Contemplated share issue
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN
Oslo, 21 June, 2010: Electromagnetic Geoservices ASA ("EMGS" or the "Company" - OSE: EMGS) has retained ABG Sundal Collier Norge ASA and First Securities AS as managers and bookrunners (the "Managers") to advise on and effect a private placement of new shares directed towards Norwegian investors and to international institutional investors and in such other jurisdictions, including the U.S., as permitted or catered for by exemption rules under applicable securities laws (the "Private Placement").
The contemplated Private Placement will consist of an issue of up to 30,000,000 new ordinary shares, corresponding to 24 % of the current number of outstanding shares. The subscription price (the "Subscription Price") for the new shares will be set through a book-building process. The minimum order and allocation in the Private Placement has been set to the number of shares that equals an aggregate purchase price of at least the NOK equivalent of EUR 50,000.
The proceeds from the Private Placement will increase the financial strength of the Company and thereby support its growth plans and will be used for general corporate purposes, including working capital in relation to the Letter of Award announced on 19 June 2010.
The book-building period commences today (21 June 2010) at 17:35 CET and will close on 22 June 2010 at 08:30 hours CET. The Board of EMGS may at its own discretion resolve to close or extend the book-building period at any time, but it will in no event close earlier than 21 June 2010 at 19:00 CET.
Payment is expected to take place on or about 25 June 2010, and the first day of trading of the allocated shares will be 22 June 2010 (enabled through share lending agreement with Warburg Pincus funds).
Completion of the Private Placement is inter alia subject to the Company raising gross proceeds of minimum USD 20 million and the resolution by the Board of EMGS to issue the new shares.
The Board intends to propose, subject to the necessary corporate resolutions, and prevailing market conditions, a subsequent offering of up to a maximum of 5,000,000 shares directed to shareholders of the Company that as at 21 June 2010 (as recorded in VPS on 24 June 2010 and visible in the VPS on 25 June 2010) were not contacted by the Managers to participate in the Offering or who did not participate or leave an order in the Private Placement, excluding the Warburg Pincus funds.
Existing shares in EMGS will, subject to the Board's resolution, trade exclusive of the right to participate in the contemplated subsequent repair offering from 22 June 2010.
Contact
Roar Bekker, EMGS chief executive officer, +47 22 01 14 00
Svein Knudsen, EMGS chief financial officer, +47 22 01 14 00
About EMGS
EMGS uses its proprietary electromagnetic (EM) technology to support oil and gas companies in their search for offshore hydrocarbons. The company is the EM market leader, and provides Clearplay, the world's first fully integrated EM system.
Three service offerings - Clearplay Find, Test and Evaluate - have been designed to assist operators in the exploration and production phase. Clearplay supports each stage in the workflow, from survey design and data acquisition to processing and interpretation. The services enable integration of EM data with seismic and other geophysical and geological information to give explorationists a clearer and more complete understanding of the subsurface. This improves exploration efficiency, and reduces risks and the finding costs per barrel.
EMGS operates the world's first purpose-built 3D EM vessel fleet and has conducted more than 450 surveys to improve drilling success rates across the world's mature and frontier offshore basins. The company operates on a worldwide basis with main offices in Trondheim and Stavanger, Norway; Houston, USA; and Kuala Lumpur, Malaysia. Please visit www.emgs.com for more information.
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)