Seawell - Completion of Merger with Allis-Chalmers Energy Inc.
23 Febrero 2011 - 6:53PM
Business Wire
Seawell Limited (OSE:SEAW) and Allis-Chalmers Energy Inc.
(NYSE:ALY) announced today that the Allis-Chalmers stockholders
approved the proposals related to the proposed merger of
Allis-Chalmers into Wellco Sub Company, a wholly owned subsidiary
of Seawell, at the special meeting held for such purpose earlier
today, and that the merger has been completed.
Each share of Allis-Chalmers stock will be converted into either
$4.25 in cash or 1.15 common shares of Seawell, depending on
elections made by the Allis-Chalmers stockholders. Seawell and
Allis-Chalmers anticipate that the final election results will be
determined by March 4, 2011.
Seawell and Allis-Chalmers 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 expired today at
5:00 p.m., Houston time. Based on the preliminary election results,
approximately 97% of Allis-Chalmers stockholders elected to receive
Seawell common shares and, as a result, Seawell may issue up to
approximately 101 million common shares in connection with the
merger, including shares issuable upon exercise of Allis-Chalmers
options assumed by Seawell pursuant to the merger.
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.
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.
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