AnnuAl RepoRt 2012 - PGS

The RCF has a NOK 251.4 million ($45 million) sub-limit for issuance of letters of credit. The separate bonding facility of NOK
167.6 million (US$30 million) (for issuance of bid and performance bonds) which was originally included in the sub-limit of the RCF,
was discontinued during 2012. Drawings under the bonding facility as of December 31, 2011 were NOK 0.6 million (US$0.1 million).
Under the RCF, the Company may borrow USD, or any other currency freely available in the London banking market to which
the lenders have given prior consent, for working capital and for general corporate purposes. At December 31, 2012 and 2011, the
Company had zero outstanding in cash advances, and zero outstanding standby letters of credit under the RCF with an applicable
margin of 1.5% per annum.
Senior notes
In December 2012, PGS ASA issued NOK 834 billion (US$150 million) add on to the NOK 1.8 billion (US$300 million) Senior Notes
(issued in November 2011) at a premium of 107.5% of the principal amount. Both the Senior Notes issued in 2011 and 2012 will
be treated as a single class of debt securities under the same indenture. The Senior Notes are senior obligations of the company
and rank equally in right of payment with all other existing and future senior debt. The Senior Notes have an incurrence test saying
PGS ASA cannot incur more indebtedness, with certain exceptions, if the Consolidated Interest Coverage Ratio is less than
2.0:1.0.
At any time prior to December 15, 2015, PGS ASA may redeem the Senior Notes at its option, in whole or in part, at a redemption
price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest to, the
date of redemption. Applicable Premium means the greater of (i) 1.0% of the principal amount of the Senior Notes; and (ii) the
excess of (a) the present value at such Redemption Date of the Redemption Price of the Senior Notes at December 15, 2015 (such
Redemption Price being set forth in the table appearing below plus all required interest payments due on the Senior Notes during
the period from such Redemption Date through December 15, 2015 (excluding accrued but unpaid interest), computed using a discount
rate equal to the Treasury Rate as of such Redemption Date plus 50 basis points, over (b)the principal amount of the Senior
Notes, if greater. The Senior Notes are also redeemable at PGS ASA’s option on or after December 15, 2015, in whole or in part, at
the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon to
the applicable redemption date, if redeemed during the 12-month period beginning December 15 of the years indicated below:
Year Percentage
2015 103.688%
2016 101.844%
2017 and thereafter 100.000%
Convertible notes
In 2012, PGS ASA redeemed, at its option, the Convertible Notes for a nominal amount of NOK 1,1 billion (US$190.6 million) at an
average price of 100.51%. In 2011, PGS ASA made optional repurchases of the Convertible Notes for a nominal amount of NOK
847.0 million (US$153.9 million) at an average price of 98.83%. There were no convertible bonds outstanding as of December 31,
2012.
letters of credit and guarantees
PGS ASA had aggregate outstanding letters of credit and related types of guarantees (including counter guarantees), not reflected
in the accompanying financial statements, of NOK 20.1 million (US$3.6 million) and NOK 22.3 million (US$3.7 million) as of
December 31, 2012 and 2011, respectively.
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PGS ANNUAL REPORT 2012 NOTES