Creation of CGGVeritas
January 15 2007 - 1:00AM
PR Newswire (US)
PARIS, January 15 /PRNewswire-FirstCall/ -- Compagnie Generale de
Geophysique-Veritas (NYSE: CGV ; formerly GGY) today announced the
completion of the merger between Veritas DGC Inc.
(NYSE:formerlyNYSE:VTS) and a subsidiary of Compagnie Generale de
Geophysique on January 12, 2007, upon satisfaction of the closing
conditions of the merger agreement. The combined company has been
renamed "Compagnie Generale de Geophysique-Veritas," abbreviated as
"CGGVeritas", and is listed on both Euronext Paris and the New York
Stock Exchange (in ADS form). The trading symbol of the combined
company's ADS on the New York Stock Exchange is "CGV". Based on
merger closing date, and according to the formula set out in the
merger agreement, the per share cash consideration to holders of
Veritas stock is $85.50 and the per share stock consideration is
2.0097 CGGVeritas ADSs. As disclosed previously, Veritas
stockholders who elected cash will receive a mix of cash
consideration and stock consideration, and the stockholders who
elected stock and all stockholders who failed to make a valid
election will receive stock consideration. The exact allocation of
merger consideration to stockholders who elected cash will not be
known until final results of the election process are determined,
at the end of the guaranteed delivery period at 5:00 p.m., New York
City time, on January 17, 2007. During the CGG shareholders meeting
held on January 9, 2007, CGG shareholders voted, conditioned upon
completion of the merger, to elect four new board members, all of
whom were previous board members of Veritas, namely: Loren K.
Carroll, Thierry Pilenko, David F. Work and Terence Young. The
board of directors of CGGVeritas is composed of 12 members. Robert
Brunck stated, "As Chairman and CEO, I am very pleased to present
to our shareholders the leading pure-play geophysical company,
CGGVeritas. We provide our shareholders and customers with an
unrivaled asset base and the industry reference in advanced
technology supported by the deep expertise of our employees
worldwide. With our leading equipment manufacturing activities,
state of the art vessels and land crews, extremely well positioned
multi-client library, cutting-edge imaging technologies and the
unique knowledge and client-focused mindset of our people,
CGGVeritas is a choice of value for our customers and shareholders,
especially considering the favorable upstream oil and gas services
market environment. Our unmatched capabilities provide our
customers with the right tools to better explore, better develop
and better produce reservoirs as they look to address reserve
replacement challenges. In full partnership with our clients, we
will leverage our unique positioning into sustainable value
creation for our shareholders and a highly motivating work
environment for our personnel". The company will officially launch
its new corporate identity on January 23rd 2007, to celebrate the
creation of CGGVeritas. About CGGVeritas: CGGVeritas
(http://www.cggveritas.com/) is the world's leading international
pure-play geophysical company delivering a wide range of
technologies, services and equipment through Sercel, to its broad
base of customers mainly throughout the global oil and gas
industry. CGGVeritas is listed on the Eurolist of Euronext Paris SA
(ISIN: 0000120164) and the New York Stock Exchange (under the form
of American Depositary Shares, NYSE: CGV). Contact Relations
Investisseurs: Christophe Barnini Tel.: +33-1-64-47-38-10 e-mail :
This news release may include projections and other
"forward-looking statements" within the meaning of the federal
securities laws. Any such projections or statements reflect the
current views of CGG or Veritas about future events and financial
performance. No assurances can be given that such events or
performance will occur as projected and actual results may differ
materially from those projected. DATASOURCE: CGGVeritas CONTACT:
Christophe Barnini Tel.: +33-1-64-47-38-10 e-mail :
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