November 6, 2003
PGS out of Chapter 11
Petroleum Geo-Services ASA yesterday announced "the substantial consummation of, and the occurrence of the 'Effective Date' under, the company's Modified First Amended Plan of Reorganization, dated October 21, 2003 (the 'plan')."æ As a result, the company, which filed for Chapter 11 protection on July 29, 2003, has now emerged from Chapter 11.ææ
Pursuant to the plan, the company yesterday issued $745,948,810 in aggregate principal amount of 10% Senior Notes due 2010 and $250,000,000 in aggregate principal amount of 8% Senior Notes due 2006 to its main creditors.æIt also entered into a new term loan facility in the principal amount of $4,810,774 with certain creditors that elected the Package A Distribution (as defined in the Plan).æ In addition, PGS "continues with its discussions regarding the terms of a $70 million working capital facility."
On or about November 6, 2003, PGS expects to distribute 61% of its new ordinary shares by crediting temporary, blocked Norwegian custody accounts created by Nordea Bank Norge ASA ("Nordea") for the benefit of the company's main creditors.æ Nordea will send instructions regarding how to transfer the shares to an account specified by each respective creditor.æ Once transferred, shares may be converted to American Depositary Shares at the option of the holder.
American Depositary Shares ("ADSs") representing 5% of the company's new ordinary shares are expected to be distributed on or about November 10, 2003 to the holders of the company's outstanding junior subordinated debentures.æ
As previously announced, the rights offering contemplated under the plan ended yesterday.æ From on or about November 10 through 14, 2003, the Company expects to distribute the new ordinary shares purchased in the Rights Offering (a total of 22.5% of the new ordinary shares of the company) and an additional 4% of the company's new ordinary shares to its existing shareholders pursuant to the plan.æ Cash proceeds from the Rights Offering are expected to be distributed on or about November 14, 2003 to the company's main creditors.æ The company also expects to distribute excess cash (as defined in the plan) to its creditors by the end of November.æææ
Trading in the company's existing ordinary shares and corresponding ADSs ended as of the end of business yesterday in the respective markets.æ The company expects its new ordinary shares to begin trading on the Oslo Stock Exchange on or about November 6, 2003.æ The new ADSs are trading on a when-issued basis under the symbol PGEYV.æ Regular trading will commence when the new ADSs are distributed.