Brief: PGS And TGS Combine To Establish Premier Energy Data Company

PGS ASA

18/09/2023 07:09

Sept 18 (Reuters) - PGS ASA  PGS.OL :
    * REG-PGS AND TGS COMBINE TO ESTABLISH THE PREMIER ENERGY
DATA
COMPANY
    * TRANSACTION IS EXPECTED TO BE COMPLETED AS A STATUTORY
MERGER
PURSUANT TO NORWEGIAN CORPORATE LAW
    * FOLLOWING COMPLETION OF TRANSACTION, TGS AND PGS
SHAREHOLDERS
WILL OWN APPROXIMATELY 2/3 AND 1/3 OF COMBINED COMPANY,
RESPECTIVELY
    * TRANSACTION IS SUPPORTED BY BOARD OF DIRECTORS OF BOTH
COMPANIES
    * KRISTIAN JOHANSEN AND SVEN BØRRE LARSEN WILL CONTINUE AS
CEO AND
CFO POST TRANSACTION
    * DEFINITIVE MERGER AGREEMENTS ARE EXPECTED TO BE ENTERED
INTO IN
OCTOBER 2023, WITH CLOSING OF TRANSACTION EXPECTED DURING FIRST
HALF OF 2024
    * COMBINATION WILL BENEFIT FROM COST SYNERGIES WITH A
PRELIMINARY
ESTIMATE TO BE ABOVE USD 50 MILLION ANNUALLY
    * FUTURE TGS DIVIDEND PAYMENTS UP TO CLOSING WILL BE
COMPENSATED
TO PGS SHAREHOLDERS
    * COMBINED COMPANY WILL HAVE A COMBINED FULLY DILUTED MARKET
CAP
OF APPROX. USD 2,616 MILLION AND A NET INTEREST-BEARING DEBT
(NIBD) OF USD 649 MILLION (2Q 2023
    * BASED ON TGS SHARE PRICE AS OF CLOSE 15 SEPT 2023 OF NOK
147.50,
EXCHANGE RATIO OF 0.06829 AND 925,321,732 FULLY DILUTED PGS
SHARES, EQUITY VALUE OF PGS IS NOK 9,321 MILLION, CORRESPONDING
TO PRICE PER SHARE OF NOK 10.073
    * REPRESENTS A PREMIUM, OF 20.7% TO PGS CLOSING PRICE ON 15
SEPTEMBER 2023

Source text for Eikon:  ID:nGNELWm4j 
Further company coverage:  PGS.OL 

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