AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 22nd, 2010 • Smith International Inc • Oil & gas field machinery & equipment • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of February 21, 2010, is by and among Schlumberger Limited (Schlumberger N.V.), a company organized under the laws of the Netherlands Antilles (“Schlumberger”), Turnberry Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Schlumberger (“Merger Sub”), and Smith International, Inc., a Delaware corporation (“Smith”).
AMENDMENT NO. 3 TO RIGHTS AGREEMENTRights Agreement • February 22nd, 2010 • Smith International Inc • Oil & gas field machinery & equipment • Delaware
AMENDMENT NO. 3 (the “Amendment”), dated as of February 21, 2010, to the Rights Agreement, dated as of June 8, 2000 (the “Rights Agreement”), between Smith International, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (as successor rights agent to First Chicago Trust Company of New York), as rights agent (the “Rights Agent”).
