Annual Report 2011 - PGS

The PGS Share
On average, approximately
3.1 million shares were
traded daily in 2011
The PGS share has its primary listing on the
Oslo Stock Exchange. In the United States,
shares are quoted on the Pink Sheets and trade
as American Depository Shares (ADS) in the
OTC market.
Share Facts
PGS has 217,799,997 shares outstanding
(including ADS), all of which are of the same
class, with equal voting and dividend rights.
Each share has a par value of NOK 3.
PGS’ ordinary shares are listed on the Oslo
Stock Exchange (ticker: PGS) and denominated
in Norwegian kroner (NOK). The Company’s
American Depository Shares are quoted
on the US Pink Sheets (ticker: PGSVY) and
denominated in US dollars (USD); each ADS
represents one share.
Share Liquidity
Interest among investors in the PGS share
is strong. On average, approximately 3.1
million shares were traded daily in 2011 which
measured by turnover value, made PGS the
eighth-most traded stock on the Oslo Stock
Exchange. Excluding companies in which the
Norwegian government is a substantial owner,
PGS ranks number three, behind Seadrill
and Subsea 7. The liquidity of PGS’ ADS is
significantly lower; the average daily trading
volume was approximately 15,000 shares in 2011.
Information Policy
All Company information considered material
to shareholders is published via the Oslo Stock
Exchange’s news service: www.newsweb.no,
and posted on the Company’s website: www.
pgs.com and other news channels. PGS holds
public presentations and arranges conference
calls and webcasts in connection with the
release of quarterly results. The Company hosts
an annual Capital Markets Day presentation for
the investment community, and management
regularly meets with investors and participates
at conferences.
In 2011, the Norwegian Investor Relations
Association and the Oslo Stock Exchange
prepared a code of practice for reporting
investor relations (IR) information. PGS complies
with the new Oslo Stock Exchange code.
On January 1, 2008, the amended Norwegian
Securities Trading Act and Stock Exchange Act
went into effect. A requirement of the new
legislation and regulations is that all companies
whose shares trade on the Oslo Stock
Exchange must publish their financial reports
in Norwegian. PGS has been exempted from
this requirement. The exemption stems from
factors that include the Company’s international
operations; PGS’ listing on the Pink Sheets in
the US, which requires press releases to be in
English; the composition of PGS’ shareholder
base, which has remained international for
several years; and the use of English as the
Company’s in-house language.
Early in 2010, PGS was also exempted from the
requirement in the Norwegian Accounting Act
(Section 3-4, third paragraph) that companies
produce a Norwegian version of their annual
report.
Treasury Shares
PGS is authorized to purchase up to 10 percent
of its own share capital. The authorization
was made by the Company’s 2011 Annual
General Meeting and remains valid for one
year following its date of registration with the
Norwegian Register of Business Enterprises.
As of December 31, 2011, the Company owned
1,223,921 own shares, equal to 0.56 percent of
total shares outstanding.
Dividend
PGS has a dividend policy aimed at distributing
25-50 percent of net income to shareholders
over the business cycle. The Board of Directors
propose to the Annual General Meeting in 2012
a dividend for the year ended December 31,
2011 of NOK 1.10 per share (NOK 240 million in
total).
Analyst Coverage
As of December 31, 2011, there were 27 sellside
analysts covering PGS on a regular basis,
with market updates and estimates of PGS’
financial results. Of these, 12 are based in the
UK, two in France and the remainders are
based in Norway. An updated list of analyst
coverage is published on the Company’s
website: www.pgs.com.
42 PGS Annual Report 2011