8-KOther EventsExhibits & Filings

SLB LIMITED/NV 8-K Report, Corporate Update (Feb 22, 2010)

Filed February 22, 2010For Securities:SLB

Summary

This 8-K filing from SLB LIMITED/NV (SLB) announces a significant development: the execution of a Merger Agreement with Smith International, Inc. (Smith). Under the terms of this agreement, SLB's wholly-owned subsidiary, Turnberry Merger Sub Inc., will merge with and into Smith. This transaction will result in Smith becoming a wholly-owned subsidiary of SLB, effectively marking an acquisition of Smith by SLB. Investors should note that this filing primarily serves to announce the definitive agreement. Detailed information regarding the transaction, including financial terms and strategic rationale, will be provided in subsequent filings, such as a proxy statement/prospectus. SLB and Smith are urging their respective stockholders to carefully review these upcoming documents once they become available, as they will contain crucial information for making informed decisions about the proposed merger.

Key Highlights

  • 1SLB Limited/NV (SLB) has entered into a definitive Merger Agreement to acquire Smith International, Inc.
  • 2Smith International will become a wholly-owned subsidiary of SLB upon completion of the merger.
  • 3The transaction is structured as a merger between SLB's subsidiary, Turnberry Merger Sub Inc., and Smith International.
  • 4A joint press release dated February 21, 2010, detailing the agreement, is attached as an exhibit.
  • 5Investors are strongly advised to read upcoming proxy statement/prospectus and registration statement for detailed information.
  • 6Information regarding participants in the proxy solicitation for the transaction will be disclosed in future filings.

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