Constellation Announces the Convening Notice to the Ordinary and Extraordinary General Meetings
Luxembourg, 14 September 2026: Constellation Oil Services Holding S.A. ("Constellation") or (the "Company") announces that an Ordinary General Meeting (“OGM”) and an Extraordinary General Meeting (“EGM” and together, the "Meetings") will be held in Luxembourg on 15 October 2026.
The OGM will be held under private seal under the following agenda:
1. Board report on conflicts of interest involving certain Board members (non-voting item); 2. Share premium distribution step-up of USD 40,000,000, payable following the issuance of the third quarter 2026 financial statements, in addition to the baseline distribution of USD 100,000,000 already approved, increasing total Share Premium Distributions for 2026 to USD 140,000,000 (voting item); 3. Share premium distribution of USD 25,000,000, representing the first tranche of the Company’s new baseline distribution for 2027, payable following the issuance of the fourth quarter 2026 financial statements and preliminary results (voting item); 4. Confirmation of the co-optation of Anne Maillard as director (voting item); 5. Appointment of Carlos Tadeu da Costa Fraga as director (voting item); 6. Remuneration of Carlos Tadeu da Costa Fraga as director (voting item).
The EGM will be held in front of a Luxembourg notary public with the following agenda:
7. Implementation of a share buyback program of up to USD 35,000,000 (voting item).
Equro Issuer Services AS (“Equro”), in its capacity as depositary bank and issuer of the NDRs, is registered as a shareholder in the Company list of shareholders, therefore any voting by the holders of the NDRs recorded in the VPS system will have to be executed through Equro. For such purpose, please refer to the attached documents titled "NDR Voting Documents: COSH – OGM-EGM 2026". Only holders of NDRs registered in the VPS on 29 September 2026, will have the right to vote.
The notice, including the agenda for the Meetings and the appendices to the notice is attached to this release as "COSH Convening Notice OGM EGM 2026". The notice and the documents referred to in the notice are available on the Company's website https://ir.theconstellation.com .
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
About Constellation
Constellation is a market leading provider of offshore oil and gas contract drilling services through its subsidiary Serviços de Petróleo Constellation S.A. (“Serviços de Petróleo Constellation”). With continuous operations since 1981, Serviços de Petróleo Constellation has built an unmatched reputation for excellence in offshore drilling services, obtaining ISO 9001, ISO 14001, ISO 45001, and API Spec Q2 certifications for its quality management, environmental and safety records and systems.
NOTICE REGARDING FORWARD-LOOKING STATEMENTS
Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.
This announcement is made by, and is the responsibility of, the Company.
This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company.
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This announcement does not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of the company in the United States or any other jurisdiction. Not for publication, distribution or release, in whole or in part, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the united states of America and the district of Columbia) (the "united states"), Australia, Canada, the Hong Kong special administrative region of the people's republic of China or Japan, or any other jurisdiction in which the publication, distribution or release would be unlawful.