UNITED STATES
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): January 7, 2011
Vantage Drilling Company
(Exact name of registrant as specified in its charter)
Cayman Islands | 1-34094 | N/A | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
777 Post Oak Boulevard, Suite 800 Houston, TX | 77056 | |
(Address of principal executive offices) | (Zip Code) |
(281) 404-4700
(Registrant’s telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On January 7, 2011, the Extraordinary General Meeting in lieu of Annual General Meeting of Shareholders of Vantage Drilling Company (the “Company”) took place. The results of each proposal are set forth below.
Nine directors were elected for terms expiring on the date of the annual general meeting for the year ended December 31, 2010. As to each nominee for director, the results of the voting were as follows:
Name of Nominee | Number of Votes For | Number of Votes Against | Number of Votes Abstaining | |||||||||
Paul A. Bragg | 235,374,181 | 4,682,778 | 9,606,203 | |||||||||
Koichiro Esaka | 151,458,097 | 64,582,351 | 33,622,713 | |||||||||
Jorge E. Estrada | 140,946,006 | 5,076,606 | 103,640,549 | |||||||||
Robert F. Grantham | 186,384,036 | 32,765,428 | 30,513,697 | |||||||||
Marcelo D. Guiscardo | 113,819,246 | 32,194,953 | 103,648,962 | |||||||||
Ong Tian Khiam | 181,126,229 | 35,149,205 | 33,387,727 | |||||||||
John C.G. O’Leary | 142,529,598 | 3,716,924 | 103,416,639 | |||||||||
Hsin-Chi Su | 121,194,427 | 94,826,622 | 33,642,112 | |||||||||
Steinar Thomassen | 235,102,790 | 4,708,242 | 9,852,129 |
The result of the vote on the proposal to approve an ordinary resolution to issue ordinary shares upon conversion of a promissory note issued to F3 Capital was as follows:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
116,871,087 | 132,593,666 | 198,408 | 0 |
The result of the vote on the proposal to approve an ordinary resolution to increase the Company’s ordinary share capital was as follows:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
99,606,582 | 144,509,855 | 5,546,725 | 0 |
The result of the vote on the proposal to approve an ordinary resolution to amend and restate the Company’s 2007 Long-Term Incentive Compensation Plan to, among other things, increase the number of ordinary shares authorized for issuance thereunder was as follows:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
86,279,248 | 157,724,186 | 5,659,728 | 0 |
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The result of the vote on the ratification of UHY LLP as the Company’s independent registered public accounting firm was as follows:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
145,076,464 | 99,043,531 | 5,543,166 | 0 |
A copy of the press release announcing these results is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number | Description of Exhibit | |||
99.1 | Press Release dated January 7, 2011. |
[Signature page follows]
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SIGNATURE
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.
Date: January 7, 2011
VANTAGE DRILLING COMPANY |
/s/ Chris Celano |
Chris Celano |
General Counsel |
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INDEX TO EXHIBITS
Exhibit Number | Description of Exhibit | |
99.1 | Press Release dated January 7, 2011. |
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