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Rowan Companies PLC – ‘8-K’ for 7/24/97

As of:  Wednesday, 8/6/97   ·   For:  7/24/97   ·   Accession #:  950129-97-3111   ·   File #:  1-05491

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/06/97  Rowan Companies PLC               8-K:5,7     7/24/97    3:179K                                   Bowne - Houston/FA

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Rowan Companies, Inc. -- Form 8-K                      4     13K 
 2: EX-4.1      Amendment No. 3, 7/24/97 to the Rights Agreement       2     12K 
 3: EX-4.2      Rights Agreement, as Amended, Dated Feb. 25, 1992     86    240K 


8-K   —   Rowan Companies, Inc. — Form 8-K
Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Item 5. Other Events
"Item 7. Financial Statements and Exhibits
8-K1st Page of 4TOCTopPreviousNextBottomJust 1st
 

================================================================================ 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): JULY 24, 1997 ROWAN COMPANIES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OR OTHER JURISDICTION OF INCORPORATION) 1-5491 75-0759420 (COMMISSION FILE NUMBER ) (IRS EMPLOYER IDENTIFICATION NO.) -------------- 5450 Transco Tower 2800 Post Oak Boulevard Houston, Texas 77056-6196 (Address of principal executive office, including zip code) (713) 621-7800 (Registrant's telephone number, including area code) ================================================================================
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ITEM 5. OTHER EVENTS On July 24, 1997, the Board of Directors of Rowan Companies, Inc. (the "Company") amended the Company's Rights Agreement dated February 25, 1992, as amended, (the "Rights Agreement") to increase the Purchase Price defined in Section 7(b) of such Rights Agreement for each one one-hundredth of a share of Series A Junior Preferred Stock purchasable upon the exercise of a Right from $30.00 to $75.00, subject to adjustment. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) Exhibits [Download Table] EXHIBIT NUMBER EXHIBIT DESCRIPTION ------ ---------------------------------------------------- 4.1 Amendment No. 3 dated July 24, 1997 to the Rights Agreement dated February 25, 1992, as amended, between the Company and Citibank, N.A., as Rights Agent. 4.2 Rights Agreement dated February 25, 1992, as amended, between the Company and Citibank, N.A., as Rights Agent, which includes exhibits as follows: Exhibit A - Form of Rights Certificate; Exhibit B - Summary of Rights to Purchase Junior Preferred Stock and Exhibit C - Certificate of Designation of Series A Junior Preferred Stock.
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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. ROWAN COMPANIES, INC. BY: /s/ E. E. THIELE ---------------------------------------- E. E. Thiele, Senior Vice President - Administration and Finance and Principal Financial Officer DATED: AUGUST 5, 1997
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INDEX TO EXHIBITS [Download Table] EXHIBIT NUMBER EXHIBIT DESCRIPTION ------ ---------------------------------------------------- 4.1 Amendment No. 3 dated July 24, 1997 to the Rights Agreement dated February 25, 1992, as amended, between the Company and Citibank, N.A., as Rights Agent. 4.2 Rights Agreement dated February 25, 1992, as amended, between the Company and Citibank, N.A., as Rights Agent, which includes exhibits as follows: Exhibit A - Form of Rights Certificate; Exhibit B - Summary of Rights to Purchase Junior Preferred Stock and Exhibit C - Certificate of Designation of Series A Junior Preferred Stock.

Dates Referenced Herein   and   Documents Incorporated by Reference

Referenced-On Page
This ‘8-K’ Filing    Date First  Last      Other Filings
Filed on:8/6/978-A12B/A
8/5/973
For Period End:7/24/9714
2/25/9224
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Filing Submission 0000950129-97-003111   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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