Reference is made to the joint stock exchange announcement on 18 September 2023 by TGS and PGS regarding the combination of the two companies 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 (Dec 1 2023) 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 (https://www.tgs.com/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).
Source: TGS
