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Ensco (ESV), Atwood File Definitive Proxy Materials With SEC

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Ensco plc and Atwood Oceanics, Inc announced the filing of definitive proxy materials with the U.S. Securities and Exchange Commission (SEC) relating to the earlier-announced merger agreement. Per the deal, Ensco will purchase Atwood Oceanics in an all-stock transaction.

The respective shareholder meetings related to the merger will be held by Ensco and Atwood on Oct 5. The companies’ board of directors unanimously proposed that shareholders vote for each proposal set out in the joint proxy statement at their respective meetings.

Ensco’s general meeting of shareholders is planned to take place on Oct 5 at 3:00 pm (London time) at the Offices of Slaughter and May, One Bunhill Row, London EC1Y 8YY, England. All shareholders of record of the company’s common stock as of the close of business on Aug 23, will be permitted to vote their shares either in person or by proxy at the meeting.

Atwood’s  special meeting of shareholders is slated for Oct 5 at 9:00 am (Houston time) at 15011 Katy Freeway, First Floor, Houston, Texas 77094. All shareholders of record of Atwood’s common stock as of the close of business on Aug 23, will be allowed to vote their shares either in person or by proxy.

Per the terms of the agreement, Atwood’s shareholders will obtain 1.60 shares of Ensco for each share of Atwood’s common stock for a total value of $10.72 per share. The price is based on Ensco’s closing share price of $6.70 on May 26. This corresponds to a premium of about 33% to Atwood’s closing price on the same date. On completion of the transaction, shareholders of Ensco and Atwood will own about 69% and 31%, respectively, of the outstanding shares of the former. No financing conditions are attached to this transaction.

On Jun 29, Ensco and Atwood announced early termination of the waiting period under the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976. The company expects the transaction to close in the first week of October 2017.



Over the last three months, shares of Ensco have lost 44.1% compared with the industry’s decline of 29.6%.

Ensco currently carries a Zacks Rank #3 (Hold). Some better-ranked stocks in the same space include Range Resources Corp. (RRC - Free Report) and TransCanada Corp. (TRP - Free Report) . Both of these stocks sport a Zacks Rank #1 (Strong Buy). You can see the complete list of today’s Zacks #1 Rank stocks here.
    
Range Resources delivered a positive earnings surprise of 250.00% in the preceding quarter. The company beat estimates in three of the trailing four quarters with an average negative earnings surprise of 94.22%.

TransCanada delivered a positive earnings surprise of 12.00% in the preceding quarter. It surpassed estimates in two of the trailing four quarters with an average positive earnings surprise of 4.06%.

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