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Seadrill Limited — Share Issue/Capital Change 2010
Aug 17, 2010
9186_rns_2010-08-17_98572b79-6231-4f52-b947-21ce9bd56a88.html
Share Issue/Capital Change
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SEAWELL LIMITED: SHARE ISSUE COMPLETED
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR
INDIRECTLY, IN OR TO U.S. NEWS WIRE SERVICES OR INTO
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR
RELEASE WOULD BE UNLAWFUL.
SEAW: SHARE ISSUE COMPLETED
OSLO, 17 August 2010
Reference is made to the press release dated 16
August regarding a contemplated of shares in Seawell
Limited ("Seawell" or the "Company").
The Private Placement was closed on 16 August at
22:00. The Company is pleased to announce that the
offering was significantly oversubscribed. Allocation
of 115,400,000 new shares at NOK 23.00 per share,
raising gross proceeds of NOK 2,654 million, will be
finalised during the course of the day.
The gross proceeds of the Private Placement will be
used to; (i) finance the acquisition of Allis-
Chalmers Energy Inc, as announced on 13 August 2010;
(ii) de-lever; (iii) finance further growth and
acquisitions and (iv) general corporate purposes.
"I want to thank all of our investors for the
confidence shown in Seawell. We have, with their
contribution, fulfilled a key condition for the
closing of our acquisition of Allis-Chalmers Energy
Inc. This vote of confidence allows us to now list
the company and proceed with our strategy to become
the no. 1 independent oil service company." Says the
CEO Jørgen P. Rasmussen
RS Platou Markets AS, Carnegie ASA and Pareto
Securities AS have acted as Joint lead managers and
bookrunners. Danske Markets, DnB NOR Markets and
Nordea Markets have acted as co-managers.
***
Important Notice
The Private Placement and this announcement and other
information in connection with the Private Placement
may be restricted by law in certain jurisdictions.
Seawell assumes no responsibility in the event there
is a violation by any person of such restrictions.
Persons in whose possession this announcement or such
other information should come are required to inform
themselves about and to observe any such
restrictions. This announcement is not for
distribution, directly or indirectly, in or into any
jurisdiction in which it is unlawful to make any such
offer or solicitation to such person or where prior
registration or approval is required for that
purpose.
This document is not an offer to sell, or the
solicitation of an offer to buy or subscribe for
securities in the United States, Australia, Canada,
Japan or in any jurisdiction in which such offer,
solicitation or sale is unlawful. Securities may not
be offered or sold in the United States absent
registration under the US Securities Act of 1933
(the "Securities Act") or an exemption from, or in a
transaction not subject to, registration. Subject to
certain exceptions, the securities referred to herein
may not be offered or sold in Australia, Canada or
Japan or to, or for the account or benefit of, any
national, resident or citizen of Australia, Canada or
Japan. The offer and sale of the securities referred
to herein has not been and will not be registered
under the Securities Act or under the applicable
securities laws of Australia, Canada or Japan. The
new shares to be offered may not be offered or sold
within the United States, except to qualified
institutional buyers ("QIB"), as defined in Rule 144A
under the U.S. Securities Act ("Rule 144A"), through
affiliates of the Managers, in reliance upon the
exemption from the registration requirements provided
by section 4(2) of the U.S. Securities Act Rule 144A,
and to certain non-U.S. persons in offshore
transactions in reliance on Regulation S under the
U.S. Securities Act. The shares to be offered will be
subject to certain restrictions on transfer.
This document is only addressed to and is only
directed at persons in member states of the European
Economic Area (the "EEA") who are "qualified
investors" within the meaning of Article 2.1(e) of
the Prospectus Directive (Directive 2003/71/EC). In
addition, in the United Kingdom, these materials are
directed solely at persons who (i) have professional
experience in matters relating to investments falling
within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005
(the "Order") or (ii) are persons falling within
Article 49(2)(a) to (d) of the Order and other
persons to whom it may lawfully be communicated (all
such persons together being referred to as "relevant
persons"). These materials are addressed only to,
and directed only at, relevant persons and qualified
investors and must not be acted on or relied on (i)
in the United Kingdom, by persons who are not
relevant persons or (ii) in any member state of the
EEA other than the United Kingdom, by qualified
investors. Any investment or investment activity to
which these materials relate is available only to,
and will be engaged in only with, in the United
Kingdom, relevant persons, and in any member state of
the EEA other than the United Kingdom, qualified
investors.
* * *
For further information, please contact:
Jorgen Rasmussen, Executive Chairman Seawell Ltd.,
+47 51 30 80 00
Thorleif Egeli, CEO Seawell Management AS, +47 51 30
80 00
Lars Bethuelsen, CFO Seawell Management AS, +47 51 30
80 00
SOURCE Seawell Limited
http://www.seawellcorp.com