13 - 19<br />

<strong>Aker</strong> Encore AS - 20 - - 20<br />

<strong>Aker</strong> Oilfield Services AS - 269 -9 - 260<br />

Nippon Pusnes Co. Ltd 6 - 2 2 10<br />

TNT Company LLP - 26 - 6 32<br />

DOS Marine LLP - 29 - 6 35<br />

Other companies 28 -2 -3 - 23<br />

Total 121 324 -21 20 444<br />

Associated companies 2007<br />

Amounts in NOK million<br />

Book value<br />

as at<br />

1.1.2007<br />

Additions /<br />

Disposals /<br />

Payments<br />

Profit<br />

after tax /<br />

Impairment<br />

Currency<br />

and other<br />

adjustments<br />

Book value<br />

as at<br />

31.12.2007<br />

<strong>Aker</strong> Offshore Oy 1 16 - - -1 15<br />

Siva Verdal Eiendom AS 14 - - - 14<br />

JSC Astrakhan Korabel 31 - - - 31<br />

Power Maintenance and Constructors, LLC 19 3 - -3 19<br />

<strong>Aker</strong> Bravo AS 6 - -4 - 2<br />

Beijing Bomco –MHOffshore 5 - 1 - 6<br />

Other companies 31 2 1 - 34<br />

Total 122 5 - 2 - 4 121<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 101


Our performance<br />

Notes to the accounts<br />

The group’s interest in its principal associates were asfollows 2<br />

<strong>2008</strong><br />

Amounts in NOK million<br />

Business office<br />

Percentage<br />

of voting<br />

rights<br />

Percentage<br />

held Assets Liabilities Equity Revenues<br />

Net profit<br />

/loss<br />

Siva Verdal Eiendom AS Trondheim, Norway 46.0% 46.0% 40 4 36 7 -<br />

Power Maintenance and Constructors, LLC Hammond, USA 49.0% 49.0% 118 70 48 625 -<br />

<strong>Aker</strong> Bravo Oslo, Norway 45.0% 45.0% 21 19 2 - -2<br />

Beijing Bomco –MHOffshore Beijing, China 50.0% 50.0% 17 - 17 17 2<br />

Nippon Pusnes Co. Ltd Tokyo, Japan 28.0% 28.0% 198 162 36 334 6<br />

<strong>Aker</strong> Oilfield Services AS Oslo, Norway 32.3% 32.3% 726 270 456 - - 24<br />

<strong>Aker</strong> Clean Carbon AS Oslo, Norway 30.0% 30.0% 140 75 65 8 - 44<br />

TNT Company LLP Aktau, Kazakhstan 49.0% 49.0% 5 5 - 4 -<br />

DOS Marine LLP Aktau, Kazakhstan 49.0% 49.0% 1 1 - 1 -<br />

<strong>Aker</strong> Encore AS Oslo, Norway 50.0% 50.0% 41 - 41 - -<br />

2007<br />

Amounts in NOK million<br />

Business office<br />

Percentage<br />

of voting<br />

rights<br />

Percentage<br />

held Assets Liabilities Equity Revenues<br />

Net profit<br />

/loss<br />

RR Offshore Oy 1 Ulvila, Finland 40.0% 26.0% 186 183 3 255 7<br />

Siva Verdal Eiendom AS Trondheim, Norway 46.0% 46.0% 44 8 36 6 1<br />

JSC Astrakhan Korabel Astrakhan, Russia 56.0% 56.0% 31 - 31 - -<br />

Power Maintenance and Constructors, LLC Hammond, USA 49.0% 49.0% 69 27 42 306 5<br />

<strong>Aker</strong> Bravo AS Oslo, Norway 45.0% 45.0% 24 21 3 2 -10<br />

Beijing Bomco –MHOffshore Beijing, China 50.0% 50.0% 11 3 8 2 1<br />

1) Former name RR Offshore Oy, subsidiary from January <strong>2008</strong>.<br />

2) Balance sheet and profit and loss items listed above are 100 percent of total.<br />

■<br />

Note 22: Investment in joint ventures<br />

The group has interests in several joint venture activities, whose principal activities are construction contracts. The group’s share ofassets, liabilities,<br />

income and expenses of the joint venture operating agreements and entities are included in the consolidated financial statements. The material agreements<br />

and entities are listed below.<br />

Joint venture operating agreements<br />

Percentage share <strong>2008</strong> 2007<br />

<strong>Aker</strong> Kvaerner Clough Murray &Robertsen Joint Venture 61% 61%<br />

<strong>Aker</strong> Maritime Kiewit Contractors 49% 49%<br />

AKTIV Joint Venture 40% 40%<br />

ASC –ERSAI Consortium 50% -<br />

Angel 50% 50%<br />

Anglian Water 3Joint Venture 1 - 50%<br />

Anglian Water 4Joint Venture 50% 50%<br />

Cameron LNG (Sempra) 50% 50%<br />

Hull Water 2 - 50%<br />

IHI Ingleside 3 - 50%<br />

JV Yansab 50% 50%<br />

O&G <strong>Solutions</strong> Joint Venture 50% 50%<br />

Snøhvit 4 - 65%<br />

Halton Hills Power Partners Joint Venture 50% 50%<br />

Siemens /<strong>Aker</strong> Kvaerner Songer –Longview Consortium 50% 50%<br />

AK /IHI Gulf 50% 50%<br />

ASO /IHI 50% -<br />

KAT Nuclear 45% 45%<br />

1) Anglian Water 3joint venture agreement was terminated in December <strong>2008</strong>.<br />

2) Hull Water joint venture agreement was terminated in December <strong>2008</strong>.<br />

3) IHI Ingleside was terminated in March <strong>2008</strong>.<br />

4) Snøhvit joint venture agreement was terminated in December <strong>2008</strong>.<br />

102<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Joint venture operating entities<br />

Percentage share 1 Business Office <strong>2008</strong> 2007<br />

AKCS Offshore Partner Newfoundland, Canada 40% 40%<br />

K_WAC Ltd Brendford, UK 30% -<br />

<strong>Aker</strong> Reinertsen AS Trondheim, Norway 50% 50%<br />

<strong>Aker</strong> Kvaerner &Soapro Egenharia Ltda Luanda, Angola 50% 50%<br />

Wirth Maschinen- und Bohrgeräte-Fabrik GmbH 2 Erkelenz, Germany 50% 50%<br />

1) The share oflegal ownership equals the share ofvoting shares for all joint ventures.<br />

2) Subsidiary asatJanuary 2009.<br />

The table below presents the assets, liabilities, income and expenses included in the annual accounts relating to joint venture operating entities.<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Current assets 845 568<br />

Non-current assets 215 157<br />

Current liabilities -541 -363<br />

Non-current liabilities -263 -229<br />

Net assets/liabilities 256 133<br />

Operating income 1142 559<br />

Operating expenses -973 -492<br />

Operating profit 169 67<br />

■<br />

Note 23:<br />

Financial risk management<br />

Financial risks<br />

The group is exposed to avariety of financial risks: currency risk, interest rate risk, price risk, credit risk, liquidity risk and capital risk. The market risks<br />

will affect the group’s income or the value of financial instruments held. The objective of financial risk management is to manage and control financial risk<br />

exposures, within acceptable parameters. The group’s overall risk management programme focuses on the unpredictability of financial markets and seeks<br />

to minimise potential adverse effects on the group’s financial performance. The <strong>Aker</strong> <strong>Solutions</strong> group uses financial instruments to hedge certain risk<br />

exposures and seeks to apply hedge accounting in order to reduce the volatility in the income statement.<br />

Risk management is the responsibility of the business unit and project managers in cooperation with the central treasury department (Corporate Treasury)<br />

to identify, evaluate and hedge all financial risks under policies approved by the Board ofDirectors. The Board provides written principles for overall risk<br />

management, as well as written policies covering specific areas. There have been no changes in these policies during the year.<br />

Currency risk policy<br />

The group operates internationally and is exposed to currency risk on commercial transactions, recognised assets and liabilities and net investments<br />

in foreign operations which are denominated in acurrency other than the respective functional currencies of the business unit. The group exposure to<br />

currency risk is primarily to the USD, EUR, GBP and NOK but is in addition in smaller scale exposed to currencies all over the world.<br />

The <strong>Aker</strong> <strong>Solutions</strong> policy requires group companies to hedge their entire currency risk exposure inany project with Corporate Treasury using forward contracts<br />

and currency options. This is done for the project’s lifetime. Corporate Treasury manages the internal exposures in accordance with the Corporate<br />

Treasury’s risk management policy entering into forward contracts or currency options with the financial market place. Any changes to the hedged cash<br />

flows shall be amended and adjusted as they occur. See note 25.3 Derivative financial instruments for further details. The currency exposure from foreign<br />

currency investments are not hedged. Dividend or return oncapital invested is hedged when paid.<br />

For segment <strong>report</strong>ing purposes, each business unit designates contracts with Corporate Treasury as fair value hedges or cash flow hedges, as appropriate.<br />

External foreign exchange contracts are designated at group level as hedges of currency risk on specific assets, liabilities or future transactions on<br />

gross basis, and hedge accounting is applied to more than 80 percent of these hedges. For <strong>Aker</strong> <strong>Solutions</strong> segment <strong>report</strong>ing all foreign currency hedges<br />

are treated as qualifying hedges. The correction where disqualifying hedges no longer are reflected in accordance to hedge accounting, is performed at<br />

group level and is included in the “unallocated” part of the segment <strong>report</strong>ing.<br />

The principal amounts and interests of the group’s non-current borrowings are denominated in currencies that match the cash flows generated by the<br />

group companies holding the loans, primarily NOK, but also GBP and USD. This provides an economic hedge without entering into any derivatives.<br />

Transaction exposure<br />

The transaction exposure isdefined as the currency risk in projects and working capital.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 103


Our performance<br />

Notes to the accounts<br />

The group’s exposure tothe main foreign currencies were asfollows based on notional amounts as at 31 December:<br />

<strong>2008</strong> 2007<br />

Amounts in million USD EUR GBP USD EUR GBP<br />

Bank -324 -70 - 26 -229 -20 - 22<br />

Intercompany loans 145 25 86 17 -21 35<br />

External funding -100 - - - - -<br />

Trade receivables 596 106 28 598 36 -<br />

Trade payables -105 -79 - 77 -191 -106 -43<br />

Balance sheet exposure 212 -18 11 195 -111 -30<br />

Estimated forecast sales 1854 9 - 1243 66 -<br />

Estimated forecast purchases -431 -334 -27 -198 -219 -49<br />

Cash flow exposure 1 423 -325 -27 1045 -153 -49<br />

Forward exchange contracts -1633 344 14 -1250 255 80<br />

Net exposure 2 1 - 2 -10 - 9 1<br />

Trade receivables, trade payables and estimated forecast sales and purchases in the table above are calculated based on the group’s hedge transactions.<br />

These are considered to be the best estimate of the currency exposure given that all currency exposure ishedged, in accordance with the group’s policy.<br />

The net exposure ishandled by the Corporate Treasury that is allowed to hold positions within an approved trading mandate. This mandate is closely<br />

monitored and <strong>report</strong>ed on adaily basis to the management. The group also has minor exposure toother currencies.<br />

Aforeign currency sensitivity analysis indicates that changes in the foreign currency rates result in minor effects on equity and profit and loss. A10percent<br />

strengthening of the NOK against the following currencies at 31 December would have increased (decreased) equity and profit and loss by the amounts<br />

shown below. The selected rate of 10 percent reflects the recent years’ changes in currency rates. The sensitivity analysis is calculated based on the<br />

hedged transactions as in the currency exposure table above, and the effect from hedge accounting rules were fair value effects from non-qualifying<br />

hedges will be <strong>report</strong>ed as profit and loss. It includes only project related items and assumes that all other variables, in particular interest rates, remain<br />

constant. Calculations are based on amounts and foreign currency exchange rates as at 31 December, and the outstanding amounts are representative for<br />

the whole year due to alow degree of seasonality. The analysis is performed on the same basis for 2007.<br />

Although hedge accounting is not applied to all foreign exchange contracts, these contracts are still “economically” hedged. This means that the effect on<br />

profit and loss under financial items in the table below, will have an opposite effect on future operating income or expense as progress on projects increase.<br />

<strong>2008</strong> 2007<br />

Effect in NOK million Profit and loss Equity 1 Profit and loss Equity 1<br />

USD 45 133 -262 -328<br />

EUR 23 243 -4 119<br />

GBP 32 2 34 22<br />

1) The effects to equity that follows directly from the effects to profit and loss are not included.<br />

A10percent weakening of the NOK against the above currencies at 31 December would have had the equal but opposite effect on the above amounts,<br />

on the basis that all other variables remain constant.<br />

The most important risk, related to currency, isthe risk of reduced competitiveness abroad in the case of astrengthened NOK. This risk is related to future<br />

commercial contracts and is not included in the sensitivity analysis above.<br />

The sensitivity analysis does not include effects on the consolidated result and equity from changed exchange rates used for consolidation of foreign subsidiaries.<br />

Translation exposure<br />

The translation exposure isdefined as assets and investments made in foreign currency.<br />

The group has several investments in foreign operations, whose net assets are exposed to foreign currency translation risk. Currency exposure arising<br />

from the net assets of the group’s foreign operations is normally not hedged.<br />

Exchange rates<br />

The following significant exchange rates applied during the year:<br />

Average rate<br />

Closing rate<br />

NOK <strong>2008</strong> 2007 <strong>2008</strong> 2007<br />

USD 5.649 5.853 7.024 5.403<br />

EUR 8.307 8.016 9.888 7.966<br />

GBP 10.356 11.700 10.145 10.792<br />

Interest rate risk<br />

The group’s interest rate risk arises from non-current borrowings. Borrowings issued at variable rates expose the group to cash flow interest rate risk.<br />

Borrowings issued at fixed rates expose the group to fair value interest rate risk, however as these borrowings are measured at amortised cost, interest<br />

rate variations do not effect profit and loss. Group policy is to maintain approximately 30 –50percent of its borrowings in fixed rate instruments using<br />

interest rate swaps to achieve this when necessary.<br />

104<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

As the group has no significant interest-bearing operating assets, operating income and operating cash flows are substantially independent of changes<br />

in market interest rates. At year end 50 percent of the NOK 1.6 billion bond debt interest rate was fixed for the duration of the bonds through interest rate<br />

swaps. In addition we have entered into aNOK 2000 million fixed rate swap as hedge for drawings on the Revolving Credit Facilities.<br />

The group does not account for any fixed rate financial assets or liabilities at fair value through profit and loss, and the group does not designate derivatives<br />

(interest rate swaps) as hedging instruments under afair value hedge accounting model. Therefore achange in interest rates at the <strong>report</strong>ing date<br />

would not effect profit and loss with respect to the fixed rate instruments.<br />

An increase of 100 basis points in interest rates at the <strong>report</strong>ing date would have increased (decreased) equity and profit and loss by the amounts shown below.<br />

This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed on the same basis as for 2007.<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million Profit and loss Equity 1 Profit and loss Equity 1<br />

Cash and cash equivalents 38 - 35 -<br />

FRA (forward rate agreement) - - 1 -<br />

Interest rate swap 35 27 12 19<br />

Non-current interest-bearing receivables 1 - - -<br />

Current interest-bearing receivables 5 - 5 -<br />

Borrowings -62 - -15 -<br />

Interest-bearing current liabilities -5 - - -<br />

Cash flow sensitivity (net) 12 27 39 19<br />

1) The effects to equity that follow directly from the effects to profit and loss are not included.<br />

Adecrease of 100 basis points in interest rates at the <strong>report</strong>ing date would have had the equal but opposite effect on the above amounts, on the basis that<br />

all other variables remain constant.<br />

Price risk<br />

The group is exposed to fluctuations in market prices both in the investment portfolio and in the operating businesses related to individual contracts.<br />

The investment portfolio is limited and does not include shareholdings in listed companies.<br />

The businesses may be exposed to changes in market price for raw material, equipment and development in wages. This is partly managed in the bid<br />

phase by locking in committed prices to customers without adequate protection on such costs and partly managed in the execution phase after award.<br />

The group makes individual assessments of such risks and protects itself either through escalation clauses with customers, locking in subcontractor or<br />

equipment providers, or by adding risk contingencies to the price calculations. The group does not enter into commodity derivative contracts.<br />

Credit risk<br />

Credit risk is the risk of financial losses to the group if customer or counterparty to financial investments /instruments fails to meet its contractual<br />

obligations, and arises principally from investment securities and group receivables.<br />

The investment portfolio is primarily related to deposits with banks. Thereisaseparate procedurefor the acceptance of final counterparties both for derivatives<br />

and deposits, and counterparties have to be investment graded. Credit risk on financial counterparties is reviewed on aregular basis and is monitored closely.<br />

Assessment of credit risk related to customers and subcontractors is an important requirement in the bid phase and throughout the contract period. Such<br />

assessments are based on credit ratings, income statement and balance sheet reviews and using credit assessment tools available (e.g. Dun &Bradstreet<br />

and Credit Watch). Sales to customers are settled in cash.<br />

Based on estimates of incurred losses in respect of trade and other receivables, the group establishes an allowance for impairment. Main components<br />

of this allowance are aspecific loss component relating to individually significant exposures, and acollective loss component in respect of losses incurred<br />

but not yet identified. Provisions for impairment of receivables are low (NOK 116 million in <strong>2008</strong>, NOK 83 million in 2007), which is higher than the historical<br />

losses (NOK 5million in <strong>2008</strong>, NOK 4million in 2007). Revenues are mainly related to large and long-term projects closely followed up in terms of payments<br />

up front and in accordance with agreed milestones. Normally, lack of payments are due to disagreements of project deliveries and are solved by<br />

change of deliveries (see note 13 Contingent events). The customers are mainly large and highly reputable oil companies with alow credit risk, which reduces<br />

the credit risk significantly. Based on the above the group’s credit risk is considered to be insignificant.<br />

At the balance sheet date, there were nosignificant concentrations of credit risk. The maximum exposure tocredit risk at the <strong>report</strong>ing date equals the fair<br />

value of each category of financial instruments (see note 25 Financial instruments). The group does not hold collateral as security.<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA gives parent company guarantees to group companies. For further information, see note 9Guarantees in the <strong>Aker</strong> <strong>Solutions</strong> ASA accounts.<br />

Liquidity risk<br />

Liquidity risk represents the risk that the group will not be able to meet its financial obligations as they fall due. The group’s approach to managing liquidity<br />

is to ensure, as far as possible, that it will always have sufficient liquidity reserves to meet its liabilities when due.<br />

Prudent liquidity risk management includes maintaining sufficient cash, the availability of funding from an adequate amount of committed credit facilities<br />

and the ability to close out market positions. Due to the dynamic nature ofthe underlying businesses, Corporate Treasury maintains flexibility in funding<br />

by maintaining availability under committed credit lines (note 25.6 Borrowings and other non-current liabilities).<br />

Management monitors rolling weekly and monthly forecasts of the group’s liquidity reserve on the basis of expected cash flow. For information regarding<br />

capital expenditures and net operating assets, see note 6Segment information.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 105


Our performance<br />

Notes to the accounts<br />

Financial liabilities and the period in which they are mature:<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million<br />

Total<br />

6mths<br />

and<br />

less<br />

6-12<br />

mths<br />

1-2<br />

years<br />

2-5<br />

years<br />

More<br />

than<br />

5<br />

years<br />

Total<br />

6mths<br />

and less<br />

6-12<br />

mths<br />

1-2<br />

years<br />

2-5<br />

years<br />

More<br />

than<br />

5<br />

years<br />

Unsecured bond issues 1<br />

Fixed rate bond<br />

NOK 150 mill. -195 - - 9 - 9 - 177 - -204 -5 -4 -9 -27 - 159<br />

Floating rate bonds<br />

NOK 500 mill. -523 -14 - 509 - - - -566 -17 - 17 -533 - -<br />

NOK 650 mill. -735 -19 - 13 -24 - 679 - -834 -23 - 23 -46 - 742 -<br />

NOK 300 mill. -380 -9 -6 -12 - 353 - -432 -11 - 11 -22 - 66 -322<br />

Committed credit facilities<br />

EUR 750 mill. -5523 -100 -100 -183 -5140 - - - - - - -<br />

NOK 2000 mill.<br />

Other non-current borrowings -312 -99 - 9 - 18 -186 - -20 - - - -20 -<br />

Other non-current liabilities -1194 -126 -126 -126 -816 - -914 -134 -134 -134 -512 -<br />

Derivative financial instruments<br />

Assets 24 582 11 211 6121 5873 1377 - 26 210 16 478 6704 2523 505 -<br />

Liabilities -25637 -11602 -6288 -6263 -1484 - -25647 -16151 -6528 -2480 -488 -<br />

Trade and other payables -20796 -20306 - - 490 - - -15165 -15141 - - 24 - -<br />

Interest-bearing current liab. -59 - -59 - - - -25 - -25 - - -<br />

Total -30772 -21064 -998 -1252 -7458 - -17597 -15004 -38 - 725 -1350 -481<br />

1) Nominal currency value including interests.<br />

See note 25.3 Derivative financial instruments for maturity analysis of foreign currency contracts included in cash flow hedge accounting.<br />

Capital risk<br />

The group’s objectives when managing capital are tosafeguard the group’s ability to continue as agoing concern inorder to provide returns for shareholders<br />

and benefits for other stakeholders and to maintain an optimal capital structure toreduce the cost of capital.<br />

In order to maintain or adjust the capital structure, the group may adjust the amounts of dividends paid to shareholders, return capital to shareholders,<br />

issue new shares or sell assets to reduce debt. From time to time, the group purchases its own shares in the market; the timing of these purchases is<br />

depending on market prices.<br />

During the first quarter of 2007 <strong>Aker</strong> <strong>Solutions</strong> announced abuy-back of own shares, and in connection with the <strong>Annual</strong> General Meeting it was decided<br />

to cancel some of the own new shares. Furthermore, there were additional share buy-backs in <strong>2008</strong> and as per year end the group holds 1.8 percent of<br />

outstanding shares. The Statement of changes to equity includes further details.<br />

The group monitors capital on the basis of agearing ratio (gross debt /EBITDA) and Interest coverage ratio (EBITDA /Net finance cost). The ratios are<br />

calculated from gross debt, including all interest-bearing liabilities as shown in note 25 Financial instruments, EBITDA (earnings before interest, tax,<br />

depreciation and amortisation) and consolidated finance cost. The <strong>report</strong>ed ratios are well within the requirements in the loan agreements.<br />

The ratio as at 31 December <strong>2008</strong> and 2007 were asfollows:<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Gearing ratio<br />

Gross debt 6716 1615<br />

EBITDA 3382 3913<br />

Gross debt /EBITDA 2.0 0.4<br />

Interest coverage<br />

EBITDA 3382 3913<br />

Consolidated finance cost 263 124<br />

EBITDA /Finance cost 12.9 31.6<br />

106<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 24: Financial income and expenses<br />

Recognised in profit and loss<br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Net change in fair value of disqualified hedge instruments 1 -439 155 241<br />

Interest income on bank deposits 116 85 172<br />

Net foreign exchange gain /loss 31 18 20<br />

Ineffective portion of changes in fair value of cash flow hedges -6 7 -<br />

Other finance income 34 2 2<br />

Finance income 175 112 194<br />

Interest expense on financial liabilities measured at amortised cost -379 -209 -429<br />

Refinancing cost 2 - - - 652<br />

Finance expenses -379 -209 -1081<br />

Net finance expense recognised in profit and loss 3 -643 58 -646<br />

1) Some hedge transactions do not qualify for hedge accounting under IFRS, primarely because alarge number of internal transactions are grouped and netted before external hedge<br />

transactions are established. The fair value changes on foreign exchange forward contracts, not hedge accounted, have been recorded in the income statement as financial items. Hedge<br />

accounting is explained in note 25.3 Derivative financial instruments.<br />

2) Refinancing costs consist of capitalised refinance costs from the refinancing in 2004, unwinding of discount, interest on second priority lien notes due 15 June 2007 and interest on deposit<br />

for neutralisation of loan 15 June 2007.<br />

3) Net finance expense recognised in profit and loss includes income and expense from financial instruments only (see note 25 Financial instruments). Share ofprofit or loss from associates is<br />

therefore not included.<br />

The above financial income and expense include the following in respect of assets (liabilities) not at fair value through profit or loss.<br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Total interest income on financial assets 116 85 172<br />

Total interest expenses on financial liabilities -379 -209 -1081<br />

Recognised directly in equity<br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Hedging reserve as at 1January 315 203 -<br />

Fair value of cash flow hedges transferred to profit and loss 373 -633 -178<br />

Effective portion of changes in fair value of cash flow hedge -241 788 461<br />

Deferred tax -37 -43 - 80<br />

Hedging reserve movements 95 112 203<br />

Hedging reserve as at 31 December 410 315 203<br />

Currency translation reserve as at 1January -595 -161 -216<br />

Effective portion of change in fair value of net investment hedge - 120 7<br />

Foreign currency translation differences for foreign operations 695 -554 48<br />

Currency translation reserve movements 695 -434 55<br />

Currency translation reserve as at 31 December 100 -595 -161<br />

An impairment loss of NOK 5million (NOK 4million in 2007 and NOK 13 million in 2006) in respect of trade receivables was recognised in cost of sales.<br />

See note 25 Financial instruments for information of the financial income and expenses generating items.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 107


Our performance<br />

Notes to the accounts<br />

■ Note 25: Financial instruments<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million Note Assets Liabilities Assets Liabilities<br />

Cash and cash equivalents 25.1 3828 - 3524 -<br />

Investments in other companies 25.2 123 - 133 -<br />

Non-current available-for-sale financial assets 123 - 133 -<br />

Derivative financial instruments 25.3 3100 -2403 1468 -954<br />

Current financial assets and liabilities through profit or loss 3100 -2403 1468 -954<br />

Non-current interest-bearing receivables 25.4 97 - 14 -<br />

Non-current loans and receivables 4 - 9 -<br />

Trade and other receivables 25.5 20 796 - 13 361 -<br />

Current interest-bearing receivables 480 - 540 -<br />

Borrowings 25.6 - - 6163 - - 1591<br />

Other non-current liabilities - - 1194 - - 914<br />

Trade and other payables - - 21 052 - - 15 165<br />

Interest-bearing current liabilities - - 553 - - 24<br />

Total loans and receivables and financial liabilities at amortised cost 21 377 -28962 13 924 -17694<br />

Less non-current portion loans and receivables and financial liabilities<br />

at amortised cost -101 7357 -23 2 505<br />

Current portion loans and receivables and financial liabilities<br />

at amortised cost 21 276 -21605 13 901 -15189<br />

Basis for determining fair values and fair values versus carrying amounts<br />

Cash and cash equivalents<br />

The carrying amount is areasonable approximation of fair values for cash and cash equivalents.<br />

Non-current available-for-sale financial assets<br />

Available-for-sale financial assets are measured at fair value. Fair values are estimated using market-based pricing techniques.<br />

Current financial assets and liabilities through profit or loss<br />

Financial assets and liabilities through profit or loss are measured at fair value. The fair value of financial instruments traded in active markets (such<br />

as currency forward contracts and options, interest swaps and forward rate agreements) is based on quoted market prices (current bid price) at the balance<br />

sheet date.<br />

Loans and receivables and financial liabilities at amortised cost<br />

Due to the short term nature, the carrying amount is areasonable approximation of fair values for the financial instrument current receivables and liabilities,<br />

with the exception of financial borrowings, which is detailed in the table below.<br />

Amounts in NOK million<br />

Carrying<br />

amount<br />

<strong>2008</strong> 2007<br />

Fair value<br />

Carrying<br />

amount<br />

Fair value<br />

Bonds 1 1582 1600 1571 1600<br />

Other borrowings 5134 5160 44 44<br />

Total Borrowings 6716 6760 1615 1644<br />

1) Fair value is quoted prices on the Oslo Stock Exchange. The difference between the carrying amount and the fair value of the bonds is due to amortisation of issue costs and accrued<br />

interests.<br />

In all material financial instruments measured at fair value, the measurement is performed by using valuation techniques based on assumptions supported<br />

by observed market prices or rates.<br />

■<br />

Note 25.1: Cash and cash equivalents<br />

Group cash pool systems<br />

The group policy for the purpose of optimising availability and flexibility of cash within the group is to operate acentrally managed cash pooling arrangement.<br />

Such arrangements are either organised with abank as aservice provider, orasapart of the operation of the internal treasury function. An important<br />

condition for the participants (business units) in such cash pooling arrangements is that the group as an owner of such pools is financially viable and is<br />

able to prove its capability to service its obligations concerning repayment of any net deposits made by business units.<br />

108<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 25.2: Investments in other companies<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Investments in other companies as at 1January 133 16<br />

Additions 1 66 119<br />

Disposals 2 -76 -2<br />

Investments in other companies as at 31 December 123 133<br />

1) Additions in <strong>2008</strong> are mainly related to additional investments in <strong>Aker</strong> Pensjonskasse. In 2007 the additions were mainly related to <strong>Aker</strong> <strong>Solutions</strong> ASA’s purchase of 19.1 percent<br />

of <strong>Aker</strong> Oilfield Services AS.<br />

2) Disposals are mainly related to additional investments in <strong>Aker</strong> Oilfield Services AS which is now classified as an associated company, see note 21 Equity accounted investees.<br />

■<br />

Note 25.3: Derivative financial instruments<br />

Fair value of financial instruments<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million Assets Liabilities Assets Liabilities<br />

Forward foreign exchange contracts –cash flow hedges 979 -115 925 -409<br />

Forward foreign exchange contracts –fair value hedges 27 -303 - -<br />

Forward foreign exchange contracts –embedded derivatives included in ordinary<br />

commercial contracts 1933 -30 - -<br />

Forward foreign exchange contracts –not hedge accounted 154 -1895 500 -545<br />

Forward foreign exchange contracts –hedge of net investments in US entities - - 25 -<br />

Interest rate swaps –cash flow hedges - - 52 17 -<br />

Interest rate swaps –not hedge accounted 7 - 8 1 -<br />

Total 3100 -2403 1468 -954<br />

Trading derivatives are classified as current assets or liabilities. The full fair value of ahedging derivative is classified as anon-current asset or liability if the<br />

remaining maturity of the hedged item is more than 12 months, and as acurrent asset or liability if the maturity of the hedged item is less than 12 months.<br />

If the hedged item is related to projects, such as work in progress or trade receivables, the hedging derivative is always classified as current asset or liability.<br />

No material embedded derivatives were identified in 2007.<br />

The ineffective portion recognised in the profit and loss that arises from cash flow hedges amounts to aloss of NOK 6million (gain of NOK 7million in 2007).<br />

There was no material ineffectiveness on fair value hedges in <strong>2008</strong>. In 2007, there were nofair value hedges.<br />

Derivative contracts<br />

Corporate Treasury hedge future transactions in foreign currencies. Approximately 80 percent of the exposure toforeign exchange variations in future cash<br />

flows are related to afew large projects. These projects have been hedged as one-to-one contracts in order to meet the requirements for hedge accounting.<br />

All other hedges are not designated as IAS 39 hedges and will have an effect on profit or loss. Most qualifying hedges are classified as cash flow hedges<br />

(hedges of highly probable future revenues and /orexpenses). Some hedges that clearly qualify as hedges of firm commitments, are classified as fair value<br />

hedges.<br />

The fair value of the net qualifying forward foreign exchange cash flow hedges recognised in the balance sheet as at 31 December <strong>2008</strong>, were NOK 864<br />

million (NOK 516 million in 2007).<br />

The hedged transactions in foreign currency are highly probable future transactions expected to occur at various dates during the next 1–7years, depending<br />

on progress in the projects. Gains and losses on forward foreign exchange contracts recognised in the hedging reserve in equity as at 31 December <strong>2008</strong>,<br />

are recognised in the income statement in the period or periods during which the hedged transactions affect the income statement. This is generally within<br />

12 months from the balance sheet date unless the gain or loss is over the life of the asset.<br />

The following table indicates the periods in which the cash flows associated with derivatives that are cash flow hedges are expected to occur and when<br />

the cash flows related to project revenues are expected to impact profit and loss. Given the hedging policy this table also constitutes amaturity analysis for<br />

derivative financial assets and liabilities.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 109


Our performance<br />

Notes to the accounts<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million<br />

Expected<br />

cash<br />

flows<br />

6mths<br />

or less<br />

6-12<br />

mths<br />

1-2<br />

years<br />

2-5<br />

years<br />

More<br />

than 5<br />

years<br />

Expected<br />

cash flows<br />

6mths<br />

or less<br />

6-12<br />

mths<br />

1-2<br />

years<br />

2-5<br />

years<br />

More<br />

than 5<br />

years<br />

Interest rate swaps 1<br />

Receivables 76 20 20 17 19 - 288 41 43 77 74 53<br />

Payables -110 -23 - 36 -28 - 23 - -251 -32 - 38 -69 - 62 -50<br />

Foreign currency<br />

forward contracts 2<br />

Receivables 6760 2645 1621 1982 512 - 10 160 5693 2756 1426 285 -<br />

Payables -3497 -2364 -332 -590 -211 - -6619 -3861 -1660 -905 -193 -<br />

Total 3229 278 1273 1381 297 - 3578 1841 1101 529 104 3<br />

1) 50 percent of the group’s interest exposure related to the Norwegian bonds and part of anticipated drawings on committed facilities are swapped to fixed interest rate. The cash flows in the<br />

table are based on fixed rate of 4.5 percent and market floating rate.<br />

2) The figures include the hedges that qualify for hedge accounting, which comprises approximately 400 transactions and 80 percent of the group’s exposure. The amounts are NOK nominal<br />

values of foreign currency cash flows at NOK closing exchange rates 31 December <strong>2008</strong>. The group has economic hedges on the remaining exposures which are not hedge accounted.<br />

These economic hedges constitute about 1900 transactions.<br />

The following table shows the unsettled cash flow hedges’ impact on profit and loss and equity as at 31 December:<br />

<strong>2008</strong> 2007<br />

Amounts in NOK million<br />

Fair value of all<br />

hedging<br />

instruments as<br />

at 31.12.<strong>2008</strong><br />

Recognised<br />

in profit and<br />

loss<br />

Deferred in<br />

equity (the<br />

hedging<br />

reserve)<br />

Fair value of all<br />

hedging instruments as<br />

at 31.12.2007<br />

Recognised<br />

in profit and<br />

loss<br />

Deferred in<br />

equity (the<br />

hedging reserve)<br />

Interest rate swaps 1 -52 - -52 17 9 17<br />

Forward exchange contracts 2 864 157 707 516 308 208<br />

Total 3 812 157 655 533 317 225<br />

1) The value of the interest swaps is attributable to changes in the interest swap curve for Norwegian kroner during the period from inception of the hedge to the balance sheet date.<br />

2) The purpose of the hedging instrument is to secure asituation where the hedged item and the hedging instrument together represent apredetermined value independent of fluctuations<br />

of exchange rates. Revenue and expense on the underlying construction contracts are recognised in the income statement in accordance with progress. Consequently, NOK 308 million of<br />

the value of the forward contracts have already affected the income statement indirectly as revenues and expenses are recognised based on updated forecasts and progress. The NOK 208<br />

million that are currently recorded directly in the hedging reserve, will be reclassified to income statement over approximately the next three years.<br />

Interest rate swaps<br />

As at 31 December <strong>2008</strong>, <strong>Aker</strong> <strong>Solutions</strong> has one bond of NOK 150 million with fixed interest rates at 6percent and three bonds with atotal of NOK 1450<br />

million with floating interest rates. Parts of the cash flow interest rate risks represented by these floating interest rates (mainly NIBOR and LIBOR) are hedged<br />

to fixed interest rates using interest rate swaps. The share offloating /fixed interest rates is 50 /50. In addition, NOK 2000 million of drawings under<br />

committed facilities are swapped to 12 months fixed rate from 15 January 2009. Hedge accounting is applied using the cash flow hedge accounting model<br />

which means that gains and losses on interest rate swap contracts as at 31 December <strong>2008</strong> are recognised in the hedging reserve in equity and will be<br />

continuously released to the income statement until the repayment of the bank borrowings (Note 25.6 Borrowings and other non-current liabilities).<br />

The fair value amounts of the outstanding interest rate swap contracts as at 31 December <strong>2008</strong> were NOK -52 million (NOK 17 million in 2007).<br />

■<br />

Note 25.4: Interest-bearing non-current receivables<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Loans to employees 1 6 10<br />

Loans to related parties 2 88 -<br />

Other 3 4<br />

Non-current interest-bearing receivables 97 14<br />

1) Average interest rate for loans to employees is 5.79 percent in <strong>2008</strong>, and was 4.42 percent in 2007.<br />

2) Related to <strong>Aker</strong> Bravo AS, <strong>Aker</strong> Clean Carbon AS and <strong>Aker</strong> Oilfield Services AS (see note 5Related parties).<br />

The group has not recognised any impairment losses related to its interest-bearing non-current receivables.<br />

110<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 25.5: Trade and other receivables<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Trade receivables 9039 5898<br />

Less provision for impairment of receivables -116 -83<br />

Trade receivables net 8923 5815<br />

Advances to suppliers 717 434<br />

Work in progress 6868 4774<br />

Other receivables 4288 2338<br />

Trade and other receivables 20 796 13 361<br />

Derivative financial instruments 3100 1468<br />

Total current trade and other receivables 23 896 14 829<br />

The aging of loans and receivables as at 31 December <strong>2008</strong> was:<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Not past due 4738 3924<br />

Past due 0–30days 2276 1219<br />

Past due 31 –90days 1052 411<br />

Past due 91 days to one year 844 255<br />

More than one year 129 89<br />

Total 9039 5898<br />

■<br />

Note 25.6: Borrowings and other non-current liabilities<br />

31 December <strong>2008</strong>:<br />

Amounts in NOK million<br />

Nominal<br />

currency value<br />

Book<br />

value<br />

Interest<br />

rate<br />

Fixed<br />

interest<br />

margin<br />

Interest<br />

coupon<br />

Maturity<br />

date<br />

Interest terms<br />

Norwegian bonds<br />

ISIN NO 0010341316 NOK 500 million 494 5.93% 0.70% 6.63% 01.12.2009 Floating, 3months<br />

ISIN NO 0010341324 NOK 650 million 643 5.93% 1.05% 6.98% 01.12.2011 Floating, 3months<br />

ISIN NO 0010341332 NOK 300 million 297 5.93% 1.35% 7.28% 01.12.2013 Floating, 3months<br />

ISIN NO 0010342587 NOK 150 million 148 6.00% 6.00% 01.12.2013 Fixed<br />

Total bonds 1 1582<br />

Bank debt<br />

Revolving credit facility EUR 750 million 4776 0.50% 25.10.2012 IBOR +Margin 2<br />

Revolving credit facility 4 NOK 2000 million - 19.12.2011 IBOR +Margin 3<br />

Other loans 358<br />

Total borrowings 6716<br />

Classified as current borrowings 553<br />

Classified as non-current borrowings 6163<br />

Total borrowings 6716<br />

Other non-current liabilities 5 1194<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 111


Our performance<br />

Notes to the accounts<br />

31 December 2007:<br />

Amounts in NOK million<br />

Nominal<br />

currency value<br />

Book<br />

value<br />

Interest<br />

rate<br />

Fixed<br />

interest<br />

margin<br />

Interest<br />

coupon<br />

Maturity<br />

date<br />

Interest terms<br />

Norwegian bonds<br />

ISIN NO 0010341316 NOK 500 million 491 5.81% 0.70% 6.51% 01.12.2009 Floating, 3months<br />

ISIN NO 0010341324 NOK 650 million 638 5.81% 1.05% 6.86% 01.12.2011 Floating, 3months<br />

ISIN NO 0010341332 NOK 300 million 295 5.81% 1.35% 7.16% 01.12.2013 Floating, 3months<br />

ISIN NO 0010342587 NOK 150 million 147 6.00% 6.00% 01.12.2013 Fixed<br />

Total bonds 1 1571<br />

Bank debt<br />

Revolving credit facility EUR 750 million - 0.50% 25.10.2012 IBOR +Margin 2<br />

Other loans 44<br />

Total borrowings 1615<br />

Classified as current borrowings 24<br />

Classified as non-current borrowings 1591<br />

Total borrowings 1615<br />

Other non-current liabilities 5 914<br />

1) The book value is calculated by reducing the nominal value of NOK 1600 million by total issue costs related to the new financing of NOK 28 million (NOK 38 million in 2007). It also comprises<br />

accrued interest and issue costs related to the bonds.<br />

2) The margin applicable to the facility is decided by aprice grid based on the gearing ratio. Commitment fee is 40 percent of the margin.<br />

3) The margin applicable to the facility is decided by aprice grid based on the gearing ratio. Commitment fee is 50 percent of the margin.<br />

4) The facility is increased from NOK 1500 million to NOK 2000 million in February 2009.<br />

5) Other non-current liabilities mainly consist of estimated deferred payment related to the acquisition of Qserv Ltd NOK 531 million, deferred payment TH Global NOK 234 million (NOK 407<br />

in 2007) and insurance liabilities of NOK 173 million (NOK 315 million in 2007). The deferred liabilities are non-interest bearing, but have been discounted in the financial statements.<br />

Norwegian bonds<br />

<strong>Aker</strong> <strong>Solutions</strong> has issued four bonds with maturities of three, five and seven years (two loans), starting 1December 2006. The bonds are denominated in<br />

Norwegian kroner and are issued in the Norwegian bond market. Three of the bonds are issued based on afloating interest rate plus apredefined margin.<br />

One of the bonds, NOK 150 million with seven years maturity, has afixed interest rate of 6percent.<br />

The bonds are issued with Norsk Tillitsmann as trustee and the loan agreements are based on Norsk Tillitsmann’s standard loan agreement for such<br />

bonds. The bonds are unsecured on anegative pledge basis and include no dividend restrictions.<br />

The bonds are listed on the Oslo Stock Exchange.<br />

Bank debt<br />

The bank debt consists of two revolving credit facilities of EUR 750 million with initial maturity in October 2012 and NOK 2000 million maturing in December<br />

2011. The facilities are provided by abank syndicate consisting of Nordic and international high quality banks. The EUR 750 million facility was drawn<br />

with NOK 4100 million and USD 100 million at year end <strong>2008</strong> and the NOK 2000 million facility was undrawn. The terms and conditions include restrictions<br />

which are customary for this kind of facility, including inter alia negative pledge provisions and restrictions on acquisitions, disposals and mergers.<br />

Furthermore, there are certain changes of control provisions included. The facility includes no dividend restrictions and is unsecured.<br />

The financial covenants are based on two sets of key financial ratios; agearing ratio based on gross debt /EBITDA and an interest coverage ratio based<br />

on EBITDA /net finance costs. The financial covenants aretested on aquarterly basis. The margin applicable to the facility is based on aprice grid determined<br />

by the gearing ratio.<br />

The facility is hedged to fixed rate through an interest rate swap for NOK 2000 million through 2009.<br />

Repayments of non-current borrowings<br />

Amounts in NOK million Bonds 1 Other Total<br />

2009 -500 -149 -649<br />

2010 - - -<br />

2011 -650 - -650<br />

2012 - - 4750 -4750<br />

2013 -450 -261 -711<br />

Total repayments -1600 -5160 -6760<br />

1) All figures are stated at nominal value.<br />

112<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Mortgages and guarantee liabilities<br />

The group has NOK 1million in mortgage liabilities, which is secured by pledges on property, plant and equipment with book values of NOK 1million.<br />

The group has no guarantee liabilities as at 31 December <strong>2008</strong>, except for guarantees related to contracts.<br />

■<br />

Note 26: Subsequent events<br />

Dividend<br />

The Board ofDirectors of <strong>Aker</strong> <strong>Solutions</strong> will propose an ordinary dividend of NOK 1.60 per share.<br />

Wirth Maschinen- und Bohrgeräte- Fabrik GmbH<br />

In August 2007, <strong>Aker</strong> <strong>Solutions</strong> acquired the first 50 percent of the shares in the German company Wirth, with an option to buy the remaining stocks.<br />

In January 2009, <strong>Aker</strong> <strong>Solutions</strong> signed an agreement to buy the remaining 50 percent share inWirth. Wirth’s technology complements <strong>Aker</strong> <strong>Solutions</strong>’<br />

portfolio of drilling equipment products and technology. This acquisition is pending antitrust clearance.<br />

Employee share purchase programme<br />

<strong>Aker</strong> <strong>Solutions</strong> has decided to offer approximately 14 100 of its employees the opportunity to buy <strong>Aker</strong> <strong>Solutions</strong> ASA shares with amarket value of approximately<br />

NOK 15 000 per employee including adiscount of NOK 1500. The duration of the programme will be 12 months, from March 2009 through to March 2010.<br />

Employees who keep their shares until 1September 2011 and are still employed by the company will be entitled to abonus share award ofone bonus<br />

share for every two <strong>Aker</strong> <strong>Solutions</strong> ASA shares held under the programme. The programme will be introduced in 2009 in Norway, the United Kingdom, the<br />

Netherlands, Canada and Chile and in addition the US, pending approval from local authorities.<br />

■<br />

Note 27: Discontinued operations<br />

<strong>Aker</strong> <strong>Solutions</strong>’ Pulping &Power businesses were sold in the fourth quarter of 2006.<br />

■ Note 28: Group companies as at 31 December <strong>2008</strong><br />

Company Location Ownership (percent) 1<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA Fornebu, Norway 100<br />

<strong>Aker</strong> Advantage Pty Ltd Melbourne, Australia 100<br />

<strong>Aker</strong> Marine Contractors Pty Ltd Perth, Australia 100<br />

<strong>Aker</strong> Process Systems Pty Ltd Welshpool, Australia 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Australia Pty Ltd Melbourne, Australia 100<br />

<strong>Aker</strong> Subsea Pty Ltd Melbourne, Australia 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Belgium NV/SA Antwerp, Belgium 100<br />

<strong>Aker</strong> <strong>Solutions</strong> do Brasil Ltda Curitiba, Brazil 100<br />

MC Engenharia Ltda São Paulo, Brazil 100<br />

<strong>Aker</strong> Chemetics Offshore Services Inc Vancouver, Canada 100<br />

<strong>Aker</strong> Construction Canada Ltd Ontario, Canada 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Canada Inc Vancouver, Canada 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Oilfield Services Canada Inc St. Johns Newfoundland, Canada 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Chile S.A Santiago, Chile 100<br />

<strong>Aker</strong> Cool Sorption (Beijing) Technology Ltd Beijing, China 100<br />

<strong>Aker</strong> E&C (Shanghai) Co Ltd Shanghai, China 100<br />

<strong>Aker</strong> Projects (Shanghai) Co Ltd Shanghai, China 100<br />

<strong>Aker</strong> Cool Sorption AS Glostrup, Denmark 100<br />

<strong>Aker</strong> Cool Sorption International AS Glostrup, Denmark 100<br />

<strong>Aker</strong> Operations APS Glostrup, Denmark 100<br />

<strong>Aker</strong> Offshore OY Pori, Finland 100<br />

<strong>Aker</strong> Process Systems SAS Vincennes Cedex, France 100<br />

<strong>Aker</strong> Process GmbH Lagenfeld, Germany 100<br />

<strong>Aker</strong> MH (India) Pvt Mumbai, India 51<br />

<strong>Aker</strong> Powergas Pvt Ltd Mumbai, India 64<br />

PT <strong>Aker</strong> Kvaerner Indonesia Snd Bhd Jakarta, Indonesia 100<br />

PT <strong>Aker</strong> <strong>Solutions</strong> Subsea Indonesia Jakarta, Indonesia 100<br />

Kvaerner (Ireland) Ltd Dublin, Ireland 100<br />

<strong>Aker</strong> Engineering Malaysia Snd Bhd Kuala Lumpur, Malaysia 90<br />

<strong>Aker</strong> Process Systems Asia Pacific Sdn Bhd Shah Akam, Malaysia 100<br />

<strong>Aker</strong> Process Systems Snd Bhd Kuala Lumpur, Malaysia 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Malaysia Snd Bhd Kuala Lumpur, Malaysia 100<br />

Phoenix Polymers Malaysia Ltd Kuala Lumpur, Malaysia 50<br />

<strong>Aker</strong> <strong>Solutions</strong> Asia Pacific Snd Bhd Kuala Lumpur, Malaysia 100<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 113


Our performance<br />

Notes to the accounts<br />

Company Location Ownership (percent) 1<br />

<strong>Aker</strong> <strong>Solutions</strong> (Mauritius) Ltd Port Louis, Mauritius 100<br />

<strong>Aker</strong> <strong>Solutions</strong> SA de CV Lomas de Chaputtepec, Mexico 100<br />

<strong>Aker</strong> Advantage BV Gravenhage, Netherlands 100<br />

<strong>Aker</strong> Process BV Zoetermeer, Netherlands 100<br />

<strong>Aker</strong> Process Engineering Services BV Maastrichts, Netherlands 100<br />

<strong>Aker</strong> <strong>Solutions</strong> BV Zoetermeer, Netherlands 100<br />

Caspian Sea <strong>Solutions</strong> BV Zoetermeer, Netherlands 100<br />

<strong>Aker</strong> Kvaerner Nigeria Ltd Lagos State, Nigeria 100<br />

<strong>Aker</strong> Academy AS Fornebu, Norway 100<br />

<strong>Aker</strong> Advantage AS Bergen, Norway 100<br />

<strong>Aker</strong> Business Services AS Fornebu, Norway 100<br />

<strong>Aker</strong> Carbon AS Lysaker, Norway 100<br />

<strong>Aker</strong> Contracting Russia AS Fornebu, Norway 100<br />

<strong>Aker</strong> Egersund AS Egersund, Norway 100<br />

<strong>Aker</strong> Elektro AS Stord, Norway 100<br />

<strong>Aker</strong> Engineering &Technology AS Fornebu, Norway 100<br />

<strong>Aker</strong> Geo AS Stavanger, Norway 100<br />

<strong>Aker</strong> Installation FP AS Fornebu, Norway 100<br />

<strong>Aker</strong> Insurance AS Fornebu, Norway 100<br />

<strong>Aker</strong> Insurance Services AS Fornebu, Norway 100<br />

<strong>Aker</strong> Jacket Technology AS Verdal, Norway 100<br />

<strong>Aker</strong> Kværner Contracting International (Spain) AS Fornebu, Norway 100<br />

<strong>Aker</strong> Kværner Contracting Italy AS Fornebu, Norway 100<br />

<strong>Aker</strong> Kværner Process Systems International AS Fornebu, Norway 100<br />

<strong>Aker</strong> Marine Contractors AS Fornebu, Norway 100<br />

<strong>Aker</strong> MH AS Kristiansand S, Norway 100<br />

<strong>Aker</strong> O&G Group AS Fornebu, Norway 100<br />

<strong>Aker</strong> Offshore Partner AS Stavanger, Norway 100<br />

<strong>Aker</strong> Operations AS Stavanger, Norway 100<br />

<strong>Aker</strong> P&C Americas AS Fornebu, Norway 100<br />

<strong>Aker</strong> P&C Europe AS Fornebu, Norway 100<br />

<strong>Aker</strong> P&C Group AS Fornebu, Norway 100<br />

<strong>Aker</strong> Piping Tecnology AS Verdal, Norway 100<br />

<strong>Aker</strong> Porsgrunn AS Porsgrunn, Norway 100<br />

<strong>Aker</strong> Process System International AS Fornebu, Norway 100<br />

<strong>Aker</strong> Process Systems AS Fornebu, Norway 100<br />

<strong>Aker</strong> Pusnes AS Arendal, Norway 100<br />

<strong>Aker</strong> Sakkyndig Virksomhet AS Verdal, Norway 100<br />

<strong>Aker</strong> <strong>Solutions</strong> AS Fornebu, Norway 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Contracting AS Lysaker, Norway 100<br />

<strong>Aker</strong> Stord AS Stord, Norway 100<br />

<strong>Aker</strong> Subsea AS Fornebu, Norway 100<br />

<strong>Aker</strong> Valves AS Stord, Norway 100<br />

<strong>Aker</strong> Verdal AS Verdal, Norway 100<br />

<strong>Aker</strong> Well Service AS Stavanger, Norway 100<br />

Drilltech AS Kristiansand S, Norway 100<br />

First Interactive AS Stavanger, Norway 60<br />

KB eDesign AS Oslo, Norway 100<br />

Kogas AS Fornebu, Norway 100<br />

Kværner Engineering AS Fornebu, Norway 100<br />

Kværner Eureka AS Tranby, Norway 100<br />

Maritime Promeco AS Kristiansand S, Norway 100<br />

Norwegian Contractors AS Fornebu, Norway 100<br />

Step Offshore AS Hvalstad, Norway 51<br />

Stord Montasje AS Stord, Norway 100<br />

Stord Verft AS Stord, Norway 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Peru SA San Isidro, Peru 100<br />

<strong>Aker</strong> Kvaerner Caribe LLP San Juan, Puerto Rico 98<br />

Kvaerner Davy GOT Moscow, Russia 51<br />

<strong>Aker</strong> Process Gulf Ltd Al Khobar, Saudi Arabia 100<br />

<strong>Aker</strong> MH (Singapore) Pte Ltd Singapore, Singapore 100<br />

<strong>Aker</strong> <strong>Solutions</strong> (Services) Pte Ltd Singapore, Singapore 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Singapore Pte Ltd Singapore, Singapore 100<br />

<strong>Aker</strong> Pusnes Korea Co Ltd Pusan, South Korea 80<br />

Kvaerner Pulping SL Barcelona, Spain 100<br />

Kvaerner Water AB Ørnskjøldsvik, Sweden 100<br />

Kvaerner Holdings Switzerland AG Zug, Switzerland 100<br />

114<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

Company Location Ownership (percent) 1<br />

<strong>Aker</strong> Cool Sorption Siam Ltd Rayong, Thailand 100<br />

<strong>Aker</strong> Cool Sorption Thailand Ltd Rayong, Thailand 100<br />

<strong>Aker</strong> Kvaerner (Thailand) Ltd Bangkok, Thailand 100<br />

<strong>Aker</strong> Kvaerner E&C (Thailand) Ltd Bangkok, Thailand 100<br />

<strong>Aker</strong> Kvaerner E&C Holdings (Thailand) Ltd Bangkok, Thailand 100<br />

<strong>Aker</strong> Advantage Ltd London, UK 100<br />

<strong>Aker</strong> Business Services Ltd London, UK 100<br />

<strong>Aker</strong> Construction (Stevanage) Ltd London, UK 100<br />

<strong>Aker</strong> Kvaerner Kazakhstan Ltd London, UK 100<br />

<strong>Aker</strong> MH UK Ltd Aberdeen, UK 100<br />

<strong>Aker</strong> Offshore Partner Ltd London, UK 100<br />

<strong>Aker</strong> Process Ltd London, UK 100<br />

<strong>Aker</strong> Process Systems Ltd Aberdeen, UK 100<br />

<strong>Aker</strong> Qserv Ltd Aberdeen, UK 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Angola Ltd Maidenhead, UK 100<br />

<strong>Aker</strong> <strong>Solutions</strong> DC Trustees Ltd London, UK 100<br />

<strong>Aker</strong> <strong>Solutions</strong> E&C Ltd Stockton on Tees, UK 100<br />

<strong>Aker</strong> Subsea Ltd Maidenhead, UK 100<br />

<strong>Aker</strong> Well Services Ltd Aberdeen, UK 100<br />

Phoenix Polymers International Ltd Aberdeen, UK 50<br />

Qserv Pipeline &Process Ltd London, UK 100<br />

Woodfield Systems Co Ltd Kent, UK 100<br />

<strong>Aker</strong> Kvaerner Well Service LLC Muscat, United Arab Emirates 70<br />

<strong>Aker</strong> MH FZE Dubai, United Arab Emirates 100<br />

<strong>Aker</strong> Advantage Inc Houston, USA 100<br />

<strong>Aker</strong> Business Services Inc Houston, USA 100<br />

<strong>Aker</strong> Construction Inc Houston, USA 100<br />

<strong>Aker</strong> Enercon Inc Houston, USA 100<br />

<strong>Aker</strong> Field Development Inc Houston, USA 100<br />

<strong>Aker</strong> Industrial Constructions Inc Houston, USA 100<br />

<strong>Aker</strong> Kvaerner Pharmaceuticals LLC Houston, USA 100<br />

<strong>Aker</strong> Kvaerner Power Inc Charlotte, USA 100<br />

<strong>Aker</strong> Kvaerner Process Systems US Inc Houston, USA 100<br />

<strong>Aker</strong> Kvaerner US LLP Houston, USA 100<br />

<strong>Aker</strong> Kvaerner Willfab Inc Williamsport, USA 100<br />

<strong>Aker</strong> Marine Contractors US Inc Houston, USA 100<br />

<strong>Aker</strong> Maritime US Inc Houston, USA 100<br />

<strong>Aker</strong> Metals Inc Houston, USA 100<br />

<strong>Aker</strong> MH Inc Katy, USA 100<br />

<strong>Aker</strong> Michigan Inc Houston, USA 100<br />

<strong>Aker</strong> Oil &Gas US LLC Houston, USA 100<br />

<strong>Aker</strong> P&C Inc Houston, USA 100<br />

<strong>Aker</strong> P&C US Inc Houston, USA 100<br />

<strong>Aker</strong> Plant Services Group Inc Houston, USA 100<br />

<strong>Aker</strong> <strong>Solutions</strong> Chile Corporation Houston, USA 100<br />

<strong>Aker</strong> <strong>Solutions</strong> US Inc Houston, USA 100<br />

<strong>Aker</strong> <strong>Solutions</strong> USA Corporation Houston, USA 100<br />

<strong>Aker</strong> Strategic Operations Inc Washington, USA 100<br />

<strong>Aker</strong> Subsea Inc Houston, USA 100<br />

<strong>Aker</strong> US Holdings Inc Houston, USA 100<br />

<strong>Aker</strong> Well Services Inc Houston, USA 100<br />

DSI Constructors Houston, USA 100<br />

Kvaerner Process Services Inc Houston, USA 100<br />

RIG Specialities Inc Houston, USA 100<br />

1) The share oflegal ownership equals the share ofvoting shares.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 115


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA:<br />

Income statement 1.1 –31.12<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

Operating revenues 22 17<br />

Operating expenses 2 -212 -171<br />

Operating loss -190 -154<br />

Income from investments in subsidiaries - 2157<br />

Net financial items 3 472 436<br />

Profit before tax 282 2439<br />

Tax 4 -77 -149<br />

Net profit 205 2290<br />

Net profit for the year is distributed as follows:<br />

Proposed dividends 430 809<br />

Other equity -225 1481<br />

Total distributed 205 2290<br />

116<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA:<br />

Balance sheet as at 31.12<br />

Amounts in NOK million Note <strong>2008</strong> 2007<br />

ASSETS<br />

Deferred tax asset 4 - 40<br />

Investments in group companies 5 6744 6856<br />

Investments in associates 5 270 72<br />

Interest-bearing non-current receivables 8 90 8<br />

Total non-current assets 7104 6976<br />

Interest-bearing current receivables from group companies 8 14 996 9726<br />

Non interest-bearing receivables from group companies 6 2764 2843<br />

Other current receivables 6 1168 1494<br />

Cash and cash equivalents 8 1404 1855<br />

Total current assets 20 332 15 918<br />

Total assets 27 436 22 894<br />

LIABILITIES AND SHAREHOLDERS’ EQUITY<br />

Issued capital 7 548 548<br />

Own shares 7 -10 -9<br />

Share premium reserve 7 4279 4279<br />

Other equity 7 3105 3447<br />

Total equity 7922 8265<br />

Interest-bearing debt 8, 9 6373 1571<br />

Deferred tax liability 4 14 -<br />

Total non-current borrowings 6387 1571<br />

Interest-bearing current debt to group companies 8 9006 9999<br />

Provision for dividend 6 430 809<br />

Non interest-bearing dept to group companies 6 1284 1259<br />

Other current liabilities 6 2407 991<br />

Total current liabilities 13 127 13 058<br />

Total liabilities and shareholders’ equity 27 436 22 894<br />

Fornebu, 3March 2009<br />

Board ofDirectors of <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Martinus Brandal<br />

Chairman<br />

Bjørn Flatgård<br />

Vice Chairman<br />

Heidi M. Petersen<br />

Vibeke Hammer<br />

Madsen<br />

Leif-Arne langøy<br />

Siri Fürst<br />

Åsmund Knutsen Ingebreth Forus Arve Toft Atle Teigland Simen Lieungh<br />

President &CEO<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 117


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA:<br />

Statement of cash flow 1.1 –31.12<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Profit before tax 282 2439<br />

Unrealised exchange gain - -26<br />

Accrued interest long-term debt 18 2<br />

Depreciation and amortisation (+) - 28<br />

Changes in other net operating assets 1724 3684<br />

Net cash flows operating activities 2024 6127<br />

Acquisition of businesses -167 -394<br />

Disposal of businesses 112 31<br />

Net cash flow from investing activities - 55 -363<br />

Proceeds from non-current debt 4802 -<br />

Changes in net borrowings from group companies -6345 -4240<br />

Buy-back of own shares -70 -781<br />

Dividends paid -807 -2182<br />

Net cash from financing activities -2420 -7203<br />

Net decrease (-) /increase (+) in cash and bank deposits -451 -1439<br />

Cash and cash equivalent at 1January 1855 3294<br />

Cash and cash equivalent at the end of the period 1404 1855<br />

118<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Annual</strong> accounts<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA:<br />

Notes to the accounts<br />

■ Note 1: Accounting principles<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA is acompany domiciled in Norway. The accounts are presented in conformity with Norwegian legislations and Norwegian generally<br />

accepted accounting principles.<br />

Investment in subsidiaries and associates<br />

Investments in subsidiaries and associates are accounted for using the cost method in the parent company accounts. The investments are valued at cost<br />

less impairment losses. Write-down to fair value are according to good accounting practice recognised when the impairment is considered not to be<br />

temporary and reversed if the basis for the write-down is no longer present.<br />

Dividends and other payouts are recognised as income the same year as it is appropriated in the subsidiary. Ifthe dividend exceeds accumulated profits<br />

in the subsidiary after the day of acquisition the payment is treated as areduction of the carrying value of the investment.<br />

Classification and valuation of balance-sheet items<br />

Current assets and current liabilities includes items due within one year or items that are part of the operating cycle. The rest is classified as fixed<br />

assets /non-current debt.<br />

Current assets are valued at the lowest of cost and fair value. Current debt is valued at nominal value at the time of recognition.<br />

Fixed assets are valued at cost less accumulated depreciation, but are written down to fair value if impairment is not expected to be temporary. Noncurrent<br />

debts are initially valued at transaction value less attributable transaction cost. Subsequent to initial recognition, interest-bearing long-term debt is<br />

stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period of the borrowing<br />

on an effective interest basis.<br />

Trade receivables and other receivables are recognised at nominal value less provision for expected losses. Provision for expected losses is considered<br />

on an individual basis.<br />

Other receivables are valued at nominal value less provisions for expected loss. Provisions for losses are based on individual judgement of each receivable.<br />

Cash and cash equivalents is the parent company’s cash as well as net deposits from subsidiaries in the group cash pooling systems owned by the parent<br />

company. Correspondingly the parent company’s current debt to group companies will include the same net deposits in the group’s cash pooling system.<br />

Foreign currency and interest swaps<br />

Cash, receivables and foreign currency debt are valued at the exchange rate at the end of the fiscal year. Subsidiaries have entered into agreements with<br />

the parent company to hedge their foreign exchange exposure. In the parent company this risk is hedged in the external financial markets. All agreements<br />

are booked at fair value with any gains or losses booked against the income statement. In order to reduce the financial market exposure, interest swap<br />

agreements are entered. The value of these are recognised directly against equity and released to income statement in proportion to the relevant interest<br />

expense.<br />

Tax<br />

Taxexpense in the profit &loss account comprises current tax and changes in deferred tax. Deferred tax is calculated as 28 percent of temporary differences<br />

between accounting and tax values as well as any tax losses carry forward atthe year end. Anet deferred tax asset is recognised only to the extent it<br />

is probable that future taxable profits will be available against which the asset can be utilised.<br />

■<br />

Note 2: Operating expenses<br />

There are no employees in <strong>Aker</strong> <strong>Solutions</strong> ASA and hence no salary or pension related costs and also no loans or guarantees related to the executive<br />

management team. Group management and corporate staff are employed by other <strong>Aker</strong> <strong>Solutions</strong> companies and costs for their services as well as other<br />

parent company costs are charged to <strong>Aker</strong> <strong>Solutions</strong> ASA. Remuneration to and shareholding of directors and senior management, Simen Lieungh and<br />

Leif Hejø Borge, are described in note 18 Salaries, wages and social security costs to the consolidated accounts.<br />

Fees to KPMG for statutory audit of the parent company including group consolidation amounted to NOK 4million, fees for other assurance services<br />

amonted to NOK 0.2 million and fees for other advisory services amounted to NOK 0.2 million.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 119


Our performance<br />

Notes to the accounts<br />

■ Note 3: Net financial items<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Income from investment in other companies 31 -<br />

Interest income 1050 945<br />

Interest expense -677 -664<br />

Net interest 373 281<br />

Net foreign exchange gain 68 155<br />

Net other financial items 68 155<br />

Net financial items 472 436<br />

■<br />

Note 4: Tax<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Basis for taxable income<br />

Net profit (+) /loss (-) before tax 282 2439<br />

Group contribution without taxes impact - -1935<br />

Changes in non-current assets -31 28<br />

Permanent differances 11 -<br />

Change in timing differences -484 100<br />

Transferred to (utilisation of) tax loss carried forward 222 -632<br />

Taxable income - -<br />

Positive/(negative) timing differences<br />

Current assets 339 -75<br />

Taxloss carry forward -289 -67<br />

Total positive /negative timing differences 50 -142<br />

Deferred tax (28 percent of timing differences) -14 40<br />

Taxexpense<br />

Orgination and reversal of temporary differences -135 28<br />

Benefit of tax losses recognised 62 -177<br />

Withholding tax -4 -<br />

Total income tax expense in income statement -77 -149<br />

The tax loss carry forward isassumed to be fully deductible against future taxable income in the Norwegian group companies.<br />

120<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 5: Investments in subsidiaries and other companies<br />

Investments in subsidiaries<br />

Amounts in NOK million<br />

Registered<br />

office<br />

Share<br />

capital<br />

Number of<br />

shares held<br />

Book value<br />

Owner- /<br />

voting share<br />

<strong>Aker</strong> P&C Group AS Fornebu, Norway 500 500 000 1189 100%<br />

<strong>Aker</strong> O&G Group AS Fornebu, Norway 1110 1110 000 5555 100%<br />

Total investments in group companies 6744<br />

Investments in subsidiaries are changed with 112 million from the sale of shares in <strong>Aker</strong> Business Services Ltd.<br />

Investments in subsidiaries and other companies are held at the lower of cost and estimated fair value.<br />

Investments in other companies<br />

Amounts in NOK million<br />

Registered<br />

office<br />

Share<br />

capital<br />

Number of<br />

shares held<br />

Book value<br />

Owner- /<br />

voting share<br />

<strong>Aker</strong> Oilfield Services AS Oslo, Norway 321 10 379 470 270 32.29%<br />

Total investments in other companies 270<br />

■<br />

Note 6: Non interest-bearing items<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Non interest-bearing receivables from group companies 1 2764 2843<br />

Other receivables 2 1168 1494<br />

Current assets 3932 4337<br />

Non interest bearing liabilities to group companies 3 -1284 -1259<br />

Other current liabilities 2 -2407 - 991<br />

Current liabilities excl. tax and dividend -3691 -2250<br />

Net current assets excl. tax and dividend 241 2087<br />

Dividend -430 - 809<br />

Deferred tax assets /liabilities - 14 40<br />

Net operating assets incl. tax and dividend -203 1318<br />

1) Hereof NOK 2755 million in unrealised gains on group companies foreign exchange hedging with the parent company and NOK 9million in other receivables from group companies.<br />

2) Unrealised gains and losses in relation to foreign exchange hedging of the company’s borrowing and lending portefolio<br />

3) Hereof NOK 1211 million are unrealised losses on group companies foreign exchange hedging with the parent company and NOK 73 million in other liabilities to group companies.<br />

All current assets and liablities are due within one year.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 121


Our performance<br />

Notes to the accounts<br />

■ Note 7: Shareholders’ equity<br />

Amounts in NOK million<br />

Number<br />

of shares Share capital Own shares Share premium Other equity Total<br />

Equity as at 1January 2007 55 029 234 550 4279 2713 7542<br />

Dividend from shares held<br />

by <strong>Aker</strong> <strong>Solutions</strong> ASA 19 19<br />

Change in 2006 dividend -1 -1<br />

Increase caused by share split (1:5) 220 116 936 - -<br />

Cancellations of shares -1146 170 - 2 2 - -<br />

Share buy back 2 -11 - 770 - 781<br />

Net profit 2290 2290<br />

Proposed dividend -809 - 809<br />

Cash flow hedge 1 5 5<br />

Equity as at 31 December 2007 274 000 000 548 -9 4279 3447 8265<br />

Dividend from shares held<br />

by <strong>Aker</strong> <strong>Solutions</strong> ASA 2 2<br />

Share buy back 2 -1 -69 -70<br />

Net profit 205 205<br />

Proposed dividend -430 -430<br />

Cash flow hedge 1 -50 -50<br />

Equity as at 31 December <strong>2008</strong> 274 000 000 548 -10 4 279 3105 7922<br />

1) The value of interest swap agreements changing interest from floating to fixed interest is recognised directly in equity and will be released to income together with the corresponding interest<br />

expense.<br />

2) Afurther 595 000 shares were bought in January <strong>2008</strong>. After the acquisition, <strong>Aker</strong> <strong>Solutions</strong> ASA holds in total 4966 830 shares.<br />

3) Proposed dividend is excl. dividend on own shares as at 31 December <strong>2008</strong>.<br />

The share capital of <strong>Aker</strong> <strong>Solutions</strong> ASA is divided into 274 000 000 shares with anominal value of NOK 2. The shares can be freely traded. An overview<br />

of the company’s largest shareholders is to be found in page 129 Share and shareholder information.<br />

Own shares have been acquired for the purpose of being used in prospective share programs for employees, as settlement in future corporate acquisitions<br />

or for other purposes as decided by the Board ofDirectors.<br />

■<br />

Note 8: Interest-bearing items<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Cash and cash equivalents 1404 1855<br />

Interest-bearing current receivables from group companies 14 996 9726<br />

Other interest-bearing non-current receivables 1 90 8<br />

Interest-bearing current borrowings from group companies -9006 -9999<br />

Interest-bearing non-current borrowings -6373 -1571<br />

Net interest-bearing assets (+) /liabilities (-) 1111 19<br />

Interest income 1050 945<br />

Interest expense -677 -664<br />

Net interest 373 281<br />

1) Loan to <strong>Aker</strong> Bravo AS NOK 8million, loan to <strong>Aker</strong> Clean Carbon AS NOK 15 million, loan to <strong>Aker</strong> Oilfield Services AS NOK 65 million and deposit in Stiftelsen <strong>Aker</strong> <strong>Solutions</strong><br />

Kompensasjonsordning NOK 2million.<br />

For information on the group cash pooling system see note 25.1 Cash and cash equivalents to the consolidated accounts.<br />

122<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Notes to the accounts<br />

■ Note 9: Non-current borrowings<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Revolving credit facility 4802 -<br />

Norwegian bonds 1600 1600<br />

Refinancing costs to be amortised -55 -37<br />

Accrued interest 26 8<br />

Non-current borrowings at 31 December 6373 1571<br />

Repayments of non-current loans 1<br />

2009 -500 -500<br />

2011 -650 -650<br />

2012 -4802 -<br />

2013 -450 -450<br />

Total repayments -6402 -1600<br />

1) Norwegian bonds and revolving credit facility as described in note 25.6 Borrowings and other non-current liabilities to the consolidated accounts relates entirely to <strong>Aker</strong> <strong>Solutions</strong> ASA, see<br />

this note for information regarding interest rates, covenants and pledges.<br />

■<br />

Note 10: Guarantees<br />

Amounts in NOK million <strong>2008</strong> 2007<br />

Parent company guarantees to group companies 1 44 594 34 725<br />

Counter guarantees for bank /surety bonds 2 7855 5548<br />

Total guarantee liabilities 52 449 40 273<br />

1) Parent company guarantees to support subsidiaries in contractual obligations towards customers. <strong>Aker</strong> <strong>Solutions</strong> ASA has also issued counter indemnities in relation to office rental on behalf<br />

of subsidiaries.<br />

2) Bank guarantees and surety bonds are issued on behalf of <strong>Aker</strong> <strong>Solutions</strong> subsidiaries, and counter indemnified by <strong>Aker</strong> <strong>Solutions</strong> ASA.<br />

■<br />

Note 11: Financial instruments<br />

The corporate treasury function is located within <strong>Aker</strong> <strong>Solutions</strong> ASA and as part of this the company do investment and hedging deals with group<br />

companies. After internal netting the remaining net exposure ishedged in the external market. Corporate Treasury is allowed to hold positions within an<br />

approved trading mandate. Investments in group companies are normally not hedged and will be subject to currency fluctuations. Group policy is to<br />

maintain approximately 30 –50percent of its borrowings in fixed rate instruments using interest rate swaps to achieve this when necessary. For more<br />

information please see note 23 Financial risk management to the consolidated accounts.<br />

■<br />

Note 12: Contingent events and related parties<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA’s investment in <strong>Aker</strong> Oilfield Services AS and contract with Intellectual Property Holding AS are described in note 5Related parties to<br />

the consolidated accounts.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 123


Our performance<br />

Auditor’s <strong>report</strong><br />

124<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 125


Our performance<br />

Share and shareholder information<br />

Open and direct dialogue<br />

<strong>Aker</strong> <strong>Solutions</strong> is committed to maintaining an open and direct dialogue<br />

with its investors, analysts, and the financial community in general.<br />

Accurate, timely publication of information<br />

relevant to the market is important in<br />

ensuring that <strong>Aker</strong> <strong>Solutions</strong>’ share price<br />

reflects the company’s underlying value.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ objective is that the<br />

company’s shareholders will receive competitive<br />

returns on their investments over<br />

time through acombination of dividends,<br />

share buybacks, and share price growth.<br />

Dividend policy<br />

The Board ofDirectors considers that longterm<br />

average dividend payments to shareholders<br />

should amount to 30 to 50 percent<br />

of the <strong>Aker</strong> <strong>Solutions</strong> group’s net profit,<br />

through cash dividends and/or share buybacks.<br />

Considerations affecting dividend<br />

disbursements are alternative uses for<br />

such funds and applying them to further<br />

strengthen the company’s financial structure.<br />

The Boardwill propose to <strong>Aker</strong> <strong>Solutions</strong>’<br />

<strong>Annual</strong> General Meeting that atotal pershare<br />

dividend of NOK 1.60 be paid for<br />

<strong>2008</strong>.<br />

The following table shows <strong>Aker</strong> <strong>Solutions</strong>’<br />

dividend payments for the period<br />

2005–<strong>2008</strong>:<br />

Year<br />

Dividend<br />

2005 NOK 1<br />

2006 NOK 2<br />

2006 –extraordinary NOK 6<br />

2007 NOK 3<br />

<strong>2008</strong> –proposed NOK 1.60<br />

Shares and share capital<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA has 274 000 000 ordinary<br />

shares. Each share has apar value of<br />

NOK 2(see page 75ofthe consolidated<br />

accounts). As of 31 December <strong>2008</strong>, the<br />

companyhad 5231 shareholders, of whom<br />

562 (10.7 percent) were non-Norwegian.<br />

<strong>Aker</strong> <strong>Solutions</strong> has asingle class of shares.<br />

Each share isentitled to one vote. As of<br />

31 December <strong>2008</strong>, the company held<br />

4966 830 or 1.8 percent of its own (treasury)<br />

shares. No shareissues werecarried out in<br />

<strong>2008</strong>.<br />

Stock exchange listing<br />

<strong>Aker</strong> <strong>Solutions</strong> shares are listed on the<br />

OSEBX, the main list of the Oslo Stock<br />

Exchange (ticker: AKSO). <strong>Aker</strong> <strong>Solutions</strong><br />

shares are registered in the Norwegian<br />

Central Securities Depository; DnB NOR is<br />

the company’s registrar. The shares have<br />

the securities registration number ISIN<br />

NO0010215684. <strong>Aker</strong> <strong>Solutions</strong> ASA was<br />

listed on the Oslo Stock Exchange on<br />

2April 2004.<br />

Largest shareholder<br />

<strong>Aker</strong> Holding<br />

<strong>Aker</strong> <strong>Solutions</strong><br />

<strong>Aker</strong> ASA<br />

<strong>Aker</strong> ASA: 60%<br />

The Norwegian Government: 30%<br />

SAAB AB: 7.5%<br />

Investor AB: 2.5%<br />

<strong>Aker</strong> Holding: 40.27%<br />

<strong>Aker</strong> <strong>Solutions</strong>’ largest shareholder is <strong>Aker</strong><br />

Holding AS, which owns 40.27 percent of<br />

the company’s shares as of 31 December<br />

<strong>2008</strong>. <strong>Aker</strong> ASA holds a controlling 60<br />

percent stake in <strong>Aker</strong> Holding. The<br />

Norwegian government owns 30 percent<br />

of <strong>Aker</strong> Holding’s shares and the Swedish<br />

companies SAAB AB and Investor AB own<br />

7.5 percent and 2.5 percent, respectively.<br />

The co-owners of <strong>Aker</strong> Holding have<br />

agreed that <strong>Aker</strong> <strong>Solutions</strong> will continue to<br />

be developed as an internationally competitive,<br />

major supplier of technology,<br />

products, systems, and services, with<br />

operations concentrated in the energy, oil,<br />

and gas sectors.<br />

<strong>Aker</strong> Holding’s owners will continue the<br />

established, close industrial cooperation<br />

between <strong>Aker</strong> <strong>Solutions</strong> and other <strong>Aker</strong><br />

companies. While these companies are<br />

legally and financially independent units,<br />

they share many unifying features and<br />

complementary capabilities. <strong>Aker</strong> companies<br />

are linked by their <strong>Aker</strong> ASA ownership.<br />

When agreements are entered into<br />

between two or more<strong>Aker</strong> companies, the<br />

boards of directors and other parties<br />

involved are critically aware ofthe need to<br />

act in the best interests of the involved<br />

companies and in accordance with good<br />

corporate governance. If needed, external,<br />

independent opinions are sought.<br />

Current Board authorisations<br />

The 3April <strong>2008</strong> <strong>Annual</strong> General Meeting<br />

of <strong>Aker</strong> <strong>Solutions</strong> authorised the Board of<br />

Directors to acquirecompany shares up to<br />

atotal par value of NOK 54 800 000. The<br />

authorisation also allows for using company<br />

shares as security. The lowest pershare<br />

price to be paid under this authorisation<br />

is NOK 1; the highest is NOK 300. The<br />

authorisation is valid until the 2009 <strong>Annual</strong><br />

General Meeting or until 30 June 2009,<br />

whichever occurs first.<br />

Acquisition ofown shares<br />

The company’ssharebuy-back programme<br />

was continued under the Board authorisation<br />

granted by the <strong>2008</strong> <strong>Annual</strong> General<br />

Change in share capital<br />

Date Change in share capital Share capital in NOK Number of shares Par value in NOK<br />

1January 2006 550 292 340 55 029 234 10.00<br />

31 December 2006 550 292 340 55 029 234<br />

Change in 2007 -2292 340 218 970 766<br />

31 December 2007 548 000 000 274 000 000 2.00<br />

31 December <strong>2008</strong> 548 000 000 274 000 000 2.00<br />

126<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Share and shareholder information<br />

Meeting. The Board has authorised the<br />

company’s administration to repurchase<br />

treasury shares up to 5 percent of the<br />

company’s outstanding shares. The share<br />

buy-back programme runs until the 2April<br />

2009 <strong>Annual</strong> General Meeting. As of 28<br />

February 2009, none of the company’s<br />

shares had been acquired pursuant to the<br />

Boardauthorisation.<br />

The Board will propose an extension of<br />

the mandate from the date of the AGM’s<br />

decision until the next AGM.<br />

Share price development in NOK<br />

■ AKSO indexed ■ OSEBX indexed<br />

800<br />

700<br />

600<br />

500<br />

400<br />

300<br />

200<br />

100<br />

0<br />

Stock option programme<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA has as of 31 December<br />

<strong>2008</strong> no stock option programme.<br />

Jun<br />

2004<br />

Dec<br />

2004<br />

Jun<br />

2005<br />

Dec<br />

2005<br />

Jun<br />

2006<br />

Dec<br />

2006<br />

Jun<br />

2007<br />

Dec<br />

2007<br />

Jun<br />

<strong>2008</strong><br />

Dec<br />

<strong>2008</strong><br />

Feb<br />

2009<br />

Share purchase programme for<br />

employees<br />

In January, <strong>Aker</strong> <strong>Solutions</strong> announced<br />

that it is offering approximately 14 100 of<br />

its employees in Norway, the Netherlands,<br />

United Kingdom, Chile and Canada the<br />

opportunity to buy <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

shares at adiscount. The discount is NOK<br />

1500 per employee and the total buying<br />

amount per employee is NOK 15 000 for<br />

the 12 months (from March 2009 to March<br />

2010) the programme is running. The pershare<br />

purchase price will be equal to the<br />

average (volume-weighted) share price of<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA’s shares on the Oslo<br />

Stock Exchange on the last trading day<br />

before the shares are distributed.<br />

Employees who keep their shares until<br />

1September 2011 and who are continuously<br />

employed by <strong>Aker</strong> <strong>Solutions</strong> throughout<br />

the period for which they hold their<br />

shares will be entitled to abonus share<br />

award, free of charge, of one bonus share<br />

for every two <strong>Aker</strong> <strong>Solutions</strong> ASA shares<br />

held under the programme.<br />

Investor relations<br />

<strong>Aker</strong> <strong>Solutions</strong> seeks to maintain an open<br />

and direct dialogue with shareholders,<br />

financial analysts, and the financial<br />

community in general. In addition to<br />

meetings with analysts and investors, the<br />

company schedules regular presentations<br />

at major financial centers in Europe and<br />

the US.<br />

<strong>2008</strong> share data<br />

Geographic distribution of ownership<br />

As of 13 february 2009<br />

<strong>2008</strong> 2007<br />

Highest closing share price NOK 157.00 190.75<br />

Lowest closing share price NOK 26.15 131.75<br />

Average closing share price NOK 101.80 152.15<br />

Closing price as of 31 December NOK 45.00 144.50<br />

Own (treasury) shares as of 31 December No. of shares 4966 830 4371 830<br />

Shares issued and outstanding as of 31 Dec. No. of shares 274 000 000 274 000 000<br />

Market capitalisation as of 31 December NOK million 12 330 39 593<br />

Daily turnover No. of shares 2173 788 2171 000<br />

Turnover ratio Percent 200.9 197.5<br />

Earnings per share NOK 5.34 8.84<br />

Nationality Number of shares Ownership<br />

Non-Norwegian shareholders 134 796 609 49.20%<br />

Norwegian shareholders 139 203 391 50.80%<br />

Total 274 000 000 100%<br />

Ownership structure bynumbers of shares held<br />

As of 13 february 2009<br />

Shares held Number of shareholders Share capital<br />

1–100 1262 0.03%<br />

101 –1000 2912 0.51%<br />

1001 –10000 1191 1.39%<br />

10 001 –100 000 266 3.58%<br />

100 001 –500 000 115 8.65%<br />

More than 500 000 50 85.85%<br />

Total 5796 100%<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 127


Our performance<br />

Share and shareholder information<br />

Visitors to <strong>Aker</strong> <strong>Solutions</strong>’ website can<br />

subscribe to email delivery of company<br />

news. All <strong>Aker</strong> <strong>Solutions</strong> press releases and<br />

investor relations (IR) publications, including<br />

archived material, are available at the company’swebsite<br />

www.akersolutions.com.<br />

This online resource provides the<br />

company’s quarterly and annual <strong>report</strong>s,<br />

prospectuses, corporate presentations,<br />

articles of association, financial calendar,<br />

Investor Relations and Corporate Governance<br />

policies, and other information. At<br />

<strong>Aker</strong> <strong>Solutions</strong>’ annual capital markets day<br />

presentation, open to all stakeholders, key<br />

executives provide detailed, up-to-date<br />

information about the company’s business<br />

activities and market conditions.<br />

Shareholders can contact the company’s<br />

investor relations staff at: ir@akersolutions.<br />

com. The Oslo Stock Exchange displays<br />

special symbols alongside company listings<br />

to indicate satisfactory distribution of<br />

information (i) and information in English<br />

(E). Both the i and the E symbols have<br />

been awarded to <strong>Aker</strong> <strong>Solutions</strong>. Details<br />

on these designations are available at<br />

www.oslobors.no.<br />

Analysts<br />

The following security brokers provide analytic coverage of <strong>Aker</strong> <strong>Solutions</strong> (as of 13 February 2009)<br />

Company Name Phone<br />

ABG Sundal Collier Ole Martin Westgaard + 47 22 01 61 60<br />

ABN AMRO Thomas Deitz +44207 67 881 07<br />

Arctic Securities Kjetil Garstad +4721013224<br />

Barclays Mick Pickup +44203 13 466 95<br />

Citigroup Fiona Maclean +44207 98 641 44<br />

Carnegie Frederik H. Lunde +4722009379<br />

Credit Agricole Cheuvreux Geoffroy Stern + 33 141897379<br />

Danske Bank Endre Storløkken +4724008442<br />

Deutsche Bank Christyan FMalek +44207 54 582 49<br />

DnB NOR Lars-Daniel Westby +4722948983<br />

Fearnley Fonds Truls Olsen +4722936393<br />

First Securities Pål Dahl +4723238198<br />

Fondsfinans Gøran Andreassen +4723113033<br />

Goldman Sachs Henry Tarr +44207 55 259 81<br />

Handelsbanken Håkon Amundsen +4722940995<br />

HSBC David Phillips +44207 99 153 88<br />

JP Morgan Amy Wong +44207 32 594 60<br />

Merrill Lynch Alejandro Demichelis +44207 99 615 68<br />

Nordea Anne Ulriksen +4722486867<br />

Nomura Iqbal Nasim +44207 10 239 77<br />

Orion Securities Aleksandr Solovjov +37052461968<br />

Pareto Rune Juliussen +4722878732<br />

RS Platou Markets Terje Mauer +4722016324<br />

SEB Enskilda Terje Fatnes +4721008538<br />

UBS Alex Brooks +44207 56 758 04<br />

Electronic interim and annual<br />

<strong>report</strong>s<br />

<strong>Aker</strong> <strong>Solutions</strong> encourages its shareholders<br />

to subscribe to the company’s annual<br />

<strong>report</strong>s via the electronic delivery system<br />

of the Norwegian Central Securities<br />

Depository (VPS). Please note that VPS<br />

services (VPS Investortjenester) are<br />

designed primarily for Norwegian shareholders.<br />

Subscribers to this service receive<br />

annual <strong>report</strong>s in PDF format via email.<br />

VPS distribution takes place at the same<br />

time as distribution of the printed version<br />

of <strong>Aker</strong> <strong>Solutions</strong>’ annual <strong>report</strong> to shareholders<br />

who have requested it.<br />

Quarterly <strong>report</strong>s, which are generally<br />

only distributed electronically, are available<br />

from the company’s website and other<br />

sources. Shareholders who are unable to<br />

receive the electronic version of quarterly<br />

<strong>report</strong>s may subscribe to the printed version<br />

by contacting <strong>Aker</strong> <strong>Solutions</strong>’ investor<br />

relations staff.<br />

Nomination committee<br />

<strong>Aker</strong> <strong>Solutions</strong> has anomination committee<br />

consisting of no fewer than three members,<br />

as set forth in the company’s articles<br />

of association. The composition of the<br />

nomination committee must reflect the<br />

interests of shareholders and the committee’s<br />

members must be independent.<br />

The nomination committee has the<br />

following members:<br />

Kjell Inge Røkke (Chairman),<br />

<strong>2008</strong>–2010<br />

Gerhard Heiberg, <strong>2008</strong>–2010<br />

Kjeld Rimberg, 2007–2009<br />

<strong>Annual</strong> General Meeting<br />

<strong>Annual</strong> General Meetings are normally held<br />

in late March or early April. Written notification<br />

is sent to all shareholders or their<br />

nominees individually.All information relevant<br />

to the <strong>Annual</strong> General Meeting is also available<br />

on the company’s website. To vote at<br />

shareholders’ meetings, shareholders (or<br />

their duly authorised representatives) must<br />

either be physically present, or vote by<br />

proxy; registration and proxy instructions<br />

are published on the company’s website.<br />

<strong>2008</strong> share data<br />

The company’s total market capitalisation<br />

as of 31 December <strong>2008</strong> was NOK 12 330<br />

million. During <strong>2008</strong>,atotal of 550 522 000<br />

<strong>Aker</strong> <strong>Solutions</strong> shares were traded,<br />

corresponding to 3.4 times the company’s<br />

freely tradeable stock. Of the company’s<br />

outstanding shares, 59.73 percent were<br />

freely tradeable in <strong>2008</strong>; the remaining<br />

40.27 percent was owned by <strong>Aker</strong> Holding<br />

AS. Shares traded on all of the 252 possible<br />

trading days. The average daily trading<br />

volume was 2184 611 shares.<br />

Registrar<br />

Shareholders may contact <strong>Aker</strong> <strong>Solutions</strong>’<br />

registrar with questions pertaining to their<br />

shareholding:<br />

DnB NOR ASA<br />

Verdipapirservice<br />

Stranden 21<br />

NO-0021 Oslo, Norway<br />

Telephone: +4722482770<br />

Telefax: +4722481171<br />

www.dnbnor.com<br />

128<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Share and shareholder information<br />

20 largest shareholders<br />

As of 13 February 2009<br />

Name Nominee No. of shares held Ownership<br />

<strong>Aker</strong> Holding AS 110 333 615 40.27%<br />

JPMorgan Chase Bank x 16236 318 5.93%<br />

State Street Bank and Trust CO. x 14765 932 5.39%<br />

State Street Bank &Trust CO. x 9 566 744 3.49%<br />

Clearstream Banking S.A. x 5 783 983 2.11%<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA 4966 830 1.81%<br />

Bank of New York Mellon x 4 740 961 1.73%<br />

Citibank N.A. New York Branch x 4 600 000 1.68%<br />

JPMorgan Chase Bank x 4 170 163 1.52%<br />

Bank of New York, Brussels Branch 3767 650 1.38%<br />

Citibank N.A. New York Branch x 3 541 890 1.29%<br />

The Northern Trust C.O. x 3 313 890 1.21%<br />

JPMorgan Chase Bank x 2 856 722 1.04%<br />

Deutsche Bank AG Frankfurt x 2 736 889 1.00%<br />

JPMorgan Chase Bank x 2 540 803 0.93%<br />

Bank of New York Mellon x 2 473 158 0.90%<br />

RBC Dexia Investor Services Trust x 2 373 573 0.87%<br />

Folketrygdfondet 2118 400 0.77%<br />

State Street Bank and Trust CO. x 2 078 473 0.76%<br />

Investors Bank &Trust Company x 2 016 178 0.74%<br />

Total, 20 largest shareholders 204 982 172 74.81%<br />

Other shareholders 69 017 828 25.19%<br />

Total 274 000 000 100%<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 129


Our performance<br />

Analytical information<br />

Analytical information <strong>Aker</strong> <strong>Solutions</strong><br />

Amounts in NOK million <strong>2008</strong> 2007 2006<br />

Order backlog 31.12 58 016 58 261 59 695<br />

Order intake 55 590 57 942 62 271<br />

Revenue 58 252 57 957 50 592<br />

EBITDA 3382 3913 2872<br />

EBITDA margin 5.8% 6.8% 5.7%<br />

Profit before tax 2103 3538 1869<br />

Rate of taxation 28.1% 30.4% 30.8%<br />

Net profit from continuing operations 1513 2464 1294<br />

Basic earnings per share continuing operations 5.34 8.84 4.53<br />

Cash flow from operating activities -868 2675 2636<br />

Cash flow from investing activities -3732 -1576 985<br />

Cash flow from financing activities 4105 -3013 -4688<br />

Cash flow per share 1.11 -7.82 -3.93<br />

Total capital 42 724 28 516 31 396<br />

Borrowings 6716 1615 1568<br />

Equity ratio 20.14% 25.48% 25.84%<br />

Liquidity ratio 117.49% 116.04% 120.04%<br />

Gearing ratio 73.56% 64.59% 59.90%<br />

Return ontotal capital 6.97% 12.51% 10.23%<br />

Return onequity 17.58% 33.91% 46.70%<br />

Return oncapital employed 8.50% 16.97% 12.52%<br />

Revenue<br />

Amounts in NOK million 1Q07 2Q07 3Q07 4Q07 2007 1Q08 2Q08 3Q08 4Q08 <strong>2008</strong><br />

ED&S 6998 6864 5691 5368 24 921 5879 6690 5577 4538 22 684<br />

Subsea 2136 2429 2571 2715 9851 3038 2550 2205 3413 11 206<br />

P&T 2513 2690 3287 3863 12 353 3251 3326 3388 4251 14 216<br />

P&C 2842 2929 2992 2834 11 597 2205 2649 2595 3253 10 702<br />

Other -342 -215 -304 96 -765 -156 -142 -258 - -556<br />

Total 14 147 14 697 14 237 14 876 57 957 14 217 15 073 13 507 15 455 58 252<br />

Revenue<br />

Amounts in NOK million<br />

EBITDA margin<br />

Return oncapital employed<br />

60 000<br />

50 000<br />

40 000<br />

30 000<br />

20 000<br />

10 000<br />

0<br />

8%<br />

7%<br />

6%<br />

5%<br />

4%<br />

3%<br />

2%<br />

1%<br />

0%<br />

18%<br />

16%<br />

14%<br />

12%<br />

10%<br />

8%<br />

6%<br />

4%<br />

2%<br />

0%<br />

2006<br />

2007<br />

<strong>2008</strong><br />

2006<br />

2007<br />

<strong>2008</strong><br />

2006<br />

2007<br />

<strong>2008</strong><br />

130<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our performance<br />

Analytical information<br />

EBIT<br />

Amounts in NOK million 1Q07 2Q07 3Q07 4Q07 2007 1Q08 2Q08 3Q08 4Q08 <strong>2008</strong><br />

ED&S 320 361 316 267 1264 307 261 186 -1322 -568<br />

Subsea 150 198 250 250 848 265 236 234 327 1062<br />

P&T 188 202 227 270 887 254 283 297 429 1263<br />

P&C 160 216 195 181 752 169 225 229 256 879<br />

Other -46 - 72 -83 - 68 -269 -98 -9 48 190 131<br />

Total 772 905 905 900 3482 897 996 994 -120 2767<br />

EBITDA<br />

Amounts in NOK million 1Q07 2Q07 3Q07 4Q07 2007 1Q08 2Q08 3Q08 4Q08 <strong>2008</strong><br />

ED&S 336 378 332 345 1391 325 281 221 -1302 -475<br />

Subsea 171 222 282 285 960 295 288 269 376 1228<br />

P&T 202 218 245 294 959 278 313 352 505 1448<br />

P&C 168 221 201 186 776 175 230 235 264 904<br />

Other -21 - 46 -63 - 43 -173 -71 14 74 260 277<br />

Total 856 993 997 1067 3913 1002 1126 1151 103 3382<br />

Order intake<br />

Amounts in NOK million 1Q07 2Q07 3Q07 4Q07 2007 1Q08 2Q08 3Q08 4Q08 <strong>2008</strong><br />

ED&S 7556 1730 6542 3964 19 792 3431 3503 5388 4359 16 681<br />

Subsea 2266 4200 1905 4006 12 377 2972 3045 1714 3735 11 466<br />

P&T 1889 3476 1872 3496 10 733 2760 4089 6611 2661 16 121<br />

P&C 6414 3281 3462 1839 14 996 4265 3657 1655 1714 11 291<br />

Other -821 629 252 -16 44 - 145 -298 427 47 31<br />

Total 17 304 13 316 14 033 13 289 57 942 13 283 13 996 15 795 12 516 55 590<br />

Order backlog<br />

Amounts in NOK million 1Q07 2Q07 3Q07 4Q07 2007 1Q08 2Q08 3Q08 4Q08 <strong>2008</strong><br />

ED&S 30 299 25 083 25 871 24 317 24 317 21 750 18 545 18 479 18 315 18 315<br />

Subsea 8838 10 618 9706 10 951 10 951 10 677 11 357 11 039 11 876 11 876<br />

P&T 12 092 12 861 11 371 11 520 11 520 10 930 11 692 16 045 14 705 14 705<br />

P&C 14 265 14 343 13 824 12 519 12 519 12 170 12 980 13 032 13 300 13 300<br />

Other -2736 -1973 -1443 -1046 -1046 -1045 -1185 -392 -180 -180<br />

Total 62 758 60 932 59 329 58 261 58 261 54 482 53 389 58 203 58 016 58 016<br />

Earnings per share<br />

Amounts in NOK<br />

Order intake<br />

Amounts in NOK million<br />

Order backlog<br />

Amounts in NOK million<br />

10<br />

60 000<br />

60 000<br />

8<br />

6<br />

4<br />

2<br />

50 000<br />

40 000<br />

30 000<br />

20 000<br />

10 000<br />

50 000<br />

40 000<br />

30 000<br />

20 000<br />

10 000<br />

0<br />

0<br />

0<br />

2006<br />

2007<br />

<strong>2008</strong><br />

2007<br />

<strong>2008</strong><br />

2007<br />

<strong>2008</strong><br />

■ ED&S ■ Subsea ■ P&T ■ P&C<br />

■ ED&S ■ Subsea ■ P&T ■ P&C<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 131


Our organisation and governance<br />

Corporate governance<br />

Safeguarding shareholder interests<br />

<strong>Aker</strong> <strong>Solutions</strong>’ goal is to ensure the greatest possible value creation over<br />

time, based on good corporate governance. <strong>Aker</strong> <strong>Solutions</strong>’ corporate<br />

governance principles establish an appropriate division of roles and<br />

responsibilities among the company’s owners, its Board ofDirectors,<br />

and its executive management.<br />

The following presents <strong>Aker</strong> <strong>Solutions</strong>’<br />

practices regarding each of the recommendations<br />

contained in the most recent<br />

version of the Norwegian Code of Practice<br />

for Corporate Governance. Deviations<br />

from these recommendations are explained<br />

under the appropriate Code heading.<br />

Purpose<br />

<strong>Aker</strong> <strong>Solutions</strong>’ corporate governance principles<br />

are intended to ensure anappropriate<br />

division of roles and responsibilities<br />

among the company’s owners, its Board of<br />

Directors, and its executive management.<br />

An appropriate division of roles is intended<br />

to ensure that goals and strategies are established,<br />

that adopted strategies are<br />

implemented, and that performance is<br />

subject to measurement and follow-up.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ corporate governance<br />

principles also help ensurethat the group’s<br />

activities are subject to satisfactory control.<br />

An appropriate division of roles and satisfactory<br />

control contribute to the greatest<br />

possible value creation over time, to the<br />

benefit of owners and other stakeholders.<br />

The corporate governance policy has<br />

been prepared by the BoardofDirectors of<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA. The principles are<br />

based on the Norwegian Code of Practice<br />

for Corporate Governance, dated 4 December<br />

2007. The following presents <strong>Aker</strong><br />

<strong>Solutions</strong>’ practices regarding each of the<br />

recommendations contained in the Code<br />

of Practice.<br />

Corporate values and ethical<br />

guidelines<br />

The Boardhas approved andadopted <strong>Aker</strong><br />

<strong>Solutions</strong>’ corporate values, which are presented<br />

on page 10 of this annual <strong>report</strong>.<br />

Our ethical guidelines and other policy<br />

documents have been prepared in accordance<br />

with these values.<br />

Our business<br />

<strong>Aker</strong> <strong>Solutions</strong>’ business purpose clause<br />

reads as follows: “The company’spurpose<br />

is owning and operating industrial businesses<br />

and other, related activities, capital<br />

management and other group functions,<br />

and participation in or acquisition of other<br />

business activities.”<br />

The business purpose clause ensures<br />

that shareholders have control of the<br />

scope of the business activities and their<br />

risk profile, without limiting the Board or<br />

management’sability to carry out strategic<br />

and financially viable decisions within the<br />

defined purpose. The group’s financial<br />

goals and main strategies are presented in<br />

this annual <strong>report</strong>.<br />

Equity and dividends<br />

The group’s equity as of 31 December<br />

<strong>2008</strong> amounted to NOK 8 605 million,<br />

which corresponds to an equity ratio of<br />

20.1 percent. <strong>Aker</strong> <strong>Solutions</strong> ASA regards<br />

the current equity structure asappropriate<br />

and adapted to the group’s objectives,<br />

strategy, and risk profile.<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA’s dividend policy is<br />

discussed in the section Share and shareholder<br />

information, see page 126 of this<br />

annual <strong>report</strong>. The group’s dividend policy<br />

is among the factors considered in preparing<br />

the Board’s proposal for allocation of<br />

profit for <strong>2008</strong>.<br />

Board authorisations<br />

The Board’s proposals for future Board<br />

authorisations are tobelimited to defined<br />

issues and are toremain in force until the<br />

next annual shareholders’ meeting.<br />

The current Board authorisation to<br />

acquire company (treasury) shares is also<br />

presented in the section Share and shareholder<br />

information on page 126 of this<br />

annual <strong>report</strong>.<br />

Equal treatment of shareholders and<br />

transactions with related parties<br />

<strong>Aker</strong> <strong>Solutions</strong>has asingleclass of shares;<br />

all shares carry the same rights in the company.<br />

Equal treatment of all shareholders<br />

is crucial. If existing shareholders’ preemptive<br />

rights are waived upon an increase in<br />

share capital, the Board must justify the<br />

waiver.Transactions in own (treasury) shares<br />

are executed on the Oslo Stock Exchange<br />

or by other means at the listed price.<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA has prepared guidelines<br />

designed to ensure that members of<br />

the Board ofDirectors and executive management<br />

notify the Board ofany material<br />

direct or indirect interest they may have in<br />

agreements entered into by the group.<br />

<strong>Aker</strong> ASA owns 60 percent of the shares<br />

in <strong>Aker</strong> Holding AS; as of 31 December<br />

<strong>2008</strong>, <strong>Aker</strong> Holding owned 40.27 percent<br />

of <strong>Aker</strong> Kværner ASA (now <strong>Aker</strong> <strong>Solutions</strong><br />

ASA) stock. The Norwegian parliamentary<br />

bill St.prp. no. 88 (2006–2007) provides<br />

further details on the establishment of <strong>Aker</strong><br />

Holding AS and the agreement between<br />

<strong>Aker</strong> ASA and the other <strong>Aker</strong> Holding AS<br />

shareholders.<br />

Based on its shared industrial history<br />

and ownership ties, <strong>Aker</strong> <strong>Solutions</strong> aims to<br />

maintain its close cooperation with the<br />

<strong>Aker</strong> group and various other companies<br />

associated with <strong>Aker</strong> ASA. For example,<br />

there is major potential in joint projects<br />

between <strong>Aker</strong> <strong>Solutions</strong> and other <strong>Aker</strong><br />

companies that serve the oil and gas<br />

industry.<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA is not regarded as a<br />

related party, under the Norwegian Public<br />

Limited Liability Companies Act, with<br />

regard to<strong>Aker</strong> ASA or companies in which<br />

<strong>Aker</strong> ASA has ownership interests. Nevertheless,<br />

the Board and management of<br />

<strong>Aker</strong> <strong>Solutions</strong> are keenly aware that <strong>Aker</strong><br />

<strong>Solutions</strong> must conduct relations with <strong>Aker</strong><br />

companies at arm’s length.<br />

Further, transactions of acertain size<br />

between <strong>Aker</strong> <strong>Solutions</strong> ASA and <strong>Aker</strong> group<br />

companies are subject to the procedures<br />

set forth in section 3-8 of the Norwegian<br />

Public Limited Liability Companies Act.<br />

For further information, see note 5Related<br />

parties to the consolidated accounts.<br />

Freely negotiable shares<br />

<strong>Aker</strong> <strong>Solutions</strong>sharesare freely negotiable.<br />

No restrictions on transferability are found<br />

in the company’s articles of association.<br />

<strong>Annual</strong> General Meetings<br />

<strong>Aker</strong> <strong>Solutions</strong> encourages shareholders<br />

to participate in its <strong>Annual</strong> General Meetings.<br />

Holding <strong>Annual</strong> General Meetings as<br />

132<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our organisation and governance<br />

Corporate governance<br />

soon as possible after year-end is apriority.<br />

Our goal is to publish notices of shareholders’<br />

meetings and comprehensive<br />

supporting information — including the<br />

recommendations of the nomination committee<br />

— on the company’s website no<br />

later than 21 days before the <strong>Annual</strong><br />

General Meeting, and to distribute these<br />

documents to shareholders with known<br />

addresses within the deadlines set forth in<br />

the Norwegian Public Limited Liability<br />

Companies Act. The deadline for shareholders<br />

to register to attend is set as close<br />

to the date of the meeting as possible.<br />

Shareholders who areunable to attend the<br />

meeting in person may vote by proxy. Further<br />

information on procedures for registration<br />

and proxy voting is provided with<br />

the meeting notice and registration and<br />

proxy forms.<br />

Pursuant to <strong>Aker</strong> <strong>Solutions</strong>’ articles of<br />

association, the BoardChairman or another<br />

person appointed by the Board Chairman<br />

chairs <strong>Annual</strong> General Meetings. To the<br />

extent possible, Board members, the<br />

nomination committee chairman, and the<br />

company’s auditor attend <strong>Annual</strong> General<br />

Meetings.<br />

The nomination committee focuses on<br />

composing aBoard that works as ateam<br />

and on selecting Board members whose<br />

experience and qualifications complement<br />

each other. Thus, typically, the <strong>Annual</strong><br />

General Meeting is invited to vote for the<br />

Board asawhole.<br />

Minutes of <strong>Annual</strong> General Meetings<br />

are published as soon as practical via the<br />

Oslo Stock Exchange messaging service<br />

www.newsweb.no (ticker: AKSO) and on the<br />

company’s website www.akersolutions.<br />

com under the heading Investor Relations.<br />

Nomination committee<br />

The company has anomination committee,<br />

as set forth in its articles of association.<br />

The nomination committee comprises no<br />

fewer than three members, who normally<br />

serve for two years. The composition of<br />

the nomination committee must reflect the<br />

interests of shareholders, as well as maintain<br />

the committee members’ independence<br />

from <strong>Aker</strong> <strong>Solutions</strong>’ Board and executive<br />

management. The members and<br />

chair of the nomination committee are<br />

elected by the company’s <strong>Annual</strong> General<br />

Meeting, which also determines their<br />

remuneration.<br />

Pursuant to the articles of association,<br />

the nomination committee recommends<br />

candidates for election to the Board<br />

of Directors. The nomination committee<br />

also makes recommendations as to the<br />

remuneration of Board members. The<br />

composition of the nomination committee<br />

is presented under the section Share and<br />

shareholder information in this annual<br />

<strong>report</strong>. The nomination committee is to<br />

provide written justifications of its recommendations.<br />

Board composition and<br />

independence<br />

Under anagreement with employee representatives<br />

the company does not have a<br />

corporate assembly, which is provided for<br />

under Norwegian law. Employees’ rights<br />

to representation and participation in decision<br />

making have been secured through<br />

extended employee representation on the<br />

BoardofDirectors, among other measures.<br />

Pursuant to the company’s articles of<br />

association, the Board comprises from six<br />

to ten members, one-third ofwhom are to<br />

be elected by and among <strong>Aker</strong> <strong>Solutions</strong><br />

employees. Further, up to three shareholder-elected<br />

deputy Board members<br />

may be elected. The nomination committee’s<br />

recommendations generally propose<br />

an appointment for Board Chairman; the<br />

Board Chairman is elected by shareholders<br />

at the <strong>Annual</strong> General Meeting. The<br />

Board elects its Deputy Chairman. Board<br />

members are elected for a two-year<br />

period.<br />

The majority of shareholder-elected<br />

Board members are independent of <strong>Aker</strong><br />

<strong>Solutions</strong>’ executive management and key<br />

business associates. Further, no fewer<br />

than four of the shareholder-elected Board<br />

members are independent of the company’s<br />

largest shareholder.<br />

The current composition of the Board<br />

and the Board members’ expertise, capabilities,<br />

and independence are presented<br />

on page 136 of the annual <strong>report</strong>. Board<br />

members’ shareholdings are presented in<br />

note 18 Salaries, wages, and social security<br />

costs to the consolidated accounts. The<br />

company encourages Board members to<br />

own <strong>Aker</strong> <strong>Solutions</strong> stock. The shareholder-elected<br />

Board members have a<br />

broad range of expertise, capabilities, and<br />

experience from finance, industry, and<br />

non-governmental organisations.<br />

Three of the shareholder-elected Board<br />

positions are upfor election in 2009. The<br />

nomination committee’srecommendations<br />

and accompanying justification will be<br />

“The principles are<br />

based on the<br />

Norwegian Code of<br />

Practice for Corporate<br />

Governance, dated<br />

4December 2007”<br />

published on the company’s website and<br />

via the Oslo Stock Exchange’s message<br />

service, www.newsweb.no, as soon as it is<br />

available.<br />

The work ofthe Board ofDirectors<br />

The Board annually adopts aplan for its<br />

work, emphasising goals, strategy, and execution.<br />

Further, the Board has adopted<br />

Board instructions that regulate areas of<br />

responsibility, tasks, and division of roles<br />

of the Board, Board Chairman, and President<br />

&CEO. The Board instructions also<br />

featurerules as to Boardschedules, notice<br />

and chairing of Board meetings, decision<br />

making, the President &CEO’s duty and<br />

right to disclose information to the Board,<br />

professional secrecy, impartiality, and<br />

other matters.<br />

Pursuant to the Board instructions, the<br />

Board evaluates its own performance and<br />

expertise once a year. The Board has<br />

appointed acompensation committee.<br />

Risk management and internal<br />

control<br />

<strong>Aker</strong> <strong>Solutions</strong> has established acomprehensive<br />

set of internal control procedures<br />

and systems to ensure unified and reliable<br />

financial <strong>report</strong>ing. Each of the group’s<br />

business units must annually evaluate its<br />

internal control systems and financial<br />

<strong>report</strong>ing procedures. The group also regularly<br />

conducts internal audits of individual<br />

units’ adherence to systems and procedures.<br />

The Board receives <strong>report</strong>s on the<br />

company’s financial performance and<br />

status <strong>report</strong>s on the group’s most important<br />

individual projects on amonthly basis.<br />

Page 58 of the annual <strong>report</strong> presents a<br />

more detailed description of the management<br />

of operational and financial risks<br />

associated with the group’s business<br />

activities.<br />

Board remuneration<br />

Remuneration paid to <strong>Aker</strong> <strong>Solutions</strong>’<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 133


Our organisation and governance<br />

Corporate governance<br />

Board ofDirectors reflects the Board’s responsibilities,<br />

expertise, time spent, and<br />

the complexity of the business. Remuneration<br />

is not profit-dependent.<br />

Additional information on remuneration<br />

paid to Board members for <strong>2008</strong> is<br />

presented in note 18 to the consolidated<br />

accounts.<br />

Remuneration of executive<br />

management<br />

The Board has adopted guidelines for<br />

remuneration of <strong>Aker</strong> <strong>Solutions</strong>’ executive<br />

management in accordance with the rules<br />

and regulations of section 6-16a of the<br />

Norwegian Public Limited Liability Companies<br />

Act.<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA does not have stock<br />

option plans or other share award programmes<br />

for employees for <strong>2008</strong>, but a<br />

share purchase programme has been initiated<br />

for 2009. Further details are available<br />

on the company’s website. Note 18 to the<br />

consolidated accounts provides further<br />

details as to remuneration paid in <strong>2008</strong><br />

to individual members of <strong>Aker</strong> <strong>Solutions</strong>’<br />

executive management. The company’s<br />

guidelines for remuneration of executive<br />

management are discussed in note 18 to<br />

the consolidated accounts, and are<br />

presented to the <strong>Annual</strong> General Meeting.<br />

Information and communication<br />

The company has prepared an Investor<br />

Relations (IR) policy, which isavailable at<br />

<strong>Aker</strong> <strong>Solutions</strong>’ website. <strong>Aker</strong> <strong>Solutions</strong>’<br />

<strong>report</strong>ing of financial and other information<br />

is to be based on openness and on equal<br />

treatment of market participants.<br />

The long-term purpose of <strong>Aker</strong> <strong>Solutions</strong>’<br />

systematic IR work is to ensure the<br />

company’s access to capital at competitive<br />

terms and correct pricing of shares for<br />

shareholders. These goals are to be<br />

accomplished through accurate and timely<br />

distribution of information that can affect<br />

the company’s share price; the company<br />

also complies with current rules and market<br />

practices, including the requirement of<br />

equal treatment.<br />

All stock exchange notices and press<br />

releases are made available on the company’s<br />

website, www.akersolutions.com;<br />

stock exchange notifications are also<br />

available from www.newsweb.no. All information<br />

that is distributed to shareholders is<br />

simultaneously published on <strong>Aker</strong> <strong>Solutions</strong>’<br />

website. The company endeavors to hold<br />

public presentations of its financial <strong>report</strong>ing;<br />

such presentations are often broadcast<br />

simultaneously via the Internet.<br />

<strong>Aker</strong> <strong>Solutions</strong>’ financial calendar is<br />

published on the company’s website.<br />

Takeovers<br />

In light of<strong>Aker</strong> <strong>Solutions</strong>’ ownership structure,<br />

the Board has thus far not deemed it<br />

appropriate to prepareseparate guidelines<br />

for takeover situations.<br />

Auditor<br />

The auditor makes an annual presentation<br />

of its plan for auditing work to the Board.<br />

Further,the auditor has provided the Board<br />

with awritten confirmation that the requirement<br />

of independence is met.<br />

The auditor participates in the Board<br />

meeting that deals with the annual<br />

accounts, and the auditor has reviewed<br />

the company’s internal controls with the<br />

Board. The Board ofDirectors has been<br />

given the opportunity to meet with the<br />

auditor without the company’s executive<br />

management present; however, no such<br />

meeting has been requested.<br />

The Boardhas not deemed it necessary<br />

to introduce guidelines for executive management’s<br />

use of auditors for services<br />

other than auditing. However, the Board<br />

receives an annual overview of services<br />

other than auditing that have been supplied<br />

to the company.<br />

Remuneration to auditors for auditing<br />

and other services is presented in note 7<br />

Other operating expenses to the consolidated<br />

accounts. Such data and the<br />

selection of the auditor for the 2009<br />

accounting year are also presented to the<br />

<strong>Annual</strong> General Meeting.<br />

134<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our organisation and governance<br />

Corporate governance<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 135


Our organisation and governance<br />

Board ofDirectors<br />

Board ofDirectors<br />

Martinus Brandal<br />

Chairman of the Board<br />

Martinus Brandal (born 1960) rejoined <strong>Aker</strong> in <strong>2008</strong>. He was President &CEO of <strong>Aker</strong> <strong>Solutions</strong> ASA<br />

from July 2006 to March <strong>2008</strong>. From July 2004 to July 2006 Brandal was EVP in charge of operations,<br />

strategy and business development for <strong>Aker</strong> ASA. From 1985 to 2004, Brandal held various management<br />

positions in the ABB Group at its headquarters in Zurich, including Group SVP and Head of<br />

Business Area Process Automation. He is also Chairman of the Boards of <strong>Aker</strong> Drilling and <strong>Aker</strong> Floating<br />

Production, and aBoard member of <strong>Aker</strong> Oilfield Services and of Odim. He holds aBSc in Electrical<br />

Engineering from Oslo University College. As of 31 December <strong>2008</strong>, Brandal holds, through aprivately<br />

owned company, 7500 shares in the company and has no stock options. Brandal is aNorwegian<br />

citizen. He has been elected for the period <strong>2008</strong>–2010.<br />

Bjørn Flatgård<br />

Deputy Chairman<br />

BjørnFlatgård(born1949) runs his own business, the principal activities of which areparticipation on<br />

Boards of directors and investing. Flatgårdwas President and CEO of Elopak AS from 1996 to 2007.<br />

He previously served as President and CEO of Nycomed Pharma and EVP of Hafslund Nycomed and<br />

Nycomed AS. Flatgårdholds multiple Boardpositions in major Norwegian companies. Flatgårdhas an<br />

MSc in Chemical Engineering from the Norwegian University of Science and Technology and adegree<br />

from the Norwegian School of Management. As of 31 December <strong>2008</strong>, Flatgårdholds 5535 shares in the<br />

company,and has no stock options. FlatgårdisaNorwegian citizen. He has been elected for the period<br />

<strong>2008</strong>–2010.<br />

Heidi M. Petersen<br />

Director<br />

Heidi M. Petersen (born 1958) is an independent businesswoman. From 2000 to July 2007, she was<br />

Managing Director of Future Engineering AS and of Rambøll Oil &Gas AS. Petersen was employed in<br />

Kvaerner Oil &Gas from 1988, becoming head of Kvaerner Oil &Gas Sandefjord in1997. Petersen<br />

has varied Board experience of industrial, oil and gas-based operations as well as of energy supply<br />

and financial enterprises. She currently chairs the BoardofSandefjordAirport and is amember of the<br />

Boards of Norsk HydroASA, Nordea AB, Songa Floating Production ASA and Noreco ASA among others.<br />

She holds an MSc from the Norwegian University of Science and Technology. Asof31December<br />

<strong>2008</strong>, Petersen holds no shares in the company, and has no stock options. Petersen is aNorwegian<br />

citizen. She has been elected for the period 2007–2009.<br />

Vibeke Hammer Madsen<br />

Director<br />

Vibeke Hammer Madsen (born 1955) has been CEO of the Federation of Norwegian Commercial and<br />

Service Enterprises since 2002. Prior to this she was Partner in PA Consulting Group. From 1993 to<br />

1999 Hammer Madsen was Vice President and held various positions in StatoilHydro. Hammer Madsen<br />

holds arange of Board positions. She is agraduate of the Norwegian School of Radiography. Asof<br />

31 December <strong>2008</strong>, Hammer Madsen holds no shares in the company, and has no stock options.<br />

Hammer Madsen is aNorwegian citizen. She has been elected for the period 2007–2009.<br />

Leif-Arne Langøy<br />

Director<br />

Leif-Arne Langøy (born1956) was President &CEO of <strong>Aker</strong> ASA, formerly <strong>Aker</strong> RGI, from 2003 to <strong>2008</strong>.<br />

From 2006 to <strong>2008</strong> he was also Chairman of the Board. Langøy has previously served as President &<br />

CEO of the <strong>Aker</strong> Yards Group, and for 13 years as Managing Director of <strong>Aker</strong> Brattvaag. He is Chairman<br />

of the Boards of <strong>Aker</strong> Holding, <strong>Aker</strong> Seafoods and <strong>Aker</strong> BioMarine, aBoardmember of <strong>Aker</strong> Exploration,<br />

and Deputy Chairman of TRG Holding. Langøy has an MBA from the Norwegian School of Economics<br />

and Business Administration. As of 31 December <strong>2008</strong>, Langøy holds, through aprivately owned<br />

company, 175 000 shares in the company and has no stock options. Langøy is aNorwegian citizen.<br />

He has been elected for the period <strong>2008</strong>–2010.<br />

136<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our organisation and governance<br />

Board ofDirectors<br />

Siri Fürst<br />

Director<br />

Siri Fürst (born 1958) has been Partner and Business Consultant in Considium Consulting Group since<br />

January 2005. From 1984 to 1999 she held various management positions in Hafslund, Hafslund<br />

Nycomed and Nycomed Pharma. From 1999 to 2003 she was Managing Director of DiaGenic ASA.<br />

Fürst is agraduate of the Norwegian School of Economics and Business Administration. As of 31<br />

December <strong>2008</strong>, Fürst holds no shares in the company, and has no stock options. Fürst is aNorwegian<br />

citizen. She has been elected for the period 2007–2009.<br />

Atle Teigland<br />

Director<br />

Atle Teigland (born 1957) was elected by the employees of <strong>Aker</strong> <strong>Solutions</strong> to the Board ofDirectors in<br />

October 2004. He has previously served for several years on the Boards of <strong>Aker</strong> RGI and <strong>Aker</strong> Maritime.<br />

Teigland is aGroup Union Representative for <strong>Aker</strong> <strong>Solutions</strong> on afull time basis and has been employed<br />

by <strong>Aker</strong> Elektro ASsince 1978. Teigland is acertified electrician. As of 31 December <strong>2008</strong>, Teigland<br />

holds no shares in the company, and has no stock options. Teigland is aNorwegian citizen. He has<br />

been elected for the period 2007–2009.<br />

Åsmund Knutsen<br />

Director<br />

Åsmund Knutsen (born1959) was elected by the employees of <strong>Aker</strong> <strong>Solutions</strong> to the Board ofDirectors<br />

in October 2004. He has held various positions in <strong>Aker</strong> Engineering &Technology AS since 1991 and<br />

is now aGroup Union Representative for white collar employees on afull time basis. Knutsen holds a<br />

MSc in Hydrodynamics. As of 31 December <strong>2008</strong>, Knutsen holds 1505 shares in the company, and<br />

has no stock options. Knutsen is aNorwegian citizen. He has been elected for the period 2007–2009.<br />

Ingebreth Forus<br />

Director<br />

Ingebreth Forus (born 1950) was elected by the employees of <strong>Aker</strong> <strong>Solutions</strong> as adeputy Board<br />

member in 2007. He took over as afull Board member in May 2007. Forus was employed by Kvaerner<br />

between 1975 and 1980, and joined <strong>Aker</strong> Well Service as awireline supervisor in 1995. He became a<br />

Union Representative on afull time basis in 2004 and is also amember of the Board ofIndustri Energi<br />

(formerly NOPEF). Forus holds adegree in civil engineering from Stavanger Technical School and a<br />

further degree from the University of Bergen. As of 31 December <strong>2008</strong>, Forus holds no shares in the<br />

company, and has no stock options. Forus is aNorwegian citizen. He has been elected for the period<br />

2007–2009.<br />

Arve Toft<br />

Director<br />

Arve Toft (born 1966) was elected by the employees of <strong>Aker</strong> <strong>Solutions</strong> to the Board ofDirectors in<br />

March 2007. Toft has been employed by <strong>Aker</strong> <strong>Solutions</strong> since 1983 and is aGroup Union Representative<br />

for <strong>Aker</strong> <strong>Solutions</strong> on afull time basis. He has been afull time local union representative at <strong>Aker</strong> Stord<br />

AS for 5years. Toft is acertified mechanic and scaffolder. Asof31December <strong>2008</strong> Toft holds no<br />

shares in the company, and has no stock options. Toft is aNorwegian citizen. He has been elected for<br />

the period 2007–2009.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 137


Our organisation and governance<br />

Executive management team<br />

Executive management team<br />

Simen Lieungh<br />

President &CEO<br />

Simen Lieungh (born 1960) first joined <strong>Aker</strong> <strong>Solutions</strong> in 1988 and has been President &CEO since<br />

March <strong>2008</strong>. He has more than 20 years’ experience with large field development projects, covering<br />

all phases from conceptual studies to completion and delivery of complete installations. Prior to this,<br />

Lieungh was aresearch scientist with the Norwegian Defence Research Establishment and from<br />

October 2007 to February <strong>2008</strong> he was Managing Director of Arne Blystad AS. Lieungh is agraduate of<br />

the Norwegian University of Science and Technology. Asof15February 2009, Lieungh holds 15 014<br />

shares in the company and has no stock options. Lieungh is aNorwegian citizen.<br />

Leif Borge<br />

Chief Financial Officer &EVP<br />

Leif Borge (born 1963) joined <strong>Aker</strong> <strong>Solutions</strong> in <strong>2008</strong>. From 2002 to <strong>2008</strong> he was CFO of <strong>Aker</strong> Yards<br />

ASA, after serving as CFO of Zenitel NV, Stento ASA and Vitana, asubsidiary of Rieber &Søn ASA in<br />

the Czech Republic. Borge is agraduate of the Pacific Lutheran University in Washington State. As of<br />

15 February 2009, he holds 20 000 shares in the company, and has no stock options. Borge is a<br />

Norwegian citizen.<br />

Niels Didrich Buch<br />

Chief ofStaff &EVP<br />

Niels Didrich Buch (born 1963) joined <strong>Aker</strong> <strong>Solutions</strong> in 1999 and was appointed Chief of Staff &EVP<br />

in <strong>2008</strong>. From 2005 he was head of corporate business development in <strong>Aker</strong> <strong>Solutions</strong> and previously<br />

he held various other positions in the company, incorporate legal. Before this he worked ten years<br />

with the Norwegian Foreign Service, including six of them abroad in Asia and Europe. Buch holds a<br />

law degree from the University of Oslo. As of 15 February 2009, he holds no shares in the company<br />

and has no stock options. Buch is aNorwegian citizen.<br />

Mads Andersen 1<br />

EVP Subsea<br />

Mads Andersen (born 1965) joined <strong>Aker</strong> <strong>Solutions</strong> in 2000 and has been an EVP since 2003. He has<br />

20 years’ experience in the upstream oil and gas industry. Andersen has held arange of technical and<br />

managerial positions in oilfield service and oil companies including Schlumberger and Saga Petroleum<br />

(now StatoilHydro). Andersen is agraduate of Glasgow University and the Norwegian School of<br />

Management. As of 15 February 2009, he holds 12 395 shares in the company and has no stock<br />

options. Andersen is aNorwegian citizen.<br />

Per Harald Kongelf 2<br />

EVP Products &Technologies<br />

Per Harald Kongelf (born 1959) was appointed EVP of the reorganised business area Products &<br />

Technologies in October <strong>2008</strong>. He has 20 years’ experience within the oil and gas industry. For the<br />

past five years he was president of <strong>Aker</strong> <strong>Solutions</strong>’ process systems business unit. Before that he<br />

worked as an investment manager in the Statkraft Group and in <strong>Aker</strong> <strong>Solutions</strong>. He holds an MSc<br />

from the Norwegian University of Science and Technology. Asof15February 2009, he holds no<br />

shares in the company and has no stock options. Kongelf is aNorwegian citizen.<br />

138<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Our organisation and governance<br />

Executive management team<br />

Jarle Tautra 3<br />

EVP Energy Development &Services<br />

Jarle Tautra (born 1953) has been an EVP with <strong>Aker</strong> <strong>Solutions</strong> since 2002. He has 27 years’ experience<br />

in offshore-related activities. From 1997 to 2002 Tautra served as President of <strong>Aker</strong> Oil &Gas and as<br />

EVP of EPC Norway in <strong>Aker</strong> Maritime ASA. Prior to this, he held various positions in Norsk Hydro<br />

ASA. Tautra is agraduate of the Norwegian University of Science and Technology. Asof15February,<br />

he holds no shares in the company and has no stock options. Tautra is aNorwegian citizen.<br />

Gary Mandel 4<br />

EVP Process &Construction<br />

Gary Mandel (born 1960) first joined <strong>Aker</strong> <strong>Solutions</strong> in 1995. He has over 25 years of experience in the<br />

oil and gas industry, both upstream and downstream. Prior to <strong>Aker</strong> <strong>Solutions</strong> Mandel held the position<br />

of Chairman &CEO at <strong>Aker</strong> American Shipping ASA and Vice Chairman of <strong>Aker</strong> Philadelphia Shipyard<br />

ASA. Previously, heserved as EVP for <strong>Aker</strong> <strong>Solutions</strong> between 2002 and 2007. Mandel is an engineering<br />

graduate from the University of Nuevo Leon, Mexico. As of 15 February 2009, he holds 1350 shares<br />

in the company and has no stock options. Mandel is aUScitizen.<br />

1) Mads Andersen replaced Raymond Carlsen as EVP Subsea in October <strong>2008</strong>. Carlsen was EVP Subsea from 2002 to <strong>2008</strong>.<br />

2) Per Harald Kongelf replaced Mads Andersen in October <strong>2008</strong>. Andersen was EVP in Products &Technologies from 2003 to <strong>2008</strong> and is now EVP Subsea.<br />

3) Jarle Tautra replaced Nils Arne Hatleskog as EVP Energy Development &Services in February 2009.<br />

4) Gary Mandel replaced Jarle Tautra in February 2009. Tautra is now heading the Energy Development &Services business area.<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 139


Our organisation and governance<br />

Company information<br />

<strong>Aker</strong> <strong>Solutions</strong> ASA<br />

Snarøyveien 36<br />

1364 Fornebu<br />

Postal address:<br />

P.O. Box 169<br />

NO-1325 Lysaker<br />

Telephone: +47 67 51 30 00<br />

Telefax: +47 67 51 30 10<br />

E-mail: ir@akersolutions.com<br />

Web: www.akersolutions.com<br />

The following corporate publications are also<br />

available from www.akersolutions.com<br />

Face value<br />

Corporate responsibility <strong>report</strong> <strong>2008</strong>/2009<br />

The art of engineering<br />

Powered to perform <strong>2008</strong>/09<br />

COPYRIGHT AND LEGAL NOTICE Copyright in all published material including photographs, drawings and images in this publication remains vested<br />

in <strong>Aker</strong> <strong>Solutions</strong> and third party contributors to this publication as appropriate. Accordingly, neither the whole nor any part of this publication can be<br />

reproduced in any form without express prior permission. Articles and opinions appearing in this publication do not necessarily represent the views of<br />

<strong>Aker</strong> <strong>Solutions</strong>. While all steps have been taken to ensure the accuracy of the published contents, <strong>Aker</strong> <strong>Solutions</strong> does not accept any responsibility for<br />

any errors or resulting loss or damage whatsoever caused and readers have the responsibility to thoroughly check these aspects for themselves.<br />

Enquiries about reproduction of content from this publication should be directed to <strong>Aker</strong> <strong>Solutions</strong> ASA.<br />

140<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Notes<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong> 141


Notes<br />

142<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Notes<br />

142<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>


Notes<br />

142<br />

<strong>Aker</strong> <strong>Solutions</strong> annual <strong>report</strong> <strong>2008</strong>

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!