PGS ASA - PRIVATE PLACEMENT SUCCESSFULLY PLACED - Seite 2

Following registration of the share capital increase pertaining to the Private Placement, the issued share capital of the Company will be NOK 2,865,931,320 comprising 955,310,440 shares, each with a nominal value of NOK 3.00.

The Private Placement involves the setting aside of the shareholders’ preferential rights to subscribe for the Offer Shares. The Board has considered the structure of the private placement of Offer Shares in light of the equal treatment obligations under the Norwegian Public Limited Companies Act, the Norwegian Securities Trading Act and the rules on equal treatment under Oslo Rule Book II for companies listed on the Oslo Stock Exchange and the Oslo Stock Exchange's Guidelines on the rule of equal treatment, and is of the opinion that the Private Placement is in compliance with these requirements.

The Board is of the view that it is in the common interest of the Company and its shareholders to raise equity through a private placement, in view of the current market conditions and the Company’s need for increased liquidity and a financially robust combined entity following the proposed merger with TGS. A private placement enables the Company to reduce execution and completion risk, allows for the Company to raise capital more quickly, raise capital at a lower discount compared to a rights issue and without the underwriting commissions normally seen with rights offerings. Furthermore, the Board has put significant emphasis on existing shareholding as an allocation criteria in the Private Placement.

In accordance with the above, the Board has also considered whether it is necessary to implement a subsequent offering in order to further justify the differential treatment inherent in the Private Placement. Considering the small discount in the Private Placement compared to market price of the Company's shares, the limited increase of the share capital represented by the Private Placement and the costs and resources associated with a subsequent offering (e.g., preparation of a prospectus), the Board has concluded not to implement a subsequent offering.

Pareto Securities AS acted as the sole manager and sole bookrunner in the Private Placement (the "Manager"). Advokatfirmaet BAHR AS acted as legal advisor in connection with the Private Placement.

Contacts:

Bård Stenberg, VP IR & Corporate Communication
Mobile:  [phone]

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PGS is a fully integrated marine geophysical company that provides a broad range of seismic and reservoir services, including data acquisition, imaging, interpretation, and field evaluation. Our services are provided to the oil and gas industry, as well as to the broader and emerging new energy industries, including carbon storage and offshore wind. The Company operates on a worldwide basis with headquarters in Oslo, Norway and the PGS share is listed on the Oslo stock exchange (OSE: PGS). For more information on PGS visit www.pgs.com.