Business Wire

Schlumberger Announces Agreement to Acquire Cameron

Del

Schlumberger Limited (NYSE: SLB) and Cameron (NYSE: CAM) today jointly announced a definitive merger agreement in which the companies will combine in a stock and cash transaction. The agreement was unanimously approved by the boards of directors of both companies.

This Smart News Release features multimedia. View the full release here: http://www.businesswire.com/news/home/20150826005404/en/

Under the terms of the agreement, Cameron shareholders will receive 0.716 shares of Schlumberger common stock and a cash payment of $14.44 in exchange for each Cameron share.

Based on the closing stock prices of both companies on August 25, 2015, the agreement places a value of $66.36 per Cameron share, representing a 37.0% premium to Cameron’s 20-day volume weighted average price of $48.45 per share, and a 56.3% premium to Cameron’s most recent closing stock price of $42.47 per share. Upon closing, Cameron shareholders will own approximately 10% of Schlumberger’s outstanding shares of common stock.

Schlumberger expects to realize pretax synergies of approximately $300 million and $600 million in the first and second year, respectively. Initially, the synergies are primarily related to reducing operating costs, streamlining supply chains, and improving manufacturing processes, with a growing component of revenue synergies in the second year and beyond. Schlumberger also expects the combination to be accretive to earnings per share by the end of the first year after closing.

The transaction combines two complementary technology portfolios into a “pore-to-pipeline” products and services offering to the global oil and gas industry. On a pro forma basis, the combined company had 2014 revenues of $59 billion.

Paal Kibsgaard, Chairman and Chief Executive Officer of Schlumberger remarked, “This agreement with Cameron opens new and broader opportunities for Schlumberger. At our investor conference in June 2014, we highlighted how the E&P industry must transform to deliver increased performance at a time of range-bound commodity prices. With oil prices now at lower levels, oilfield services companies that deliver innovative technology and greater integration while improving efficiency, which our customers increasingly demand, will outperform the market.

“We believe that the next industry technical breakthrough will be achieved through integration of Schlumberger’s reservoir and well technologies with Cameron’s leadership in surface, drilling, processing and flow control technologies. Deep reservoir knowledge further enabled by instrumentation, software and automation, will launch a new era of complete drilling and production system performance.

“In addition, we will achieve significant efficiency gains through lowering operating costs, streamlining supply chains, and improving manufacturing processes while leveraging the Schlumberger transformation platform. We look forward to welcoming the talented employees of Cameron and are pleased that they will be joining the Schlumberger team as our fourth product group.”

Jack Moore, Chairman and Chief Executive Officer of Cameron, added, “This exciting transaction builds on our successful partnership with Schlumberger on OneSubsea and will position Cameron for its next phase of growth. For our shareholders, this combination provides significant value, while also enabling them to own a meaningful share of Schlumberger. Together, we will create a premier oilfield equipment and service company with an integrated and expanded platform to drive accelerated growth.

“By bringing together Cameron and Schlumberger, we will be uniting two great companies with successful track records, performance and value creation. We look forward to working closely with Schlumberger to achieve a seamless post-closing integration and long term value for all of our stakeholders.”

The transaction is subject to Cameron shareholders’ approval, regulatory approvals and other customary closing conditions. It is anticipated that the closing of the transaction will occur in the first quarter of 2016.

Goldman, Sachs & Co. is acting as financial advisor, and Baker Botts LLP and Gibson Dunn & Crutcher LLP are serving as legal counsel, to Schlumberger. Credit Suisse is acting as financial advisor and Cravath, Swaine & Moore LLP is serving as legal counsel to Cameron.

Conference Call

A conference call to discuss the above announcement will be held on August 26, 2015 at 8:30am (US Eastern Time), 7:30am (US Central Time), 1:30pm (London time), 2:30pm (Paris time). To access the call, which is open to the public, please contact the conference call operator at +1-800-398-9386 within North America, or +1-612-234-9960 outside of North America, approximately 10 minutes prior to the call’s scheduled start time. Ask for the “Schlumberger Conference Call.” At the conclusion of the conference call, an audio replay will be available through September 25, 2015 by dialing +1-800-475-6701 within North America, or +1-320-365-3844 outside of North America, and providing the access code 367663.

Following the conference call, a transaction slide presentation will be posted on both the Schlumberger and Cameron websites at www.slb.com and www.c-a-m.com.

The conference call will be webcast simultaneously at www.slb.com/irwebcast on a listen-only basis. Please log in 15 minutes ahead of time to test your browser and register for the call. A replay of the webcast will also be available at the same web site.

About Schlumberger

Schlumberger is the world’s leading supplier of technology, integrated project management and information solutions to customers working in the oil and gas industry worldwide. Employing approximately 108,000 people representing over 140 nationalities and working in approximately 85 countries, Schlumberger provides the industry’s widest range of products and services from exploration through production.

Schlumberger Limited has principal offices in Paris, Houston, London and The Hague, and reported revenues of $48.58 billion in 2014. For more information, visit www.slb.com.

About Cameron

Cameron is a leading provider of flow equipment products, systems and services to worldwide oil and gas industries. The company employs over 24,000 full-time personnel and operates in more than 300 locations around the world.

Forward-Looking Statements

This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The opinions, forecasts, projections, expected timetable for completing the proposed transaction, benefits and synergies of the proposed transaction, future opportunities for the combined company and products, future financial performance and any other statements regarding Schlumberger’s and Cameron’s future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not statements of historical fact, are forward-looking statements within the meaning of the federal securities laws. Schlumberger can give no assurance that such expectations will prove to have been correct. These statements are subject to, among other things, satisfaction of the closing conditions to the merger, the risk that the contemplated merger does not occur, negative effects from the pendency of the merger, the ability to successfully integrate the merged businesses and to realize expected synergies, failure to obtain the required votes of Cameron’s stockholders, the timing to consummate the proposed transaction, the ability to successfully integrate the merged businesses and other risk factors that are discussed in Schlumberger’s and Cameron’s most recent 10-Ks as well as each company’s other filings with the SEC available at the SEC’s Internet site (http://www.sec.gov). Actual results may differ materially from those expected, estimated or projected. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update or revise any of them in light of new information, future events or otherwise.

Additional Information

This presentation does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS, THE REGISTRATION STATEMENT AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC REGARDING THE TRANSACTION CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. These documents (when they become available) will contain important information about the proposed transaction that should be read carefully before any decision is made with respect to the proposed transaction. These materials will be made available to stockholders of Cameron at no expense to them. Investors will be able to obtain free copies of these documents (if and when available) and other documents filed with the SEC by Schlumberger and/or Cameron through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Schlumberger will be available free of charge on Schlumberger’s internet website at http://www.slb.com. Copies of the documents filed with the SEC by Cameron will be available free of charge on Cameron’s internet website at http://www.c-a-m.com. You may also read and copy any reports, statements and other information filed by Cameron or Schlumberger with the SEC at the SEC public reference room at 100 F Street N.E., Room 1580, Washington, D.C. 20549. Please call the SEC at (800) 732-0330 or visit the SEC’s website for further information on its public reference room.

Participants in Solicitation

Cameron, Schlumberger, their respective directors and certain of their respective executive officers may be considered, under SEC rules, participants in the solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of Schlumberger is set forth in its Annual Report on Form 10-K for the year ended December 31, 2014, which was filed with the SEC on January 29, 2015, and its proxy statement for its 2015 annual meeting of stockholders, which was filed with the SEC on February 19, 2015. Information about the directors and executive officers of Cameron is set forth in its Annual Report on Form 10-K for the year ended December 31, 2014, which was filed with the SEC on February 20, 2015, and its proxy statement for its 2015 annual meeting of stockholders, which was filed with the SEC on March 27, 2015. These documents can be obtained free of charge from the sources indicated above. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests in the transaction, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Contact information

Schlumberger Limited
Investors
Simon Farrant – Schlumberger Limited, Vice President of Investor Relations
Joy V. Domingo – Schlumberger Limited, Manager of Investor Relations
Office +1 (713) 375-3535
investor-relations@slb.com
Scott Lamb – Cameron, Vice President of Investor Relations
Office +1 (713) 513-3344
scott.lamb@c-a-m.com
Media
Joao Felix – Schlumberger Limited, Director of Corporate Communication
Office + 1 (713) 375-3494
corporatecomms@slb.com

Om Business Wire

Business Wire
Business Wire
24 Martin Lane
EC4R 0DR London

+44 20 7626 1982http://www.businesswire.co.uk

Business Wire, a Berkshire Hathaway company, is the global leader in multiplatform press release distribution.

Følg saker fra Business Wire

Registrer deg med din epostadresse under for å få de nyeste sakene fra Business Wire på epost fortløpende. Du kan melde deg av når som helst.

Siste saker fra Business Wire

ThreatMetrix Exceeds 45% Annual Growth as Organizations Embrace Digital Identity as Must-Have Technology18.12.2017 13:00Pressemelding

ThreatMetrix ®, The Digital Identity Company®, today announced 45 percent growth in billings year-on-year, as implementing digital identity solutions became a key priority for organizations in 2017. In the past quarter, average daily transaction volume processed by ThreatMetrix surged from 75 million to more than 100 million transactions, contributing rich data to the world’s only digital identity graph. Throughout 2017, nearly 150 new companies per quarter were added to the Digital Identity Network®, giving ThreatMetrix customers an unparalleled global view into true digital identity and user trust. “Organizations of all shapes and sizes are embracing ThreatMetrix ID™ to recognize true customers, operate digital businesses securely and profitably, and improve the user experience – all without compromising privacy,” says Frank Teruel, chief finance off

DWC Secures € 10,8 M From GEM Global18.12.2017 10:54Pressemelding

Diversified World Corporation 3.0 spa, (“DWC 3.0” or “the Company“) is a listed company at Euronext Access Market in Paris, Symbol (MLDWC:FP). Today, DWC 3.0 is pleased to announce that it has signed a contract for a € 10, 8 million funding facility under a three years warrants agreement, (the “Agreement”) with GEM Global Yield Fund, the private alternative investment group. These € 10,8 million will be raised by issuing 30 million warrants that can be exercised within three years by GEM Global Yield Fund, at the price which represents the nominal value of the share. The Company will sign within a very short time an agreement with a specialist sponsor in order to upgrade its listing to GROWTH Euronext Market in Paris. About DWC 3.0 The Company considers important its presence within the Fine Art sector since Merrill Lynch -Cap Gem

EURid Hosts Green Discussion Panel at The 2017 Internet Governance Forum in Geneva18.12.2017 10:00Pressemelding

EURid understands the importance that possessing a neutral carbon footprint has on the planet, which is why it has, and continues to support sustainable projects all over the world. Since May 2012, EURid has been Eco-Management and Audit Scheme (EMAS) certified, which reflects its continuous pursuit towards being a sustainable organisation. As part of its EMAS certification, EURid has issued and instituted an environmental policy, through which it has achieved the following goals: In 2015, EURid joined forces with the environmental Spanish non-profit organisation FAPAS. A number of fruit trees were planted in Asturias, Spain, an area populated by the endangered European brown bear. EURid also purchased verified CO2 credits to contribute to the Ecomapuà project with the goal of conserving the rich biodiversity in the Amazon.

BearingPoint Achieves Platinum Status in the Salesforce Consulting Partner Program18.12.2017 09:00Pressemelding

Management and technology consultancy BearingPoint is officially designated a Salesforce Platinum Consulting Partner. The prestigious Platinum Consulting Partner status marks an important milestone for the consultancy and demonstrates its commitment to help the world's most innovative brands enhance their customer experience and run their business in the cloud by leveraging the power of the Salesforce platform. With many new engagements this year, BearingPoint has also been able to significantly increase the number of Salesforce certifications while delivering great value to clients by integrating the Salesforce platform into their business. “Reaching the Platinum Consulting Partner status within less than 3 years basically coming from zero has been a huge feat and shows the focus, dedication, and energy of our fast-growing Salesforce community at BearingPoint,” says Markus

Timor Telecom Enhances International Voice Connections in Timor-Leste Through SES Networks18.12.2017 07:55Pressemelding

Timor Telecom (TT), the largest telecommunications operator in Timor-Leste, has expanded its partnership with SES Networks to enable international voice traffic between Timor-Leste and the rest of the world, SES announced today. Under the new agreement, TT will contract capacity on the high-powered NSS-12 geostationary earth orbit (GEO) satellite to establish a point-to-point link connecting Dili, Timor with Sintra, Portugal. Today, residents of Timor-Leste benefit from high speed 4G/LTE mobile data and broadband services provided by TT, which are powered by SES’s O3b medium earth orbit (MEO) satellite network. With its capacity uptake on NSS-12, TT will broaden its suite of services with the carriage of international voice traffic between Timor-Leste and the rest of the world. This enables TT to continue empowering local communities with superior services and to meet all th

Steeper Energy Announces EUR 50.6 M (DKK 377 M) Advanced Biofuel Project with Norwegian-Swedish joint venture Silva Green Fuel in Licensing Deal18.12.2017 07:00Pressemelding

Steeper Energy, a Danish-Canadian clean-fuel company, is partnering with Silva Green Fuel, a Norwegian-Swedish joint venture, to construct a EUR 50.6 M (DKK 377M) industrial scale demonstration plant at a former pulp mill located in Tofte, Norway leading to a future commercial scale project. This press release features multimedia. View the full release here: http://www.businesswire.com/news/home/20171217005029/en/ Steeper will license its proprietary Hydrofaction™ technology to Silva, who will build the facility over the next 18 months. The demonstration plant will use woody residues as feedstock that are converted to renewable crude oil and, in turn, will be upgraded to renewable diesel, jet or marine fuel. Steeper’s Hydrofaction™ technology was selected by Silva after an exhaustive due diligence review of some 40 other technologies. Hydrofaction™ harnesses water

I vårt presserom finner du alle våre siste saker, kontaktpersoner, bilder, dokumenter og annen relevant informasjon om oss.

Besøk vårt presserom