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Subsea 7 — Proxy Solicitation & Information Statement 2010
Sep 16, 2010
6244_rns_2010-09-16_6868ffcc-f8db-4b71-861a-1bd0af23e012.pdf
Proxy Solicitation & Information Statement
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Acergy
Acergy S.A. Announces Extraordinary General Meeting
London, England – September 16, 2010 – Acergy S.A. (NASDAQ-GS: ACGY; Oslo Stock Exchange: ACY) today announced that an Extraordinary General Meeting (EGM) of shareholders will be held on Tuesday November 9, 2010 at 12:00 p.m. local time at the offices of SGG S.A., 412F, route d'Esch, L-2086 Luxembourg. All shareholders of record as of September 21, 2010 will be entitled to vote at the EGM.
The purpose of the EGM is to consider and approve the Combination with Subsea 7, and to amend the Company's Articles of Incorporation, with effect from Completion, including increasing the authorised share capital of the Company and changing the name of the Company to "Subsea 7 S.A."; and to appoint the new Directors of the Company as from Completion.
The notice of the EGM is expected to be distributed to eligible shareholders no later than September 30, 2010. Upon publication, the Notice of EGM and supporting materials, including the prospectus, will be available on the Acergy website:
www.acergy-group.com/public/AcergySubsea7combination
Acergy S.A. is a seabed-to-surface engineering and construction contractor to the offshore oil and gas industry worldwide. We provide integrated services, and we plan, design and deliver complex projects in harsh and challenging environments.
Contact:
Karen Menzel
Acergy S.A.
+44 (0)20 8210 5568
www.acergy-group.com
If you no longer wish to receive our press releases please contact: [email protected]
Forward-Looking Statements: Certain statements made in this announcement may include "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the US Securities Exchange Act of 1934. These statements may be identified by the use of words like "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "forecast," "project," "will," "should," "seek," and similar expressions. These forward-looking statements include, but are not limited to, statements as to the date of the proposed EGM, the date for shareholders to be on the record in order to be entitled to vote at the EGM, the purpose of the EGM and the date of publication and distribution of materials to eligible shareholders. The forward-looking statements reflect our current views and assumptions and are subject to risks and uncertainties. The following factors, and others which are discussed in our public filings and submissions with the U.S. Securities and Exchange Commission, are among those that may cause actual and future results and trends to differ materially from our forward-looking statements: actions by regulatory authorities or other third parties; unanticipated costs and difficulties related to the integration of Acergy S.A. and Subsea 7 Inc. and our ability to achieve benefits therefrom; unanticipated delays, costs and difficulties related to the combination transaction, including satisfaction of closing conditions; our ability to recover costs on significant projects; the general economic conditions and competition in the markets and businesses in which we operate; our relationship with significant clients; the outcome of legal proceedings or governmental enquiries; uncertainties inherent in operating internationally; the timely delivery of ships on order and the timely completion of ship conversion programmes; the impact of laws and regulations; and operating hazards, including spills and environmental damage. Many of these factors are beyond our ability to control or predict. Given these factors, you should not place undue reliance on the forward-looking statements.
This communication does not constitute an offer to purchase, sell, or exchange or the solicitation of an offer to sell, purchase, or exchange any securities of Subsea 7 or Acergy.