PGS
is committed to providing the
financial community with good,
relevant and timely information
regarding the company. PGS policy
is to treat all stakeholders equally.
PGS
Market Capitalization
in USD million |
 |
| Market capitalization
as of December 31, 2006 includes
market capitilization of Petrojarl. |
| |
PGS
Shareholders
Citizenship as of December
31, 2006 in percent |
 |
Shareholder
policy
All company information from us
that is considered relevant for
our shareholders is published
via the Oslo Stock Exchange (OSE),
sent to the New York Stock Exchange
(NYSE) and posted on our web site,
www.pgs.com. We hold public presentations
and arrange conference calls in
conjunction with the release of
our quarterly results. We host
an annual Capital Markets Day
and our management meets regularly
with investors in the United Kingdom
and US, as well as
attending external conferences.
We have been awarded both the
Information Symbol and the English
Symbol by the Oslo Stock Exchange.
The information symbol is awarded
to companies that meet, among
other things, defined standards
for the information provided on
their web site. The English Symbol
is awarded to companies that meet
all the requirements for the Information
Symbol in English.
Dividend
policy and share buybacks
PGS has authorization to buy back
up to 10% of our own share capital,
corresponding to a total of up
to 18 million shares. The authorization
is valid until July 15 2007. In
January 2007, we began executing
share repurchases and held as
of May 30, 2007, 3 746 500 shares,
or 2.08% in PGS.
We have asked our annual general
meeting to renew the authorization
to repurchase up to 10% of our
share capital. If this is approved,
the new authorization will be
valid for a period of 12 months.
We have proposed a special dividend
of NOK 10 per share as a result
of the excellent financial results
in 2006. If the proposal is approved
on our annual general meeting
in June, the dividend of in total
approximately USD 300 million
will be paid around mid July 2007.
The geophysical industry remains
cyclical. We therefore target
strong financial flexibility going
forward. We aim for a “BB”rating
from Standard and Poor’s
which corresponds to a gross debt
of between USD 200 and 800 million,
depending on market strength and
visibility, as well as capital
commitments and plans. As of December
31, 2006, PGS had a gross debt
of USD 338 million.
|
Rank |
Shareholder |
Shares |
Percentage |
| 1 |
State
Street Bank & Trust Co.
(nominee) |
13 876
804 |
7.7 |
| 2 |
Citibank
N.A., holder of American Depositary
Shares (ÒADSÓ) (nominee)1 |
12 698
435 |
7.1 |
| 3 |
Folketrygdfondet |
12 485
160 |
6.9 |
| 4 |
Morgan
Stanley & Co. (nominee) |
12 319
195 |
6.8 |
| 5 |
Umoe
Shipping and Energy AS |
11 775
822 |
6.5 |
| 6 |
Morgan
Stanley & Co. (nominee) |
4 659 387 |
2.6 |
| 7 |
Vital
Forsikring ASA |
3 585 174 |
2.0 |
| 8 |
HSBC
Bank PLC (nominee) |
3 190 245 |
1.8 |
| 9 |
RBC
Dexia Investor (nominee) |
3 146 952 |
1.7 |
| 10 |
JP
Morgan Chase Bank - UK (nominee) |
2 664 538 |
1.5 |
| 11 |
State
Street Bank & Trust Co.
(nominee) |
2 490 328 |
1.4 |
| 12 |
Credit
Agricole (nominee) |
2 308 278 |
1.3 |
| 13 |
Mellon
Bank as agent (nominee) |
2 125 241 |
1.2 |
| 14 |
JP
Morgan Chase Bank - USA (nominee) |
2 111 778 |
1.2 |
| 15 |
DnbNor
Norge |
1 820 791 |
1.0 |
| 16 |
UBS
AG, London Branch |
1 815 905 |
1.0 |
| 17 |
Bank
of New York |
1 796 568 |
1.0 |
| 18 |
Odin
Norden |
1 758 200 |
1.0 |
| 19 |
Fortis
Bank Luxembourg |
1 663 034 |
0.9 |
| 20 |
JP
Morgan Chase Bank Ð Luxembourg
(nominee) |
1 631 709 |
0.9 |
| |
|
|
| 1 On
the basis of existing depository
agreements regarding owners
of the ADSs, the table above
does not disclose the beneficial
owners of shares. |
on pgs.com |
Guidance
for Marine
Based on work performed so far
in 2007, our order backlog for
work scheduled for 2007 and our
expectations regarding future
contracts, we expect Marine streamer
contract EBIT margins to increase
from approximately 40% in 2006
to 50-55% in 2007.
Primarily based on our plans regarding
increasing our multi-client investments
to USD 170-190 million in 2007,
up from USD 81 million in 2006,
and the associated pre-funding
revenues related to these investments,
we expect marine multi-client
revenues to be higher in 2007
than 2006. In 2006, the marine
multi-client revenues were USD
353 million.
We expect to increase our capital
expenditures to approximately
USD 200 million in 2007, up from
USD 146 million in 2006. The increase
is primarily a result of our ongoing
program to build to new Ramform
vessels.
We have two new Ramform vessels
being built currently. The first,
Ramform Sovereign¸ is expected
to be delivered in the first quarter
of 2008. The total cost for the
two vessels is expected to be
approximately USD 330 million,
excluding project management costs
and interest. We estimate that
the total payments in 2007 relating
to the construction of these vessels
to be approximately USD 95 million.
Under our current streamer expansion,
upgrade and replacement program,
we expect to spend approximately
USD 30-50 million per year in
2007-2012. Since this program
is discretionary, we may in the
future change the scope and annual
capital expenditures related to
the program.
Guidance
for Onshore
We expect to have between eight
and twelve crews working in 2007,
approximately the same number
as in 2006. The revenues in Onshore
are expected to be approximately
in line with 2006 when they were
USD 263 million.
Based on our order backlog and
likely additional contract awards,
we expect to be able to maintain
a margin on contract work comparable
with 2006 levels. We expect the
operating profit for Onshore in
2007 to be approximately in line
with 2006. The operating profit
in Onshore in 2006 was USD 38
million.
We expect to increase our investments
in the Onshore multi-client library
from USD 32 million in 2006 to
approximately USD 60 million in
2007. We expect increased pre-funding
revenues due to increased multi-client
activity.
We expect the capital expenditures
in Onshore to be USD 20-25 million
in 2007, up from USD 17 million
in 2006.
Interest
rate risk
As of December 31, 2006, we had
a total outstanding indebtedness
of USD 338 million, of which USD
80 million bore interest at a
fixed rate and USD 258 million
bore interest at a variable rate.
The weighted average interest
rate on the variable rate debt,
including capital leases, as of
December 31, 2006 was approximately
7.6%. Through interest rate swaps
we have effectively fixed the
interest rate on USD 175 million
of this term debt as of December
31, 2006. For every one percentage
point increase in LIBOR, our annual
net interest expense on our variable
rate debt, including capital leases,
would increase by approximately
USD 0.8 million.
Foreign
currency exchange rate risk
Our cash flow from operations
are primarily denominated in US
dollar (USD), British pounds (GBP)
and Norwegian kroner (NOK). We
predominantly sell our products
and services in USD, while a significant
portion of our operating expenses
is incurred in GBP and NOK. As
a result, when the USD strengthens
in relation to the GBP, NOK and
any other currencies in which
we incur operating expenses, our
USD reported expenses will decrease.
We hedge a portion of our foreign
currency exposure related to ongoing
cash expenditures by entering
into forward currency exchange
contracts. As of December 31,
2006, we had net open forward
contracts to buy GBP, NOK and
Euro amounting to approximately
USD 314 million with a fair value
of USD 6 million (gain).
If NOK had appreciated by an additional
10% against USD at year-end, the
fair value of the forward contracts
on buying NOK would have increased
by USD 26 million. A similar 10%
appreciation of GBP against the
USD would have increased the fair
value of the forward contracts
on buying GBP by USD 6 million
and a 10% appreciation for Euro
would have decreased the fair
value of the forward contracts
on buying Euro by USD 0.06 million.
Commodity
risk
In our operation of our seismic
vessels we use substantial quantities
of fuel. Based on our fuel consumption
in 2006, if fuel prices were to
increase by 10%, our annual fuel
costs would increase by approximately
USD 8 million. We do not hedge
this position through derivative
instruments.
PGS
versus market 2006
PGS share price (NOK) versus market
and sector
Share
facts
PGS ordinary shares are primary
listed on the OSE, under the symbol
“PGS”, denominated
in Norwegian kroner (NOK). PGS
shares are also traded on the
NYSE in the form of American Depositary
Shares (ADS), under the symbol
“PGS”, denominated
in US dollars (USD). Each ADS
represents one share. PGS has
180 million shares, each with
a par value of NOK 3.
We have started a process to delist
our ADSs from the New York Stock
Exchange and deregister our ADSs
under the US Securities Exchange
Act due to the limited trading
of our ADSs in the US and the
cost and complexity of maintaining
dual listing. With the increased
sophistication and transparency
of the capital markets worldwide,
we believe the value of maintaining
a dual listing is reduced. We
expect the delisting to occur
during the summer of 2007.
Analyst
coverage
As of December 31, 2006 there
were fifteen equity sell-side
analysts that cover PGS on a regular
basis with market updates and
estimates for PGS’s financial
results. Out of these, one is
based in UK, two are based in
the US, while one is based in
France. The other analysts are
based in Norway.
Shareholders
At the end of 2006, PGS had 3
799 registered share-holders according
to the Norwegian Central Securities
Depository (VPS).
Non-Norwegian investors owned
approximately 68% of the shares,
with the UK and the US dominating.
Norwegian ownership stood at approximately
32%. As of December 31, 2006,
four investors had flagged ownership
above 5% in PGS; Fidelity Investments,
Folketrygdfondet, Gradient Capital
Partners and Umoe Energy and Shipping.
2007
Annual General Meeting
The annual shareholders meeting
for PGS in 2007 is scheduled to
take place June 15, 2007, at the
company’s headquarters at
Lysaker, Strandveien 4, Oslo,
Norway.
All shares are entitled to one
vote. It is, however, a Norwegian
regulation that one can only vote
for shares registered in one’s
name. To vote at an annual or
extraordinary general meeting,
a shareholder must be registered
as a holder of title to the shares
to be voted in our share register
maintained at the VPS, within
two working days before the general
meeting.
Shareholders who wish to attend
the meeting are asked to inform
our registrar:
Nordea Bank Norge ASA
Issuer Services
P.O. Box 1166 Sentrum
0107 Oslo
Fax: +47 22 48 63 49
Tel: +47 22 48 62 62
Owners of ADSs can vote by surrendering
their ADSs to our ADS registrar,
Citibank, and having title to
the related shares registered
in our share register maintained
at the VPS prior to the meeting.
PGS
versus the US market 2006
PGS share price (USD) versus market
and sector
Contact
information for ADR holders
Our depositary bank for PGS ADRs
is Citibank. They can be reached
at:
Citibank Shareholder Services
P.O.Box 43077
Providence, RI 02940-3077
United States
Toll free: +1 877 CITI ADR
Outside the US Tel: +1 816 843
4281
Fax: +1 201 324 3284
e-mail: citibank@shareholders-online.com
Rating
As of December 31, 2006 PGS had
a “Ba3” rating from
Moody’s Investors Service
and a “BB-” rating
from Standard & Poor’s.
Moody’s has a stable outlook,
as does S&P.
International Financial Reporting
Standards (“IFRS”)
PGS will begin reporting under
IFRS from January 1, 2007. A separate
transition document has been made,
quantifying the differences between
PGS’s previous
reporting standard, US GAAP, and
IFRS. The document is available
on our web site, www.pgs.com.
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