Orkla to own 100 % of the world's largest compa...

- Orkla and Alcoa implement a structural solution


On 22 December, Orkla and Alcoa concluded an agreement on the
exchange of assets in two jointly-owned companies. Orkla is taking
over Alcoa's 45.45 % equity interest in Sapa Profiles, making it 100
% owner. At the same time, Alcoa is taking over Orkla's 50 % equity
interest in the aluminium smelting company Elkem Aluminium, making it
wholly owned by Alcoa.

"Orkla has a number of exciting development opportunities, at the
same time we need to set priorities within the portfolio of
businesses. Orkla recognises significant value creation potential
within the Sapa structure once economic trends return to normal. The
exchange transaction converts two partially-owned positions into one
wholly-owned position, giving greater strategic control and
facilitating a simplification in Orkla's structure," states Orkla's
President and CEO Dag J. Opedal.

"Elkem Aluminium has been an important part of Elkem's development.
The company consists of two well-run works in Mosjøen and on Lista,
but its operations are limited to Norway. Alcoa has been Elkem's
partner, owning 50 % of the works for nearly 50 years. Alcoa, one of
the world's leading aluminium manufacturers, is highly well qualified
for further developing Elkem Aluminium. At the same time, we are
pleased that cooperation between Alcoa and Elkem will continue within
defined areas of energy and technology", remarks Opedal.

The two stakes are assessed equally on a debt-free basis, and the
transaction will have no significant cash flow-related effects for
Orkla. It is expected that the transaction will be concluded in the
first quarter of 2009 and that Orkla will earn a small gain for
accounting purposes. The agreement requires the approval of Orkla's
Corporate Assembly and from the relevant authorities.

"In demanding times such as these, it is important to have an owner
with a long-term business perspective. Through Orkla's ownership,
Sapa will have the steering and stability to implement the
established strategy, focusing on developing up differentiated
solutions for its customers. The objective of a 15-20 % return on
capital during an economic cycle stands firm, despite the fact that
the global markets are currently very weak," says Ole Enger,
President and CEO of Sapa.

The building/construction and the automotive industries are among the
largest purchasers of aluminium products. As a result of the global
credit crunch, end-user demand has dropped steeply, and both Elkem
Aluminium and Sapa Profiles are seeing a negative profit trend during
the current quarter.

Consequently, Sapa Profiles has reduced production significantly by
temporarily stopping operations at most factories for a period of
time through December and into January. It is estimated that the Sapa
Group will post an underlying EBITA result of about -NOK 150 million
in Q4 and approx. +NOK 650 million for 2008 as a whole. Owing to a
significant decline in aluminium prices, over and above this, the
Sapa Group will take write-downs for accounting purposes on the value
of its stock, estimated at NOK 300-400 million.

Sapa has downsized its workforce by 15 % (1800 man-years) in 2008.
Further structural measures and downsizing will be carried out in
2009. It is also expected that a provision of about NOK 200 million
for new restructuring measures will be recognised in Q4.

Elkem Aluminium will be defined as a discontinued operation in
Orkla's annual financial statements for 2008. Thus the figures on the
income statement from Elkem Aluminium will be extracted from Orkla's
ordinary profit, and the net profit performance will be presented on
a separate line as discontinued operations. Historical comparative
figures for 2006 and 2007 will be adjusted accordingly.

Oslo, 23 December 2008,
Orkla ASA

Reference:
Rune Helland, SVP Investor Relations (Orkla),
Tel.: [phone]

Ole Kristian Lunde, SVP Corporate Communications (Orkla),
Tel.: [phone]

Johan Chr. Hovland, SVP Public Affairs (Elkem),
Tel.: [phone]
_____________________________________________________________
Orkla operates in the branded consumer goods, aluminium solutions,
renewable energy, materials, and financial investment sectors. The
Group has a turnover of NOK 70 billion and 35,000 employees in more
than 40 countries.

Sapa is a leading international industrial group, which develops and
markets value-added aluminium profiles, profile-based components and
systems, and heat exchanger strip in aluminium. Sapa is wholly-owned
by Orkla, and consists of the three wholly-owned business units; Sapa
Profiles, Sapa Building System and Sapa Heat Transfer.  Sapa has a
turnover of approximately SEK 35 billion, with 15,000 employees all
over Europe, in North and Central America and in China. Sapa is one
of Europe's leading companies within its fields and it has customers
in the transport, building, engineering and telecom industries.

Elkem Aluminium ANS is Norway's second largest producer of primary
aluminium. The plants Elkem Aluminium Lista and Elkem Aluminium
Mosjøen manufacture alloyed aluminium products in various formats.
The foundries are equipped to serve the European market for
high-quality products in the form of extrusion billets, rolling
ingots and casting alloys.

Alcoa is the world's leading producer and manager of primary
aluminium, fabricated aluminium and alumina facilities, and is active
in all major aspects of the industry.


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