TechnipFMC holders exchange 71.8% of 2% notes, 91.97% of 3.45% notes

By Susanna Moon

Chicago, March 28 – TechnipFMC plc said holders had tendered $215,398,000, or 71.8%, of the $300 million 2% senior notes due Oct. 1, 2017 and $459,862,000, or 91.97%, of the $500 million 3.45% senior notes due Oct. 1, 2022 issued by FMC Technologies, Inc.

As announced Feb. 28, TechnipFMC is offering to exchange any and all of the two note series for up to $800 million of new notes issued by TechnipFMC and cash until 11:59 p.m. ET on March 27.

FMC’s 2% notes due 2017 will be exchanged for new 2% senior notes due 2017 issued by TechnipFMC, and FMC’s 3.45% notes due 2022 will be exchanged for new 3.45% senior notes due 2017 issued by TechnipFMC. The new notes will have substantially identical terms, except that the exchange notes will generally be freely transferable under the U.S. Securities Act of 1933.

TechnipFMC was offering for each $1,000 principal amount of existing notes tendered by 11:59 p.m. ET on March 13, the early tender date, $1,000 principal amount of new notes and $1.00 in cash. The total exchange value includes an early tender payment of $30 principal amount of new notes.

Holders who tendered after the early deadline will receive the exchange payment of $970 principal amount of new notes and $1.00 in cash per $1,000 principal amount of existing notes.

Upon settlement on March 29, TechnipFMC will issue or pay the following, according to the company notice on Tuesday:

• Issue an equal par amount of notes to holders who tendered for exchange before the early deadline;

• Issue $970 principal amount of new TechnipFMC notes for each $1,000 principal amount of notes tendered for exchange after the early deadline; and

• Pay a total of $676,870 in cash as part of the exchange payment to the holders whose notes were accepted for exchange.

The company said on March 14 that it had obtained the needed consents to amend the two series of notes and that it planned to enter into one or more supplemental indentures to the notes to amend the indentures upon settlement of the exchange.

D.F. King & Co. (800 967-4617, 212 269-5550 for banks and brokers, technipfmc@dfking.com) is the exchange agent and information agent.

Based in London, TechnipFMC specializes in technologies and production systems for subsea, onshore/offshore and surface projects. TechnipFMC was formed from the combination of Houston-based FMC Technologies and Paris-based Technip Eurocash SNC.

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