Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - Allis Chalmers Energy Inc. | v208954_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): January
25,
2011
|
ALLIS-CHALMERS
ENERGY INC.
|
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-02199
|
39-0126090
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
File
Number)
|
(I.R.S.
Employer Identification
No.)
|
|
5075
Westheimer
Suite
890
Houston,
Texas
|
77056
|
|
(Address
of principal executive offices)
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(Zip
Code)
|
Registrant’s
telephone number, including area code: (713) 369-0550
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
x
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
|
Item
8.01 Other
Events.
On
January 25, 2011, Allis-Chalmers Energy Inc. (the “Company”) issued a press
release announcing Wednesday, February 23, 2011 as the date for a special
meeting of stockholders of the Company to consider and vote upon, among other
things, a proposal to adopt the previously announced merger agreement, dated as
of August 12, 2010, providing for the acquisition of the Company by Wellco
Merger Sub Company, a subsidiary of Seawell Limited. The Company’s
stockholders of record as of the close of business on Friday, January 14, 2011
will be entitled to receive notice of and vote at the special
meeting. A copy of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
The
exhibit described above is not being “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, but is being furnished solely
to comply with Item 2.02 of Form 8-K and Regulation FD promulgated by
the Securities and Exchange Commission.
Item
9.01. Financial
Statements and Exhibits.
d)
Exhibits
|
Exhibit
Number
|
Description
|
|
|
99.1
|
|
Press
Release, dated January 25,
2011.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
ALLIS-CHALMERS
ENERGY INC.
|
||
|
Date: January
25, 2011
|
By:
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/s/ Theodore F. Pound
III
|
|
Name:
|
Theodore
F. Pound III
|
|
|
Title:
|
General
Counsel and Secretary
|
|
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
|
|
99.1
|
|
Press
Release, dated January 25,
2011.
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