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Published on 10/20/2009 in the Prospect News Convertibles Daily.

Petroleum Geo-Services solicits consents from holders of convertibles

By Angela McDaniels

Tacoma, Wash., Oct. 20 - Petroleum Geo-Services ASA has begun a consent solicitation for its $400 million of 2.7% convertible notes due 2012, according to a company notice.

The company is seeking to modify a section of the trust deed to say that an event of default will occur if any debt of the company or a subsidiary becomes due and payable prior to its stated maturity by reason of a default, provided that the amount of debt is at least $45 million.

Petroleum Geo-Services is also seeking to add a stipulation that some events of default will only constitute an event of default once the trustee has certified that the event is materially prejudicial to the interest of the holders.

Holders will vote on the changes at a meeting in London on Nov. 11.

The company is offering a fee to holders who submit voting instructions in favor of the changes. Holders who submit their favorable instructions by the early deadline will be entitled to a larger fee than those who do so after that time.

The fee amount and the voting deadlines were not disclosed in the notice.

Holders of at least a majority of the notes must be present in order to hold the meeting. If a quorum is not present, the meeting will be adjourned to Nov. 26.

Holders will receive one vote for every $100,000 principal amount of notes held, and at least 75% of the votes cast must be in favor of the changes in order to make the proposed amendments.

Questions can be directed to senior vice president of corporate communications Tore Langballe at +47 67 51 43 75 or investor relations manger Bard Stenberg at +47 67 51 43 16. U.S. investors can call 281 509-8712.

Petroleum Geo-Services is a Lysaker, Norway-based geophysical company that provides seismic and reservoir services.


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