Allis-Chalmers Energy and Seawell Limited Announce Anticipated Closing Date of Merger and Confirm Election Deadline
21 Febrero 2011 - 11:49AM
Business Wire
Allis-Chalmers Energy Inc. (NYSE: ALY) and Seawell Limited (OSE:
SEAW) today announced that they anticipate that the merger of
Allis-Chalmers with and into a wholly owned subsidiary of Seawell
will close on Wednesday, February 23, 2011. They also confirmed
that the deadline for Allis-Chalmers stockholders to make an
election with respect to the type of merger consideration they wish
to receive is 5:00 p.m., Houston time, on February 23, 2011.
The completion of the merger is subject to the approval of
Allis-Chalmers’ stockholders and other customary closing
conditions.
If you have any questions about the merger, including how to
vote your shares of Allis-Chalmers, you should contact Georgeson,
Inc., the information agent for Allis-Chalmers, toll free at (866)
628-6024 (banks and brokers call (212) 440-9800).
Forward-Looking Statements
This press release contains forward-looking statements (within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934) regarding the
merger of Allis-Chalmers and Seawell. Words such as expects,
anticipates, intends, plans, believes, seeks, estimates and similar
expressions or variations of such words are intended to identify
forward-looking statements, but are not the exclusive means of
identifying forward-looking statements in this press release.
Although forward-looking statements in this press release
reflect the good faith judgment of our respective management teams,
such statements can only be based on facts and factors that our
respective management teams currently know. Consequently,
forward-looking statements are inherently subject to risks and
uncertainties, and actual results and outcomes may differ
materially from the results and outcomes discussed in the
forward-looking statements. Factors that could cause or contribute
to such differences in results and outcomes include, but are not
limited to, the failure of all the conditions to the closing of the
merger being met.
Further information about the risks and uncertainties relating
to the merger are set forth in the proxy statement/prospectus
relating to the merger and in our other SEC filings and publicly
available documents. We urge readers not to place undue reliance on
these forward-looking statements, which speak only as of the date
of this press release. Allis-Chalmers and Seawell undertake no
obligation to revise or update any forward-looking statements in
order to reflect any event or circumstance that may arise after the
date of this press release.
Additional Information and Where to Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. The publication or distribution of this
communication may, in some countries, be restricted by law or
regulation. Accordingly, persons who come into possession of this
document should inform themselves of and observe these
restrictions. To the fullest extent permitted by applicable law,
Seawell Limited, Allis-Chalmers and their respective affiliates
disclaim any responsibility or liability for the violation of such
restrictions by any person. In connection with the proposed merger
between Seawell and Allis-Chalmers, Seawell has filed with the SEC
a Registration Statement on Form F-4 that includes a proxy
statement of Allis-Chalmers that also constitutes a prospectus of
Seawell. The definitive proxy statement/prospectus can be obtained
free of charge at the SEC’s website (www.sec.gov). Seawell and
Allis-Chalmers mailed the definitive proxy statement/prospectus to
the Allis-Chalmers stockholders on or about January 25, 2011.
Seawell and Allis-Chalmers urge investors and stockholders to read
the proxy statement/prospectus regarding the proposed merger, as
supplemented, as well as other documents filed with the SEC,
because they contain important information. You may obtain copies
of all documents filed with the SEC regarding this transaction,
free of charge, at the SEC’s website (www.sec.gov). You may also
obtain these documents, free of charge, from Seawell’s website
(www.seawellcorp.com) under the tab “Investors.” You may also
obtain these documents, free of charge, from Allis-Chalmers’
website (www.alchenergy.com) under the tab “For Investors” and then
under the heading “SEC Filings.”
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