Tuesday, May 24, 2011
Ensco plc
Ensco has declared a regular quarterly cash dividend of US $0.35 per Class A ordinary share payable on June 24, 2011 to holders of Ensco's American depositary shares (ADS) as of the June 13, 2011 record date.
As previously reported, Ensco and Pride International each will hold special shareholder meetings on May 31, 2011 to vote on the merger of their companies, creating the world's second largest mobile offshore drilling fleet. The Ensco and Pride joint proxy statement/prospectus has been distributed to shareholders of both companies and the Ensco and Pride boards of directors have recommended that shareholders vote in favor of the merger.
As disclosed previously, votes for Ensco's special shareholder meeting on May 31, 2011 must be received by today, May 24, 2011, for the ADS depositary to properly record votes.
In preparation for the special shareholder meetings, Ensco and Pride have satisfied antitrust and securities regulatory requirements and Ensco has successfully completed a $2.5 billion senior notes offering, the net proceeds of which will facilitate the Pride acquisition.
If approved by the shareholders of Ensco and Pride at their respective May 31, 2011 special meetings, the merger is expected to close on the same day, at which point, with exceptions for certain U.K. residents, Pride stockholders will have the right to receive 0.4778 newly-issued shares of Ensco plus $15.60 in cash for each share of Pride common stock per the terms of the merger agreement.
Assuming the merger closes as planned on May 31, 2011, the US $0.35 regular quarterly cash dividend noted above also will be paid on the Ensco shares issued to the former Pride stockholders to holders of Ensco's American depositary shares (ADS) as of the June 13, 2011 record date.
At the Annual General Meeting of Shareholders held today, the vote of a sufficient number of shares were cast to approve all proposals as recommended by the Board of Directors, including the non-binding advisory votes by a majority of shares to approve the compensation of our named executive officers and to hold non-binding advisory shareholder votes on the compensation of our named executive officers every year.
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