With Petrojarl Listed, PGS to Focus on Geophysics

Petroleum Geo-Services ASA said that Petrojarl ASA, the former FPSO business demerged from PGS, was listed on the Oslo Boers Friday (ticker PETRO).

PGS' offering of 19.99% of Petrojarl's share capital was priced at NOK 43 (US$6.90) per share. The total number of Petrojarl shares sold in the offering was 14,999,990, which includes 7,499,995 shares over-allotted by the managers. The offering was covered more than three times. Subsequent to the listing of Petrojarl, PGS will concentrate fully on developing its geophysical business.

As a result of the demerger, 80.01% of the Petrojarl shares were issued to PGS' shareholders. Each PGS shareholder received one Petrojarl share for each PGS share held as of close of trading on June 29, 2006. As of Friday, PGS' shares were traded excluding the right to receive Petrojarl shares in the demerger. Effective July 7, 2006, PGS' American Depository Receipts (ADRs) will be traded on the New York Stock Exchange exclusive of the right to receive Petrojarl shares in the demerger.

PGS on Friday sold 7,499,995 Petrojarl shares—amounting to 10% of the shares in Petrojarl—for a total consideration of NOK 322 million (US$51.7 million).

Subsequent to the sale, PGS owns 7,499,995 Petrojarl shares, which are subject to sale to the managers should they exercise their over-allotment option within the 30-day period ending July 28, 2006.

Petrojarl on Friday was slated to repay its financial indebtedness to PGS by drawing on Petrojarl's newly established loan facility. PGS would simultaneously make a prepayment of $300 million on its $850 million term loan, due 2012. After the prepayment, made at par, the outstanding balance on the term loan will be $546 million.


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