Distribution of company announcements to the professional platforms, finance portals and syndication of important corporate news to a wide variety of news aggregators and financial news systems.
Wavefield Inseis ASA Oslo, Norway, June 3, 2008: Wavefield Inseis have received from shareholders two new items to be included on the agenda of the forthcoming ordinary General Meeting of Wavefield Inseis ASA.
1. First proposal for new item from Sector Omega ASA
"At the extraordinary general meeting in Wavefield held on 10 January 2008, an overwhelming majority of the shareholders except TGS held that the terms for completing the merger had not been fulfilled and instructed the board of directors to prevent the completion of the merger. The general meeting stated, however, that "Should new circumstances cause the relationship of trust and cooperation between the companies which now has ceased, to be reinstated in the opinion of the board, the matter shall again be submitted to the general meeting." The board of directors of TGS and Wavefield have failed to reach an amicable agreement on any terms for completing or terminating the merger. In an effort to obtain the necessary shareholder approval to complete the merger and to restore the relationship and cooperation necessary for a successful merger, Sector Omega ASA has in the capacity as discretionary investment manager for Sector CogniMetrica, Sector Maritime Investments and Sector Speculare III, demanded that the following proposal for resolution be dealt with at the general meeting:
"The general meeting maintains that the terms for completing the existing merger plan dated 20 August 2007 with TGS have not been fulfilled. If the board of directors of TGS so accepts, the board of directors of Wavefield is hereby instructed to enter into an amended merger plan on the terms laid down in the merger plan dated 20 August 2007, provided that the Exchange Ratio is increased from 0.505 to 0.540 and that the general meeting of TGS elects the following board members with effect from completion of the merger:
Svein Eggen (chairman) Anders Farestveit (deputy chairman) Synne Syrrist Hank Hamilton Elisabeth Harstad Arne K. Mæland Colette Lewiner Kathleen R. Arthur"
2. Second proposal for new item from shareholder Range Capital Partners LLP;
"Forslag till sak for behandling pa Generalforsamling i Wavefield Inseis den 18 Juni 2008.
Generalforsamlingen anser villkoren for att genomfora fusionen med TGS Nopec Geophysicals Co AsA som uppfyllt och instruerar darfor styrelsen om att ta alla nodvandiga steg for att genomfora fusionen med TGS enligt fusionsplanen daterad 20 Augusti 2007.
Range Capital Partners LLP och tillika aktieagare i Wavefield Inseis"
translation of new General meeting item
"The general meeting deems that the terms for completing the merger with TGS have been fulfilled and therefore instructs the board of directors to take all necessary steps to complete the merger in accordance with the merger plan dated 20 August 2007."
Wavefield Inseis will in connection with the shareholders requesting the new items, agree on the final wording of the proposed items and the revised notice of General Meeting to be sent all shareholders.
The Wavefield Inseis General Meeting will as previously announced be held on Wednesday 18 June 2008 at 16.00 hrs. at Hotel Continental in Stortingsgaten 24-26 in Oslo, Norway.
About Wavefield Inseis ASA Wavefield Inseis ASA is a Norwegian marine geophysical company providing proprietary data acquisition services and offers a portfolio of non-exclusive Multi Client data to the global exploration community, developed in partnership with oil companies and governments. Our range of products includes long offset 2D, high capacity 3D, 4D, Multi-azimuth and Wide-azimuth data acquired with highly specified vessels and the latest seismic equipment, including our OPTOWAVE(TM) multi-component ocean bottom cable (4C OBC) system for permanent seismic 4D monitoring that uses optical sensor technology. We are also in the process of launching a new concept for EM acquisition and data analysis. From our main offices in Bergen and Oslo, Norway, Wavefield Inseis has a global reach, with offices and activities in the Americas, Europe, Africa, the Middle East and Asia.
