Slaughter and May is advising Ensco plc (“Ensco”) on its proposed combination with Rowan Companies plc (“Rowan”).
Ensco and Rowan have jointly announced their entry into a definitive agreement under which Ensco will acquire Rowan in an all-stock transaction to be effected by way of a UK court-sanctioned scheme of arrangement. The transaction will create a combined group with an estimated enterprise value of $12 billion. Pursuant to the transaction agreement, Rowan shareholders will receive 2.215 shares in Ensco for each Rowan share and, upon closing, Ensco and Rowan shareholders will own approximately 60.5% and 39.5%, respectively, of the outstanding shares of the combined entity. The transaction is subject to approval by the shareholders of Ensco and Rowan, Court sanction, regulatory approvals and other customary closing conditions. It is expected the transaction will complete in H1 2019.
Ensco and Rowan are both global providers of offshore drilling services to the petroleum industry. They are both incorporated in the UK and listed on the New York Stock Exchange.
Slaughter and May and Gibson, Dunn & Crutcher LLP are assisting the Ensco in-house team, which is led by Michael McGuinty and Davor Vukadin.