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(the “Merger”) to establish the premier energy data company, as well as
subsequent announcements on 25 and 30 October 2023 regarding, respectively, the
execution of the definitive merger agreement and notices for extraordinary
general meetings for approval.
An extraordinary general meeting in TGS was held today at 16:00 hours (Oslo
time) as a virtual meeting. All proposals on the agenda were approved with
requisite majorities, including the merger plan dated 25 October 2023 and the
corresponding share capital increase in the Company.
As separately announced by PGS earlier today, the merger has also been approved
by the extraordinary general meeting in PGS. As a consequence, the decision to
approve the merger will now be filed with the Norwegian Register of Business
Enterprises. Completion of the merger remains conditional upon customary closing
conditions such as relevant regulatory approvals and consents, compliance with
applicable covenants and expiry of statutory waiting periods, as further
described in the merger plan.
Kristian Johansen, CEO at TGS, commented: “Today marks a pivotal moment for TGS
and PGS as we receive approval from our shareholders for the merger plan. This
support reflects the shared vision of our stakeholders in establishing the
combined entity as a leading diversified energy data and intelligence company
with an enhanced industry offering. We strongly believe this merger will bring
substantial value to our respective stakeholders, from shareholders and
customers to the combined organization’s employees. As we move forward, we
remain dedicated to navigating through the regulatory processes and meeting all
closing conditions to ensure the successful completion of this transformative
merger. Together, we are poised to deliver unparalleled energy data solutions to
our global partners.”
Minutes of the EGM are attached hereto and made available on the Company’s
investor website (Investor Center).
For further information on the merger and the complete terms and conditions for
the merger, please see the announcements of 18 September 2023 and 25 October
2023, as well as the merger plan available on www.tgs.com (http://www.tgs.com)
and www.pgs.com (http://www.pgs.com).
Disclosure: This information is subject of the disclosure requirements pursuant
to section 5-12 of the Norwegian Securities Trading Act.
About TGS
TGS provides scientific data and intelligence to companies active in the energy
sector. In addition to a global, extensive and diverse energy data library, TGS
offers specialized services such as advanced processing and analytics alongside
cloud-based data applications and solutions.
Forward Looking Statement
All statements in this press release other than statements of historical fact
are forward-looking statements, which are subject to a number of risks,
uncertainties and assumptions that are difficult to predict and are based upon
assumptions as to future events that may not prove accurate. These factors
include volatile market conditions, investment opportunities in new and existing
markets, demand for licensing of data within the energy industry, operational
challenges, and reliance on a cyclical industry and principal customers. Actual
results may differ materially from those expected or projected in the forward-
looking statements. TGS undertakes no responsibility or obligation to update or
alter forward-looking statements for any reason.
For more information, contact:
Sven Børre Larsen
Chief Financial Officer
investor@tgs.com (mailto:investor@tgs.com)
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