- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
26 November 2010 - 9:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant
þ
Filed by a Party other than the Registrant
o
Check the appropriate box:
o
|
|
Preliminary Proxy Statement
|
o
|
|
Confidential, for Use of the Commission Only (as permitted by Rule 14a-
6(e)(2)
)
|
o
|
|
Definitive Proxy Statement
|
o
|
|
Definitive Additional Materials
|
þ
|
|
Soliciting Material Pursuant to §240.14a-12
|
Allis-Chalmers Energy Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
þ
|
|
No fee required.
|
o
|
|
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
|
|
(1)
|
|
Title of each class of securities to which transaction applies:
|
|
|
|
|
|
|
|
|
|
|
|
(2)
|
|
Aggregate number of securities to which transaction applies:
|
|
|
|
|
|
|
|
|
|
|
|
(3)
|
|
Per unit price or other underlying value of transaction computed pursuant to Exchange Act
Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was
determined):
|
|
|
|
|
|
|
|
|
|
|
|
(4)
|
|
Proposed maximum aggregate value of transaction:
|
|
|
|
|
|
|
|
|
|
|
|
(5)
|
|
Total fee paid:
|
|
|
|
|
|
|
|
|
|
o
|
|
Fee paid previously with preliminary materials.
|
|
o
|
|
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its
filing.
|
|
(1)
|
|
Amount Previously Paid:
|
|
|
|
|
|
|
|
|
|
|
|
(2)
|
|
Form, Schedule or Registration Statement No.:
|
|
|
|
|
|
|
|
|
|
|
|
(3)
|
|
Filing Party:
|
|
|
|
|
|
|
|
|
|
|
|
(4)
|
|
Date Filed:
|
|
|
|
|
|
|
|
|
|
SEAW Approved for Listing on the Oslo Børs
Hamilton, Bermuda (November 25, 2010)
Reference is made to news release of September 23, 2010 where Seawell Limited informed about the
intent to apply for listing of its shares on the Oslo Stock Exchange.
The Board of Oslo Børs (Oslo Stock Exchange) resolved in its meeting on November 24, 2010 to admit
shares in Seawell Limited for listing on Oslo Børs.
The Financial Supervisory Authority of Norway has today approved the listing prospectus.
The prospectus will be available at
www.seawellcorp.com
and
www.platoumarkets.com
.
The prospectus can also be obtained from:
Seawell Management AS
Løkkeveien 107
P.O. Box 332
4002 Stavanger
Norway
Telephone: +47 51 30 80 00
Fax: +47 51 30 80 01
RS Platou Markets AS
Haakon VIIs gate 10
P.O. Box 1474 Vika
N-0116 Oslo
Norway
Telephone: +47 22 01 63 00
Telefax: +47 22 01 63 10
The Company will have its first trading day, tomorrow, Friday November 26, 2010.
The Company has retained RS Platou Markets AS as manager (the Manager) and Wiersholm, Mellbye &
Bech, advokatfirma AS as legal adviser in connection with the listing process
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities
Trading Act)
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are typically identified by words or phrases such as will, anticipate, estimate, expect,
project, intend, plan, believe, target, forecast, and other words and terms of similar
meaning. These forward-looking statements involve a number of risks and uncertainties. Seawell and
Allis-Chalmers caution readers that any forward-looking statement is not a guarantee of future
performance and that actual results could differ materially from those contained in the
forward-looking statement. Such forward-looking statements include, but are not limited to,
statements about the benefits of the proposed merger involving Seawell and Allis-Chalmers,
including future financial and operating results, Seawells and Allis-Chalmers plans, objectives,
expectations and intentions, the expected timing of completion of the transaction, and other
statements that are not historical facts. Important factors that could cause actual results to
differ materially from those indicated by such forward-looking statements are set forth in
Allis-Chalmers filings with the Securities and Exchange Commission. These include risks and
uncertainties relating to: the ability to obtain the requisite Allis-Chalmers stockholder approval;
the risk that Allis-Chalmers or Seawell may be unable to obtain governmental and regulatory
approvals required for the merger, or required governmental and regulatory approvals may delay the
merger or result in the imposition of conditions that could cause the parties to abandon the
merger; the risk that a condition to closing of the merger may not be satisfied; the timing to
consummate the proposed merger; the risk that the businesses will not be integrated successfully;
the risk that the cost savings and any other synergies from the transaction may not be fully
realized or may take longer to realize than expected; disruption from the transaction making it
more difficult to maintain relationships with customers, employees or suppliers; the diversion of
management time on merger-related issues; general worldwide economic conditions and related
uncertainties; and the effect of changes in governmental regulations. Neither Seawell nor
Allis-Chalmers undertakes any obligation to publicly update any forward-looking statement, whether
as a result of new information, future events or otherwise.
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, 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 will
file with the SEC a Registration Statement on Form F-4 that will include a proxy statement of
Allis-Chalmers that also constitutes a prospectus of Seawell. Seawell and Allis-Chalmers will mail
the proxy statement/prospectus to the Allis-Chalmers stockholders. Seawell and Allis-Chalmers urge
investors and stockholders to read the proxy statement / prospectus regarding the proposed merger
when it becomes available, as well as other documents filed with the SEC, because they will contain
important information. You may obtain copies of all documents filed with the SEC regarding this
transaction, free of charge, at the SECs website (www.sec.gov). You may also obtain these
documents, free of charge, from Seawells 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.
Participants In The Merger Solicitation
Seawell, Allis-Chalmers, and their respective directors, executive officers and certain other
members of management and employees may be soliciting proxies from Allis-Chalmers stockholders in
favor of the merger and related matters. Information regarding the persons, who may, under the
rules of the SEC, is deemed participants in the solicitation of Allis-Chalmers stockholders in
connection with the proposed merger will be set forth in the proxy statement/prospectus when it is
filed with the SEC. You can find information about Allis-Chalmers executive officers and directors
in its definitive proxy statement filed with the SEC on April 30, 2010. Additional information
about Seawells executive officers and directors and Allis-Chalmers executive officers and
directors can be found in the above-referenced Registration Statement on Form F-4 when it becomes
available. You can obtain free copies of these documents from Seawell and Allis-Chalmers using the
contact information above.
Allis-Chalmers Energy (NYSE:ALY)
Historical Stock Chart
Von Apr 2024 bis Mai 2024
Allis-Chalmers Energy (NYSE:ALY)
Historical Stock Chart
Von Mai 2023 bis Mai 2024