PGS ASA

Share Issue/Capital Change • Nov 11, 2015

Petroleum Geo-Services ASA is contemplating carrying out a private placement of up to 21,779,999 new shares and up to 1,800,000 treasury shares

Petroleum Geo-Services ASA is contemplating carrying out a private placement of up to 21,779,999 new shares and up to 1,800,000 treasury shares

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.

Petroleum Geo-Services ASA ("PGS" or the "Company") is contemplating carrying

out a private placement of i) up to 21,779,999 new shares, representing up to

approximately 9.99 per cent of the Company's current issued share capital, and

ii) up to 1,800,000 treasury shares (together the "Private Placement").

The proceeds from the Private Placement will be used to strengthen the Company's

balance sheet and liquidity position as well as for general corporate purposes

and will further strengthen the Company's ability to take active part in, and

benefit from, restructuring or distress driven opportunities emerging in the

marine seismic industry.

The subscription price will be determined through the book-building process. The

book-building period will commence on 11 November at 16:30 (CET) and close on

12 November at 08:00 (CET). The Company may, however, at any time close or

extend the book-building period at its discretion. The minimum order amount in

the Private Placement has been set to the number of new shares that equals an

aggregate subscription price of at least the NOK equivalent of EUR 100,000.

In order to ensure timely delivery of shares to investors, the Managers have

entered into a share lending agreement with Ferd AS. On the basis of this

arrangement, the investors who are allocated shares in the Private Placement

will receive existing and unencumbered shares in the  Company that  are already

listed on Oslo Børs. Subject to completion, payment and delivery of allocated

shares to the investors is expected to be on or about 16 November 2015.

The new shares to be issued by the Company will be issued to the Managers and

used to settle the share loan from Ferd AS.

Ferd AS and certain other existing shareholders have pre-subscribed for shares

in the Private Placement. Ferd AS' pre-subscription is significantly larger than

its pro rata portion of the new shares.

PGS has retained ABG Sundal Collier and Nordea Markets as Joint Global

Coordinators and Joint Bookrunners for the Private Placement, which will be

directed towards Norwegian and international institutional investors (in such

jurisdictions and as permitted or catered for by exemption rules under

applicable securities laws) after close of trading on the Oslo Stock Exchange

today. The Private Placement will be structured as an undocumented accelerated

book-building process.

The new shares in the Private Placement will be issued by the board of directors

of PGS, pursuant to an authorization granted at the Company's annual general

meeting on 13 May 2015.

FOR DETAILS, CONTACT:

Bård Stenberg, VP IR & Corporate Communications

Phone:  +47 67 51 43 16

Mobile:  +47 992 45 235

Gottfred Langseth EVP & CFO

Phone:  +47 67 51 44 10

Mobile:  +47 930 55 580

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Petroleum Geo-Services ("PGS" or "the Company") is a focused Marine geophysical

company that provides a broad range of seismic and reservoir services, including

acquisition, imaging, interpretation, and field evaluation. The Company's

MultiClient data library is among the largest in the seismic industry, with

modern 3D coverage in all significant offshore hydrocarbon provinces of the

world. The Company operates on a worldwide basis with headquarters in Oslo,

Norway.

For more information on Petroleum Geo-Services visit www.pgs.com.

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The information included herein contains certain forward-looking statements that

address activities, events or developments that the Company expects, projects,

believes or anticipates will or may occur in the future. These statements are

based on various assumptions made by the Company, which are beyond its control

and are subject to certain additional risks and uncertainties. The Company is

subject to a large number of risk factors including but not limited to the

demand for seismic services, the demand for data from our multi-client data

library, the attractiveness of our technology, unpredictable changes in

governmental regulations affecting our markets and extreme weather conditions.

For a further description of other relevant risk factors we refer to our Annual

Report for 2014. As a result of these and other risk factors, actual events and

our actual results may differ materially from those indicated in or implied by

such forward-looking statements. The reservation is also made that inaccuracies

or mistakes may occur in the information given above about current status of the

Company or its business. Any reliance on the information above is at the risk of

the reader, and PGS disclaims any and all liability in this respect.

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

[HUG#1966199]