PGO To Call Extraordinary General Meeting of Shareholders
Tuesday September 10, 8:20 pm ET
PGO today announced that in response to a written request received from Umoe AS, a Norwegian investment company, the company will convene an extraordinary general meeting of shareholders. In the letter request, which was signed by Umoe's Chief Executive Officer Jens Ulltveit-Moe, Umoe indicates that it holds more than 10% of the company's shares and that, in the shareholder's opinion, it is necessary to make changes at the company that must be decided by the company's shareholders. Specifically, the letter requests the company's shareholders to consider at the extraordinary general meeting (1) the election of a new board of directors and (2) the authorization of an increase in the share capital of the company. In addition, while not contained in the letter request, Mr. Ulltveit-Moe has indicated that he may propose himself to be a nominee for director and may seek to become the chairman of the board of the company. In response to the letter and in accordance with Norwegian law and the company's articles of association, the company's Board of Directors is calling the extraordinary meeting for September 27, 2002 in Norway. A calling notice will be distributed in Norway shortly, and materials will be sent to ADR holders as soon as practicable. As permitted under Norwegian law, the shareholder request did not proposed a slate of nominees for director. It is expected that the calling notice for the extraordinary meeting will seek authorization for issuance of up to 51.6 million additional shares.
Based on publicly available information, Mr. Jens Ulltveit-Moe founded Umoe AS, an investment company with its head office located at Lysaker, Norway, in 1984. Umoe AS built a group of ship-owning companies serving the oil and gas sector in Norway, built Haugesund Mekaniske Verksted into one of the leading offshore industrial suppliers before selling it to ABB two years ago and built Harding Safety AS into a leading supplier of safety equipment to the maritime sector worldwide. Umoe AS has stated that its strategy is to contribute more than just capital by taking an active role as owners and seeking to develop companies through organic growth, acquisitions and sector restructuring.
Mr. Ulltveit-Moe, age 57, has a degree in economics from the Norwegian School of Economics and Business Administration and has a Masters degree in international affairs from Columbia University. His prior experience includes consulting for McKinsey & Company in New York and managing director of Asterix Shipping, a tanker company, prior to his establishment of Umoe AS. Mr. Ulltveit-Moe has been the president of the Norwegian Shipowners' Association and became the president of the Norwegian Confederation of Business and Industry at the beginning of this year.
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