Arrow Prospectus - PGS

ARROW SEISMIC ASA – INITIAL PUBLIC OFFERING
12. SECURITIES TRADING IN NORWAY
12.1 INTRODUCTION
The Company has applied for the admission of all the Shares to Listing. Upon Listing, the Company will be
subject to Norwegian securities regulations and supervision by the relevant Norwegian authorities.
12.2 DISCLOSURE OBLIGATIONS
A person, entity or group acting in concert that acquires shares, options for shares or other rights to shares
resulting in its beneficial ownership, directly or indirectly, in the aggregate meeting or exceeding the respective
thresholds of 1/20, 1/10, 1/5, 1/3, 1/2, 2/3 or 9/10 of the share capital or the voting rights in the Company has an
obligation under Norwegian law to notify Oslo Børs immediately. The same applies to disposal of shares (but
not options or other rights to shares) resulting in a beneficial ownership, directly or indirectly, in the aggregate
meeting or falling below said thresholds.
New disclosure regulations has been proposed but not resolved by the Norwegian legislators. According to the
proposal the obligation to notify Oslo Børs shall also apply when passing the threshold of 15 % and 25 %. In
addition to certain other proposed amendments to the current regulations, it is also proposed that the obligation
to notify Oslo Børs shall apply when “passing” the thresholds, even if such “passing” is not a consequence of an
acquisition or a disposal. It is also proposed that The timing of implementation of the new legislation is currently
uncertain.
12.3 INSIDER TRADING
According to Norwegian law subscription for, purchase, sale or exchange of shares which are quoted, or
incitement to such dispositions, must not be undertaken by anyone who has precise information about the
financial instruments, the company or other matters which are suited to influence the price of the financial
instruments or related financial instruments noticeably, and which are not publicly available or commonly
known in the market. The same applies to entry into, purchase, sale or exchange of options or futures/forward
contracts or equivalent rights connected with such shares or incitement to such disposition.
12.4 MANDATORY OFFER REQUIREMENT
Norwegian law requires any person, entity or group acting in concert that acquires more than 40% of the voting
rights of a Norwegian company listed on Oslo Børs to make an unconditional general offer for the purchase of
the remaining Shares in the Company. Please refer to section 11.6.10 for further information.
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