Reverse Stock Split - FAQ

Reverse Stock Split - FAQ

The reverse stock split took place at the opening of the Euronext stock exchange on Wednesday July 20th 2016. The shares first traded at €22.08 (last share price on July 19th of €0.69 multiplied by 32) under the ISIN code FR0013181864. The new number of shares is 22,133,149 (former shares number of 708,260,768 divided by 32).

Here are answers to some of the questions we encountered most frequently about the CGG reverse stock split. If you can't find what you are looking for here, please contact our Investor Relations department. 

1. What is a reverse stock split?

A reverse stock split is the process of exchanging a certain number of former shares by a new share, without changing the share capital of the company. This reverse stock split applies to all shares composing the share capital of the Group.

In practice, such a transaction mechanically increases the share’s market price. The first share price on 20 July 2016 will be calculated on the basis of the last share price traded on 19 July 2016 multiplied by 32.

2. What is the goal of this reverse stock split?

The goal of this reverse stock split is to reduce the intrinsic volatility of the share which is increased for shares with a market price below €1. Furthermore, this transaction will allow the Company to cure its deficiency with the New York Stock Exchange’s (NYSE) continued listing standards, as the average per share closing price of CGG’s American Depositary Shares (ADS) for the consecutive 30 trading–day period ending on March 1, 2016 was below the NYSE’s price requirement of US$1.00 per security.

3. What is the proposed reverse stock split parity?

Pursuant to the decision of the combined general shareholders’ meeting held on May 27, 2016, one new share will be allocated for 32 former shares.

4. When will the reverse stock split be effective?

The reverse stock split will be effective on July 20, 2016.

5. Is the reverse stock split automatic?

For shares forming a multiple of 32, shareholders do not have any formalities to fulfill; the reverse stock-split will be carried out automatically by their financial intermediary.

Please note however that the process may be slightly different for 

Holders of American Depositary Shares. For further information, we therefore invite you to contact:

888-BNY-ADRS (888-269-2377)
For international callers: +1 201 680 6825

holders of Norwegian Depository Receipts. For further information, we therefore invite you to contact:

Stig Tore Strøm, Officer in Charge 
Global Companies Registrars Section
DNB Bank ASA
P.O. Box: 1600 Sentrum | 0021 Oslo | Norway        
Direct: +47 23 26 80 28

6. What will happen if the number of shares held is not a multiple of 32?

From now on until July 19, 2016, shareholders will be able to deal with their fractional shares by selling and buying shares on the stock market in order to obtain a multiple of 32.

After that date, shareholders who have not been able to obtain a multiple of 32 former shares will be compensated by their financial intermediary within 30 days starting July 20, 2016. The former shares will be delisted from Euronext and be replaced by new consolidated shares.

7. How will the compensation be paid?

Starting July 20, 2016, the fractional shares will be automatically sold on the market by financial intermediaries. The proceeds from the sale will be at the disposal of each shareholder.

Each shareholder is invited to contact his or her financial intermediary for further information.

8. Does a reverse stock split alter the portfolio value?

As a result of the reverse split, the number of shares held will decrease, but the value for each share will increase.

9. What is the impact of the reverse stock split on the number of voting rights held by shareholders?

Each new share gives right to one vote.

Provided they are kept under the registered from and result from former shares already benefiting from such double voting rights at the time of the reverse split; new shares will benefit from immediate double voting right.

10. What will be the number of share after the transaction?

Based on the number of outstanding shares as of June 20, 2016, the number of outstanding shares of the company as a result of the reverse split will be 22,133,149.

11. What is the ISIN code of the new consolidated shares?

Consolidated shares’ ISIN code will be: FR0013181864. They will first be listed on July 20, 2016.

    

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