AKER BP ASA

(incorporated as a public limited liability company (Nw. allmennaksjeselskap) under the laws of Norway)

IMPORTANT NOTICE

NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the attached offer to purchase (as it may be supplemented or amended from time to time, the “Offer to Purchase”) and you are therefore required to read this disclaimer carefully before accessing, reading or making any other use of the Offer to Purchase. By accessing, reading or making any other use of the Offer to Purchase, you agree (in addition to giving the representations below) to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from Aker BP ASA (the “Company”), Citigroup Global Markets Limited, Credit Agricole Securities (USA) Inc., DNB Markets, Inc., ING Financial Markets LLC, J.P. Morgan Securities LLC and MUFG Securities Americas Inc. (the “Dealer Managers”, and each, a “Dealer Manager”) or D.F. King & Co., Inc. (the “Information and Tender Agent”), as a result of such access. Capitalized terms used but not otherwise defined in this disclaimer shall have the meaning given to them in the Offer to Purchase.

You are reminded that the Offer to Purchase has been sent to you on the basis that you are a person into whose possession the Offer to Purchase may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located or resident and you may not, nor are you authorized to, deliver, distribute, forward or reproduce the Offer to Purchase to any other person. Any delivery, distribution, forwarding or reproduction of this document in whole or in parts is unauthorized. Failure to comply with this directive may result in a violation of applicable laws.

Confirmation of your representation: In order to be eligible to view the attached Offer to Purchase or to tender any Notes (as defined below) with respect to the Offers (as defined below), you must be able to participate lawfully in the invitations by the Company to registered holders of such Notes (as defined below) to offer to tender their respective Notes for purchase (the “Offers” and each an “Offer”) on the terms and subject to the conditions set out in the Offer to Purchase, including the offer and distribution restrictions set out therein. The Offer to Purchase was made available to you at your request and by accessing, reading or making any other use of the Offer to Purchase you shall have represented to the Company, the Dealer Managers and the Information and Tender Agent that:

           (a) you are a holder or a beneficial owner of one or more of the following series of notes: the 3.000% Senior Notes due 2025 issued by the Company (CUSIP/ISIN: 00973RAE3 / US00973RAE36; R0139KAA8 / USR0139KAA80) (the “2025 Notes”), the 2.875% Senior Notes due 2026 issued by the Company (CUSIP/ISIN: 00973RAG8 / US00973RAG83; R0139KAC4/ USR0139KAC47) (the “January 2026 Notes”) and the 2.000% Senior Notes due 2026 issued by the Company (with Lundin Energy Finance B.V. as original issuer) (CUSIP/ISIN: 55037AAA6 / US55037AAA60; N5369RAA7 / USN5369RAA79) (the “July 2026 Notes” and together with the 2025 Notes and the January 2026 Notes, the “Notes”);

           (b) you are a person to whom it is lawful to send the Offer to Purchase or to make an invitation pursuant to the Offers under all applicable laws;

           (c) you are not a Sanctions Restricted Person (as defined in the Offer to Purchase);

           (d) you consent to delivery of the Offer to Purchase to you by electronic transmission; and

           (e) you shall not distribute or forward the Offer to Purchase to third parties or otherwise make the Offer to Purchase publicly available.

If you have recently sold or otherwise transferred all or any of your holding(s) of the Notes referred to above, you should contact the Information and Tender Agent.

The attached Offer to Purchase has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently none of the Company, the Dealer Managers, the Information and Tender Agent, the Trustees of the Notes or any person who controls, or is a director, officer, employee, agent or affiliate of, any such person accepts any liability or responsibility whatsoever in respect of any change or alteration arising during the process of transmission.

Allocations in the Proposed New Notes Offering (as defined herein) will be determined by the Company and the Dealer Managers in their sole discretion based on a number of different factors, which may include an assessment of an investor’s long-term interest in owning the Company’s debt securities and the size and timing of such investor’s indication of interest in the concurrent offering and in the Offers. However, neither the Company nor the Dealer Managers are obligated to consider participation in the Offers in making an allocation determination with respect to any particular investor.

The distribution of the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession the Offer to Purchase comes are required by the Company, the Dealer Managers, and the Information and Tender Agent to inform themselves about, and to observe, such restrictions.

Restrictions: Nothing in this electronic transmission constitutes an offer to buy or the solicitation of an offer to sell securities in any jurisdiction or in any circumstances in which such offer or solicitation would be unlawful. The Offer to Purchase does not constitute an offer to buy or sell or a solicitation of an offer to sell or buy the Notes, as applicable, in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer or solicitation under applicable securities laws or otherwise. In those jurisdictions where the securities, blue sky or other laws require the Offers to be made by a licensed broker or dealer and the Dealer Managers or any of their affiliates is such a licensed broker or dealer in any such jurisdiction, the Offers shall be deemed to be made by the Dealer Managers or such affiliate (as the case may be) on behalf of the Company in such jurisdiction.

NEITHER THE OFFER TO PURCHASE NOR ANY RELATED DOCUMENT HAS BEEN OR WILL BE FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, NOR HAS ANY SUCH DOCUMENT BEEN FILED WITH OR REVIEWED BY ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY OF ANY COUNTRY. NO AUTHORITY HAS PASSED UPON THE ACCURACY OR ADEQUACY OF THE OFFER TO PURCHASE OR ANY RELATED DOCUMENTS, AND IT IS UNLAWFUL AND A CRIMINAL OFFENSE TO MAKE ANY REPRESENTATION TO THE CONTRARY.

The attached Offer to Purchase is not a prospectus for the purposes of the European Union’s Regulation (EU) 2017/1129.
The Offer to Purchase and any other documents or materials relating to the Offers may only be communicated to persons in the United Kingdom in circumstances where section 21 of the Financial Services and Markets Act 2000, as amended, does not apply. Accordingly, such documents or materials and the Offer to Purchase are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of documents or materials relating to the Offers and the Offer to Purchase is only being made to those persons in the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”)), or who fall within Article 49(2)(a) to (d) of the Financial Promotion Order, or who are any other persons to whom it may otherwise lawfully be made under the Financial Promotion Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, the Offer to Purchase is only available to, and any investment or interment activity to which the attached Offer to Purchase relates will be engaged in only with, relevant persons. Any person in the United Kingdom that is not a relevant person should not act or rely on the attached Offer to Purchase or any of its contents.

You are responsible for protecting against viruses and other destructive items. Your use of this electronic communication is at your own risk. It is your responsibility to take precautions to ensure that this electronic communication is free from viruses and other items of a destructive nature.

By clicking "I AGREE" below, you acknowledge that you are a Person with Interest in the Notes entitled to view the contents of this website and you acknowledge and agree to the terms and conditions set forth above. Specifically, by clicking "I AGREE" below, you acknowledge that you are a person into whose possession the Offer to Purchase may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and make all the Holders' Representations, Warranties and Undertakings. If you are not a Person with Interest in the Notes, or you do not so acknowledge and agree, you are not entitled to enter website. If this is the case you must leave the website by clicking "I DISAGREE" below.
 

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