Subject to the Business Combination Agreement, the combination will be concluded after the close of operations on January 16, 2017, the last day of the Technip shares transaction on Euronext Paris. The last trading day for FMC Technologies shares on the NYSE is January 13, 2017, as January 16 is a federal holiday in the United States. TechnipFMC`s common shares will be listed under the “FTI” ticker on January 17, 2017, beginning with the opening of trading meetings on Euronext Paris (9:00 a.m. .m HOUR) and the NYSE (9:30 .m EST). Significant additional information will be provided in a backgrounder DocumentTechnip will prepare a backgrounder that will be made available at the Technip meeting of shareholders to approve the proposed transaction (the “report”). INVESTORS AND STOCKHOLDERS ARE URGED TO CAREFULLY READ THE INFORMATION DOCUMENT, AND OTHER RELEVANT DOCUMENTS TO BE PUBLISHED ON THE TECHNIP WEBSITE, IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT FMC TECHNOLOGIES, TECHNIP, TECHNIPFMC, THE PROPOSED TRANSACTIONS AND RELATED MATTERS. Investors and shareholders can receive free copies of Technip`s information document on their website at www.technip.com. Technip and FMC Technologies Inc. have entered into a Combination of Companies (BCA) agreement on their proposed merger (see Pumping Industry Analyzer, May 2016).
TechnipFMC US Merger Sub, LLC was established on October 17, 2016 under Delaware state law as a wholly indirect subsidiary of FMCTI. On January 9, 2017, FMCTI brought its entire stake in technipFMC US Merger Sub, LLC to TechnipFMC, making it a wholly indirect subsidiary of TechnipFMC. TechnipFMC US Merger Sub, LLC did not conduct any activity other than incidental activity related to the transactions under the merger agreement. TechnipFMC did not conduct any commercial activities other than those related to its incorporation in order to conclude the agreement, the commercial combination agreement and the terms of the merger, as well as in connection with the transactions provided for in those agreements. As of the date of this prospectus, TechnipFMC does not own ANY FMCTI shares or Technip shares. Technip and FMC Technologies have entered into a Memorandum of Understanding and expect them to enter into a final business combination agreement to merge the companies into an all-stock merger. The transaction brings together two market leaders and their employees, who build on the proven success of their existing alliance and their Forsys Subsea joint venture and combine innovative technologies, cultures and common values and enable rapid integration. “The combined company will offer a new generation of global sub-marine, surface and onshore/offshore solutions to reduce hydrocarbon production costs,” said Mr. Technip. When a right to the information contained in the prospectus is invoked before a court, the complainant investor may, in accordance with the national legislation of the Member States of the European Economic Area or the parties to the agreement on the European Economic Area in which the application is made, bear the costs of translation of the prospectus before initiating legal proceedings. To view the original version on PR Newswire, visit: www.prnewswire.com/news-releases/execution-of-business-combination-agreement-300286072.html Forsys Subsea, a limited company created on 1 June 2015 in accordance with the laws of England and Wales is a company bound by a subsidiary in the form of a 50/50 joint venture between FMCTI and Technip.
Forsys Subsea combines proprietary technologies from FMCTI and Technip to deliver front-end engineering design services that aim to identify opportunities through new technologies, services and device standardization, in order to significantly reduce the development costs of underwater areas and maximize performance.