ACGY Acergy S.A. - Ads Representing One Common Share (MM)

NEW YORK, Dec. 3 /PRNewswire/ -- Robotti & Company, LLC ("Robotti") sent a letter to the Board of Directors of Acergy S.A. ("Acergy" or the "Company") (NASDAQ:ACGY) (Oslo: ACY) on December 2, 2009 related to the vote at the upcoming Extraordinary General Meeting ("EGM") and the three proposed resolutions. Mr. Robotti stated that he is extremely pleased with the results of the Company in a very difficult year and said, "It's very important to have a long term incentive plan in place to reward management for their excellent operating performance." However, Mr. Robotti believes certain provisions of the proposed Long Term Incentive Plan ("Plan") are not in the interest of the Company's owners. Particularly concerning are Article II, Section 2.5 (i), which creates a 20% threshold to trigger a Change of Control, and Article IX, Section 9.1 (d), which provides that outstanding Awards (including previously unvested awards) are converted into the right to receive cash from the Company. Moreover, the cash price is set at the higher of consideration received in a Change of Control transaction or the highest Fair Market Value of the stock during the 90 days prior to the Change of Control event. As it stands, Robotti & Company, LLC does not support the proposed LTIP and therefore will vote AGAINST Resolution #3. In addition, Mr. Robotti stated that he could not support adding an investment banker to the Board of Directors of Acergy and encouraged the Board to work with shareholders to find directors who were owners or owner representatives rather than agents. Mr. Robotti also stated that the Company should carry out the vote of shareholders and cancel Shares held in Treasury. At the August 2009 EGM, shareholders overwhelmingly passed a resolution authorizing the cancellation of shares which have been bought back and are held in Treasury by a vote of 64.4 million FOR the resolution and only 0.2 million shares AGAINST. The voting deadline for ADRs is December, 7 2009 and for common shares December 9, 2009. A copy of the letter in its entirety can be accessed at the following address: http://www.robotti.com/acergydec2009 About Robotti & Company, LLC Robotti & Company Incorporated is the parent company and predecessor to Robotti & Company, LLC a broker dealer that specializes in undervalued securities identified by our proprietary research. Through our registered adviser affiliate, Robotti & Company Advisors, LLC we provide investment management for individual clients. Robotti & Company has been in the securities business since 1983. Contact information Meaghan Pratt 212-986-4800 Robotti & Company, LLC 110 East 42nd Street Suite 1100 New York, New York 10017 http://www.robotti.com/ DATASOURCE: Robotti & Company, LLC CONTACT: Meaghan Pratt, +1-212-986-4800, Robotti & Company, LLC Web Site: http://www.robotti.com/

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