PGS ASA

Capital/Financing Update • Dec 7, 2016

Petroleum Geo-Services ASA: ANNOUNCES EARLY RESULTS OF EXCHANGE OFFER AND CONSENT SOLICITATION WITH RESPECT TO ITS 7.375% SENIOR NOTES DUE 2018

Petroleum Geo-Services ASA: ANNOUNCES EARLY RESULTS OF EXCHANGE OFFER AND CONSENT SOLICITATION WITH RESPECT TO ITS 7.375% SENIOR NOTES DUE 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR

INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG OR JAPAN,

OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION

WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES. THIS

ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED

HEREIN.

FOR IMMEDIATE RELEASE

For additional information, please contact:

Gottfred Langseth

Executive Vice President & CFO

+47 930 55 580

Rune Olav Pedersen

Executive Vice President & General Counsel

+47 67 51 57 06

Bård Stenberg

VP IR & Corporate Communications

+47 992 45 235

Petroleum Geo-Services ASA Announces EARLY RESULTS OF Exchange OFFER AND CONSENT

SOLICITATION WITH RESPECT TO ITS 7.375% Senior Notes due 2018

Oslo, Norway, December 7, 2016 - Petroleum Geo-Services ASA (Oslo Stock

Exchange: PGS) ("PGS" or the "Company") today announced the early tender results

of its previously announced exchange offer (the "Exchange Offer") and consent

solicitation (the "Consent Solicitation") on the terms and conditions set forth

in the Exchange Offer and Consent Solicitation Memorandum dated November

22, 2016 (the "Exchange Offer Memorandum") related to the Company's outstanding

7.375% Senior Notes due 2018 (the "Old Notes").

According to information provided by Lucid Issuer Services Limited, the Exchange

Offer and Information Agent for the Exchange Offer, as of 11:59 p.m., New York

City time, on December 6, 2016, the Company had received tenders from holders of

$423,098,000 in aggregate principal amount of the Old Notes, representing

approximately 94.0% of the total outstanding principal amount of the Old Notes.

Pursuant to the terms set forth in Exchange Offer Memorandum, eligible holders

who validly tendered their Old Notes can no longer withdraw tendered Old Notes

and revoke delivered Consents. The Exchange Offer is due to expire at 11:59

p.m., New York City time, on December 20, 2016, unless extended by the Company

(the "Expiration Date").

Accordingly, PGS has received consents (the "Consents") sufficient to approve

certain proposed amendments (the "Proposed Amendments") to the indenture

governing the Old Notes (the "Old Notes Indenture") on the terms and conditions

set forth in the Exchange Offer Memorandum. The Proposed Amendments provide for

the elimination of substantially all of the restrictive covenants, all of the

reporting covenants and certain of the events of default in the Old Notes

Indenture. Any Old Notes not validly tendered pursuant to the Exchange Offer

prior to the Expiration Date will remain outstanding and the holders will remain

subject to the terms of the Old Notes Indenture as amended by the Fourth

Supplemental Indenture implementing the Proposed Amendments which will be

entered into promptly after the satisfaction or waiver of the Exchange Offer

Conditions (as defined below).

The consummation of the Exchange Offer remains subject to the satisfaction or

waiver of certain conditions, including, among others, (a) the closing of the

concurrent private placement of new shares on terms and conditions satisfactory

to the Company in its sole discretion and (b) the effectiveness of certain

proposed amendments to the Company's existing revolving credit facility as

described in the Exchange Offer Memorandum (the "Exchange Offer Conditions").

The complete terms and conditions of the Exchange Offer and the Consent

Solicitation are described in the Exchange Offer Memorandum, copies of which may

be obtained by eligible holders by contacting Lucid Issuer Services Limited, the

information agent for the Exchange Offer, at Tankerton Works, 12 Argyle Walk,

London WC1H 8HA, United Kingdom or +44 (0)20 7704 0880 or pgs@lucid-is.com.

The Company retained Arctic Securities AS, Barclays Bank PLC and J.P. Morgan

Securities LLC as Lead Dealer Managers and ABN AMRO Securities (USA) LLC, DNB

Markets, a part of DNB Bank ASA, Nordea Bank Danmark A/S and The Royal Bank of

Scotland plc (trading as NatWest Markets) as Co-Managers for the Exchange Offer.

Any questions concerning the terms and conditions of the Exchange Offer should

be directed to the Lead Dealer Managers: Arctic Securities AS (Europe:

+47 21 01 31 00; US: +1 (212) 597 5555; arctic.credit.sales@arctic.com),

Barclays Bank PLC (Europe: +44 (0) 20 3134 8515; US: +1 (212) 528-7581; US Toll

Free: +1 (800) 438-3242; and liability.management@barclays.com) and J.P. Morgan

Securities LLC (Europe: +44 (0) 20 7134 2468; US +1 (866) 834 4666 / +1 (212)

834 2494; emea_lm@jpmorgan.com).

Arctic Securities AS, Barclays Bank PLC, J.P. Morgan Securities LLC, ABN AMRO

Securities (USA) LLC, DNB Markets, a part of DNB Bank ASA, Nordea Bank Danmark

A/S and The Royal Bank of Scotland plc (trading as NatWest Markets) (together,

the "Dealer Managers") are each acting exclusively for the Company and for no-

one else in connection with any transaction mentioned in this announcement and

will not regard any other person (whether or not a recipient of this

announcement) as a client in relation to any such transaction and will not be

responsible to any other person for providing the protections afforded to their

respective clients, or for advising any such person on the contents of this

announcement or in connection with any transaction referred to in this

announcement. The contents of this announcement have not been verified by the

Dealer Managers.

This announcement is for informational purposes only and does not constitute an

offer to purchase securities or a solicitation of an offer to sell any

securities or an offer to sell or the solicitation of an offer to purchase any

securities, not does it constitute an offer or solicitation in any jurisdiction

in which such offer or solicitation is unlawful. The Exchange Offer is being

made solely by, and pursuant to, the terms set forth in the Exchange Offer

Memorandum. The Exchange Offer is not being made to persons in any jurisdiction

in which the making or acceptance thereof would not be in compliance with the

securities, blue sky or other laws of such jurisdiction.

About PGS

PGS is a leading marine seismic survey and data processing company operating in

all of the major oil and natural gas offshore basins worldwide. PGS' ordinary

shares trade on the Oslo Stock Exchange under the symbol 'PGS'.

This information is subject to the disclosure requirements pursuant to section

5 -12 of the Norwegian Securities Trading Act.