PGS to Make Mandatory Offer for Arrow Seismic
Petroleum Geo-Services has acquired 18,359,070 shares in Arrow Seismic at a price of NOK 96 per share. Following the transaction, PGS holds 18,359,070 shares in Arrow corresponding to approximately 78% of all issued and outstanding shares in Arrow.
In accordance with the Norwegian Securities Trading Act, PGS expects to proceed with a mandatory offer (the "Offer") for the remaining outstanding shares in Arrow, at the same price (NOK 96) as the acquired shares. This represents a premium of 50% related to the last closing price of NOK 64 and a premium of 37% to the issue price in the IPO in May 2007 of NOK 70 per share.
The mandatory Offer implies a total value of the share capital of Arrow of approximately NOK 2,256 million.
An offer document, setting out the terms and conditions of the mandatory Offer, is expected as soon as practically possible and no later than four weeks following today, as required.
PGS reserves the right to acquire additional shares in Arrow in the market, both before and during the offer period for the mandatory Offer.
Arrow owns and operates two 3D vessels and has three vessels under conversion to 2D/source vessels, including one vessel with possibilities for upgrade to 6-streamer operation. Further, Arrow has four purpose-built high capacity seismic new buildings on order for delivery in 2008 and 2009. Of these nine vessels, four are currently chartered to other seismic companies, while the intention is to include the remaining five vessels in PGS' operations, including the last two high capacity new buildings with delivery in Q2 and Q4 2009 and the three 2D/source vessels.
The acquisition is in line with PGS' strategy of growth in the high-end segment of the seismic acquisition market. PGS will gain access to two state of the art 10-12 streamer new build vessels at cost and delivery times which is substantially more attractive compared to alternative new build projects. PGS will also gain access to capable source/2D vessels at a reasonable cost. With the increased activity on wide azimuth, these vessels can be effectively utilized by PGS.
President and CEO of PGS, Svein Rennemo, commented the following:
"The acquisition of Arrow provides an attractive high-end supplement to our state-of-the-art multi streamer fleet. Due to early delivery, these vessels enable us to capture more effectively the short- and medium term strength in the high-end seismic market. The transaction supports our further market penetration in wide azimuth surveys and represents an important step in our fleet renewal plans for the coming years."
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