- Sale of 25 million Technip Energies N.V. (“Technip
Energies”) shares representing ca. 14% of Technip Energies’
share capital through an accelerated bookbuild offering
- TechnipFMC plc (“TechnipFMC”) would, upon completion of
the Placement and the Concurrent Sale to Technip Energies, retain a
stake of ca. 31% of the share capital of Technip Energies
Regulatory News:
TechnipFMC (NYSE:FTI) (Paris:FTI) (ISIN:GB00BDSFG982):
This press release is not an offer of
securities for sale into the United States. The securities referred
to herein have not been and will not be registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold
in the United States, except pursuant to an applicable exemption
from registration. No public offering of securities is being made
in the United States.
This press release is for information
purposes only and does not constitute an offer to sell or a
solicitation of an offer to buy any securities and the offer of
Technip Energies shares does not constitute a public offering other
than to qualified investors in any jurisdiction, including in
France.
TechnipFMC announces the sale of 25 million Technip Energies
shares (the “Shares”), representing ca. 14% of Technip
Energies’ share capital, through a private placement by way of an
accelerated bookbuild offering (the “Placement”). The sale
price of the Shares in the Placement is set at €11.10 per Share,
yielding total gross proceeds of €277.5 million.
Concurrently with the Placement, Technip Energies will purchase
from TechnipFMC ca. 1.8 million shares (equivalent to 1% of share
capital) at €11.10 per share, corresponding to the price of the
Placement (the “Concurrent Sale to Technip Energies”). This
purchase is separate from the Placement.
Upon completion of the Placement and the Concurrent Sale to
Technip Energies, TechnipFMC retains a direct stake of ca. 31% of
Technip Energies’ share capital.
TechnipFMC has agreed to a 60-day lock-up for its remaining
shares in Technip Energies, subject to waiver from the Joint Global
Coordinators involved in the Placement and certain other customary
exceptions, including transfer of shares to a subsidiary, granting
and enforcement of security interests in connection with financing
and derivative transactions and tender into any public tender offer
for all or part of the shares.
The Placement was conducted without a public offering in any
country and was open to eligible institutional investors.
Settlement for the Placement is expected to take place on or
around 30 April 2021.
* * * *
Important notices
This press release is for information purposes only and does not
constitute an offer to sell or a solicitation of an offer to buy
any securities and the offer of shares of Technip Energies (the
“Shares”) by TechnipFMC does not constitute a public
offering other than to qualified investors in any jurisdiction,
including in France.
In member states of the European Economic Area, this
communication and any offer if made subsequently is directed
exclusively at persons who are “qualified investors” within the
meaning of Article 2(e) of the Prospectus Regulation.
In the United Kingdom, any offer of the Shares will be made
pursuant to an exemption under Regulation (EU) 2017/1129 as it
forms part of domestic law by virtue of the European Union
(Withdrawal) Act 2018 (the “UK Prospectus Regulation”) from
a requirement to publish a prospectus for offers of Shares. This
communication is for distribution in the United Kingdom only to (i)
investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the “Order”) or (ii) high net worth entities and other
persons to whom it may lawfully be communicated, falling within
article 49(2)(a) to (d) of the Order.
The Shares have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the “Securities
Act”), and may not be offered or sold, directly or indirectly,
within the United States or to, or for the account or benefit of,
US persons, absent registration or an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act. There will be no public offer of the Shares in the
United States or in any other jurisdiction. The Shares are being
offered outside the United States in transactions that are not
subject to the Securities Act pursuant to Regulation S under the
Securities Act (“Regulation S”) to persons other than US
persons (within the meaning of Regulation S) and in the United
States to "qualified institutional buyers" (“QIBs”) pursuant
to an exemption from, or in transactions not subject to, the
registration requirements of the Securities Act.
In addition to the foregoing restrictions, the release,
publication or distribution of this press release generally may be
restricted by law in certain jurisdictions and persons into whose
possession this document or other information referred to herein
should inform themselves about and observe any such restriction.
Any failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdiction.
The information contained in this announcement is for background
purposes only and does not purport to be full or complete and no
reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy,
fairness or completeness. Any investment decision to buy Shares in
the Placement must be made solely on the basis of publicly
available information regarding Technip Energies. Such information
is not the responsibility of TechnipFMC.
The Joint Global Coordinators are acting on behalf of TechnipFMC
and no one else in connection with the Placement and will not be
responsible to any other person for providing the protections
afforded to any of its clients or for providing advice in relation
to the Placement.
EACH PROSPECTIVE INVESTOR SHOULD PROCEED ON THE ASSUMPTION THAT
IT MUST BEAR THE ECONOMIC RISK OF AN INVESTMENT IN THE SHARES.
NEITHER TECHNIPFMC NOR THE JOINT GLOBAL COORDINATORS MAKES ANY
REPRESENTATION AS TO (I) THE SUITABILITY OF THE SHARES FOR ANY
PARTICULAR INVESTOR, (II) THE APPROPRIATE ACCOUNTING TREATMENT AND
POTENTIAL TAX CONSEQUENCES OF INVESTING IN THE SHARES OR (III) THE
FUTURE PERFORMANCE OF THE SHARES EITHER IN ABSOLUTE TERMS OR
RELATIVE TO COMPETING INVESTMENTS.
The information contained in this press release is subject to
change in its entirety without notice up to the settlement date.
TechnipFMC, the Joint Global Coordinators and their respective
affiliates expressly disclaim, to fullest extent permitted by
applicable law, any obligation or undertaking to update, review or
revise any statement contained in this press release whether as a
result of new information, future developments or otherwise.
About TechnipFMC
TechnipFMC is a leading technology provider to the traditional
and new energy industries, delivering fully integrated projects,
products, and services.
With our proprietary technologies and comprehensive solutions,
we are transforming our clients’ project economics, helping them
unlock new possibilities to develop energy resources while reducing
carbon intensity and supporting their energy transition
ambitions.
Organized in two business segments — Subsea and Surface
Technologies — we will continue to advance the industry with our
pioneering integrated ecosystems (such as iEPCI™, iFEED™ and
iComplete™), technology leadership and digital innovation.
Each of our approximately 20,000 employees is driven by a
commitment to our clients’ success, and a culture of strong
execution, purposeful innovation, and challenging industry
conventions.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210426005956/en/
Investor relations Matt Seinsheimer Vice President
Investor Relations +1 281 260 3665 Matt Seinsheimer
James Davis Senior Manager Investor Relations +1 281 260 3665
James Davis
Media relations Nicola Cameron Vice President Corporate
Communications +44 1383 742297 Nicola Cameron
Brooke Robertson Public Relations Director +1 281 591 4108
Brooke Robertson
TechnipFMC (NYSE:FTI)
Historical Stock Chart
From Aug 2024 to Sep 2024
TechnipFMC (NYSE:FTI)
Historical Stock Chart
From Sep 2023 to Sep 2024