Archer Limited : Archer Limited : Minutes from the Special General Meeting
Hamilton, Bermuda (February 14, 2013)
Archer Limited (the "Company") advises that the Special General Meeting of the
Company was held on February 13, 2013 at 10:00 a.m. (Bermuda time) at the
offices of the Company, 4^th Floor, Par-la-Ville Place, 14, Par-la-Ville Road,
Hamilton HM08, Bermuda.
All resolutions were passed in accordance with the proposals in the Notice of
the Special General Meeting, and the conditions for completion the Private
Placement announced on February 8, 2013 are satisfied.
The following resolutions were passed:
1.That with effect from 12:00 p.m. (Bermuda time) on February 19, 2013, or
such other time as may be determined by the Board of Directors of the
Company (the "Effective Date") that the issued and paid-up share capital
of the Company be reduced from US$733,318,240 to US$366,659,120 by
cancelling the paid-up capital of the Company to the extent of US$1.00 on
each of the issued shares of par value US$2.00 in the share capital of the
Company as at the Effective Date so that each issued share of US$2.00
shall from the Effective Date have a par value of US$1.00 be treated in
all respects as one (1) fully paid-up share of par value US$1.00 ("Capital
2.That upon the Capital Reduction taking effect, the amount of credit
arising from the Capital Reduction be credited to the contributed surplus
account of the Company and the Directors of the Company be and are hereby
authorized to apply any credit balance in the contributed surplus account
of the Company in accordance with the Bye-laws of the Company and all
3.That upon the Capital Reduction taking effect, all the 233,340,880
authorised but unissued shares of US$2.00 each in the Company be cancelled
and the authorized share capital of the Company of US$1,200,000,000 be
diminished by US$466,681,760 representing the amount of shares so
cancelled and forthwith upon such cancellation, the authorized share
capital of the Company be restored to US$1,200,000,000 by creating
833,340,880 shares of par value US$1.00 each, such that the authorized
share capital will then comprise 1,200,000,000 shares of par value US$1.00
4.That upon the Capital Reduction taking effect, the register of
shareholders (and each branch register and sub-register) shall be amended
such that the shares in issue on the Effective Date shall be recorded as
having a par value of US$1.00 each.
This information is subject of the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
This announcement is distributed by Thomson Reuters on behalf of Thomson
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
information contained therein.
Source: Archer Limited via Thomson Reuters ONE
Press spacebar to pause and continue. Press esc to stop.