CGGVeritas Announces the Launch of its Mandatory Offer for all Remaining Wavefield Shares
30 Dezembro 2008 - 3:30AM
PR Newswire (US)
For an Offer Price of NOK 15.17 per Share PARIS, December 30
/PRNewswire-FirstCall/ -- CGGVeritas (ISIN: 0000120164 - NYSE: CGV)
announced today that it launched a mandatory offer (the "Offer")
for the 38,903,024 shares of Wavefield Inseis ("Wavefield")
(OSE:WAVE) (representing 30.1% of the share capital) that it does
not own, as well as the 2,892,875 shares that might be created
following the exercise of the existing stock options. CGGVeritas
has received formal approval of its Offer document (the "Offer
Document") from the Oslo Stock Exchange pursuant to Chapter 6 of
the Norwegian Securities Trading Act. The Offer will be open from
Tuesday, December 30, 2008 until Tuesday, January 27, 2009, 5:30 pm
(CET). The Offer price, calculated pursuant to section 6-10 of the
Norwegian Securities Trading Act, is NOK 15.17 for each Wavefield
share, and will be paid in cash. The Offer Document, as approved by
the Oslo Stock Exchange, is available on the CGGVeritas website
(http://www.cggveritas.com/). About CGGVeritas CGGVeritas
(http://www.cggveritas.com/) is a leading international pure-play
geophysical company delivering a wide range of technologies,
services and equipment through Sercel, to its broad base of
customers mainly throughout the global oil and gas industry.
CGGVeritas is listed on Euronext Paris SA (ISIN: 0000120164) and
the New York Stock Exchange (in the form of American Depositary
Shares, NYSE: CGV). Disclaimer This press release contains
forward-looking statements, including, without limitation,
statements about CGGVeritas ("the Company") plans, strategies and
prospects and the combination with Wavefield Inseis ASA discussed
herein. These forward-looking statements are subject to risks and
uncertainties that may change at any time, and, therefore, the
Company's actual results may differ materially from those that were
expected. The Company based these forward-looking statements on its
current assumptions, expectations and projections about future
events. Although the Company believes that the expectations
reflected in these forward-looking statements are reasonable, it is
very difficult to predict the impact of known factors and it is
impossible for us to anticipate all factors that could affect our
proposed results. In particular there can be no assurance as to the
consummation or timing of the acquisition or the realization of any
synergies. All forward-looking statements are based upon
information available to the Company as of the date of this
document. Important factors that could cause actual results to
differ materially from management's expectations are disclosed in
the Company's periodic reports and registration statements filed
with the SEC and the AMF. Investors are cautioned not to place
undue reliance on such forward-looking statements. The Offer is
made for the shares of Wavefield, a company organized under the
laws of the Kingdom of Norway, and is subject to the laws of the
Kingdom of Norway. The Offer is being made in reliance on the
exemption from certain requirements of Regulation 14E of the U.S.
Securities Exchange Act of 1934 provided by Rule 14d-1(c)
thereunder. The Offer is subject to disclosure requirements and
takeover laws and regulations of the Kingdom of Norway that may be
quite different from those of the United States. The financial
statements of Wavefield included in the Offer Document, have been
prepared in accordance with International Financial Reporting
Standards and are not comparable to the financial statements of
United States companies. It may be difficult for investors to
enforce their rights and any claim they may have arising under U.S.
securities laws, since the Company is located in a foreign country,
and some or all of its officers and directors may be residents of a
foreign country. Investors may not be able to sue a foreign company
or its officers or directors in a foreign court for violations of
the U.S. securities laws. It may be difficult to compel a foreign
company and its affiliates to subject themselves to a U.S. court's
judgment. Neither the U.S. Securities and Exchange Commission (SEC)
nor the securities commission of any state in the United States has
approved or disapproved of the Offer, passed upon the merits or
fairness of the Offer or passed upon the adequacy or accuracy of
the disclosure in the Offer Document. Any representation to the
contrary is a criminal offence in the United States. Investor
Relations Contacts Paris: Christophe Barnini Tel: +33-1-64-47-38-10
E-Mail: Houston: Hovey Cox Tel: +1-(832)-351-8821 E-Mail: Press
Contacts Paris Brunswick: Laurent Perpere / Jerome Biscay
Telephone: +33-1-53-96-83-83 E-Mail: DATASOURCE: CGGVeritas
CONTACT: Investor Relations Contacts: Paris: Christophe Barnini,
Tel: +33-1-64-47-38-10, E-Mail: . Houston: Hovey Cox, Tel:
+1-(832)-351-8821, E-Mail: . Press Contacts Paris: Brunswick:
Laurent Perpere / Jerome Biscay, Telephone: +33-1-53-96-83-83,
E-Mail:
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