Press release | January 12 2021
TechnipFMC plc Announces Filing of Current Report on Form 8-K Disclosing Entry Into Certain Material Agreements Relating to Its Previously Announced Separation Into Two Industry-Leading, Independent, -- 12 January 2021
LONDON & PARIS & HOUSTON--(BUSINESS WIRE)-- Regulatory News:
TechnipFMC plc ( TechnipFMC ) (NYSE:FTI) (Paris:FTI) (ISIN:GB00BDSFG982) announces that on 12 January 2021, it filed a Current Report on Form 8-K (the Form 8-K ) under the U.S. Securities Exchange Act of 1934, as amended, with the U.S. Securities and Exchange Commission (the SEC ) disclosing TechnipFMC's entry into certain material agreements relating to TechnipFMC's previously announced separation into two industry-leading, independent, publicly traded companies.
On January 7, 2021, TechnipFMC plc (the Company ) entered into the following agreements related to its planned separation into two industry-leading, independent, publicly traded companies (the Spin-off ):
a Separation and Distribution Agreement (the SDA ) with Technip Energies B.V. ( Technip Energies )
a Share Purchase Agreement (the Share Purchase Agreement ) with Bpifrance Participations SA ( BPI )
a Relationship Agreement with Technip Energies and BPI (the Relationship Agreement ) and
a Commitment Letter (the Commitment Letter ) with JPMorgan Chase Bank, N.A., Citigroup Global Markets Inc., DNB Capital, LLC, Soci t G n rale, Sumitomo Mitsui Banking Corporation, Wells Fargo Bank, National Association, Wells Fargo Securities, LLC, Bank of America, N.A., BofA Securities, Inc., Standard Chartered Bank and The Northern Trust Company, and certain of their affiliates (collectively, the Commitment Parties ).
The descriptions below of the SDA, Share Purchase Agreement, Relationship Agreement, and Commitment Letter, and the transactions contemplated thereby, do not purport to be complete and are subject to, and qualified in their entirety by reference to, the complete terms and conditions of the SDA, Share Purchase Agreement, Relationship Agreement, and Commitment Letter, copies of which are attached as Exhibit 10.1, 10.2, 10.3, and 10.4, respectively, to the Form 8-K.
Separation and Distribution Agreement
The SDA sets forth Technip Energies' agreements with the Company regarding the principal actions to be taken in connection with the Spin-off.
Transfer of Assets and Assumption of Liabilities . The SDA identifies the assets to be transferred, liabilities to be retained or assumed (as applicable) and contracts to be assigned to each of the Company and Technip Energies, the purpose of which is to ensure that, as at the time of the distribution of Technip Energies shares held by the Company to the Company's shareholders in connection with the Spin-off (the Distribution ), Technip Energies and Technip Energies' subsidiaries own all of the assets required to operate the Technip Energies business and retain or assume (as applicable) all of the liabilities that relate to its business (whether arising prior to, at or after the date of execution of the SDA), unless otherwise agreed.
The SDA provides for when and how such transfers, assumptions and assignments will occur (to the extent that such transfers, assumptions and assignments have not already occurred prior to the parties' entry into the SDA). The SDA further sets forth the basis on which specified assets or liabilities (or any part thereof), the transfer of which is subject to a third party consent which has not been obtained by the date on which implementation of the separation occurs in the relevant jurisdiction, will continue to be held by the relevant transferor for the account, risk and economic benefit of, and at the cost of, the relevant transferee.
Conditions to Closing . The SDA also provides that several conditions must be satisfied, or waived by the Company, before the Spin-off can occur, including:
the SDA and the transactions contemplated by the SDA shall have been approved by each of the board of directors of the Company (the TechnipFMC Board ) and Technip Energies (the Technip Energies Board ), and such approvals shall not have been withdrawn
the European prospectus (the EU Prospectus ) filed in the Netherlands with the Stichting Autoriteit Financi le Markten (the AFM ) registering the Technip Energies shares shall have been approved by the AFM, with no stop order in effect with respect thereto
the actions and filings necessary or appropriate under applicable securities laws in connection with the Distribution shall have been taken or made, and, where applicable, have become effective or been accepted by the applicable governmental authority
the registration statement on Form F-1 (the Form F-1 ) filed with the Securities and Exchange Commission registering the Technip Energies shares shall be effective under the U.S. Securities Exchange Act of 1934, as amended, with no stop order in effect with respect thereto and no proceedings for that purpose being pending before or threatened by the Securities and Exchange Commission
the Technip Energies shares to be distributed to the Company's shareholders in the Distribution shall have been accepted for listing on the Euronext Paris (Compartment A) stock exchange ( Euronext Paris ), subject to official notice of distribution the Spin-off shall have been completed and (i) the Company, as of the effective time of the Spin-off, shall have no further liability whatsoever under the financing arrangements of Technip Energies (including in connection with any guarantees provided by the Company or any of its subsidiaries) and (ii) Technip Energies, as of the effective time of the Spin-off, shall have no liability whatsoever under the financing arrangements of the Company
the Distribution shall have been validly completed by Technip Energie
North America Stories
05/12/2025
2025 Sports Broadcasting Hall of Fame: Curt Gowdy Jr. - Master Storyteller, Nati...
05/12/2025
SVG Sit-Down: Veritone's Sean King on the Power of Mining Video, Audio DataThe company's Data Refinery offers users total control and governance over da...
05/12/2025
Platinum White Paper: Inside the Nashville Predators' Unified, Flexible, Sca...
05/12/2025
Netflix Reaches Agreement To Acquire Warner Bros. Following Planned WBD SplitThe deal does not include WBDs sports assets like TNT Sports (US, UK, LatAm), Euros...
05/12/2025
FOX Sports Returns to Indianapolis for Primetime Broadcast of Big Ten Championsh...
05/12/2025
SVG Summit 2025 Preview: Digital Engagement & Monetization Workshop Tackles the ...
05/12/2025
Atlanta United Lights Up New Emory Healthcare Studio With First Live Broadcast f...
05/12/2025
As Messi Takes the Pitch, MLS, Apple, NEP Roll Out Largest MLS Cup Production Ev...
05/12/2025
ESPN Enters College Football's Most Intense Month With Elevated Workflows fo...
05/12/2025
It's about that time! Awards season is in full swing, and the Film Independe...
05/12/2025
LOS ANGELES Netflix announced it has entered into an agreement to acquire the assets of Warner Bros. for $82.7 billion....
05/12/2025
NEW YORK Nielsens Gracenote has launched Gracenote Content Connect, a new ad platform that provides agencies, brands, supply-side platforms (SSPs) and demand-si...
05/12/2025
NEW YORK In an most important update to the workings of deal-based programmatic advertising, IAB Tech Lab has released version 1.0 of its Deals API for public c...
05/12/2025
NEW YORK Pass the turkey. Pass the stuffing. Pass the cranberry sauce. All are common requests of Americans celebrating Thanksgiving Day with family and f...
05/12/2025
NEW YORK Iris, the new cloud-connected camera control platform, has officially launched with features that turn virtually any PTZ camera into a software-connect...
05/12/2025
HOLLYWOOD, Calif. Netflix announced today that it has entered into an agreement to acquire the assets of Warner Bros. for $82.7 billion....
05/12/2025
NEW YORK Iris, the new cloud-connected camera control platform, has officially launched with features that turn virtually any PTZ camera into a software-connect...
05/12/2025
WASHINGTON The Federal Communications Commission has approved AT&T's $1.02 billion acquisition of spectrum from UScellular in a decision that was issued sho...
05/12/2025
The Best Coldplay Songs: 21 Tracks That Shoot for the Stars From Yellow to Viva La Vida, Fix You to Paradise, this playlist goes back to the start.
December ...
05/12/2025
Zafris Lecture Series Brings Nabil Ayers to Berklee The 32nd annual James G. Zafris Distinguished Lecture series was held on Thursday, November 13 with guest ...
05/12/2025
Back to All News
Don Lee, Lee Jin-uk, and Lalisa Manobal to Star in Netflix Act...
04/12/2025
SVG Sit-Down: ProximaVision's Claudio Lisman on Why Tethered Drones Could Be...
04/12/2025
SVG Campus Shot Callers: Imry Halevi, Senior Associate Director of Athletics, Co...
04/12/2025
Platinum White Paper: LiveU Lightweight Sports Production: A Step Change in Spor...
04/12/2025
London to Riyadh: DAZN brings the boxing glamour to new production levels for Be...
04/12/2025
Analysis: Paramount bets on the battering ram' with Champions League play By Callum McCarthy, Editor-at-Large
Tuesday, December 2, 2025 - 10:12
Print ...
04/12/2025
Space City Home Network Launches SCHN DTC App for Astros and RocketsThe Rockets and Astros were previously the lone NBA and MLB teams without a DTC appBy Jason...
04/12/2025
SVG Summit 2025 Preview: Content Workflows Workshop Spotlights Evolution of Spor...
04/12/2025
New Sponsor Spotlight: Geotech's Patrick Wambold On the Unreal Engine Revolu...
04/12/2025
Curt Gowdy Jr. - Master Storyteller, Nationally and RegionallyBy Jason Dachman, Editorial Director, U.S.
Thursday, December 4, 2025 - 1:52 pm
Print This Sto...
04/12/2025
(L-R) Rebecca Lichtenfeld, Mohammadreza Eyni, Sara Khaki, and Judith Helfand att...
04/12/2025
Coronal mass ejections caused by eruptions on the surface of the sun can have fa...
04/12/2025
Gracenote Content Connect enables media ecosystem to precisely align ad campaigns and programming based on rich content signals
NEW YORK - December 4, 2025 - N...
04/12/2025
Lightware, a global specialist in AV connectivity, is looking back on a year defined by new advancements, strong collaboration and continued growth. Across the ...
04/12/2025
Riedel Communications today announced a new partnership with Haivision, a leading global provider of mission-critical, real-time video networking and visual col...
04/12/2025
Harmonic (NASDAQ: HLIT) and Normann Engineering today announced a major milestone in their strategic collaboration, celebrating 20 successful broadband deployme...
04/12/2025
Creative software developer Foundry today announced Mari 7.5, the latest iteration of its artist-friendly paint toolset that can handle large, detailed assets w...
04/12/2025
Professional Wireless Systems (PWS), a leading provider of wireless audio solutions and RF management, was on site at Dreamforce 2025 in San Francisco providing...
04/12/2025
LTN's purpose-built IP video network brings all-movie diginet to over 100 stations and streaming platforms in just three months while eliminating satellite ...
04/12/2025
Bitmovin, the leading provider of video streaming solutions, today announced a strategic partnership with ThinkAnalytics, the global leader in AI-powered data a...
04/12/2025
The HELM, a global expert in cinematic live broadcast and high-end production workflows, has signed a partnership agreement with Keslow Camera, one of North Ame...
04/12/2025
At ISE 2026, LiveU will showcase its expanded IP-video EcoSystem, enabling broadcasters, sports, production companies and pro-AV professionals to share their st...
04/12/2025
Since the beginning of commercial television, advertising has been a key part of broadcasting. Over the years, the technology for inserting ads into programs ha...
04/12/2025
MUNICH and MILAN Warner Bros. Discovery said HBO Max is expanding into Germany, Italy, Austria, Switzerland, Luxembourg and Liechtenstein on Jan. 13, 2026, and ...
04/12/2025
SAN FRANCISCO AudioShake has launched its first streaming-capable software development kits (SDKs) designed specifically for real-time music detection and copyr...
04/12/2025
NASHVILLE The mobile and REMI production company TNDV has announced that it headed south into Mexico to live-produce the three-day 2025 Zane Grey Championship P...
04/12/2025
BURBANK, Calif. Hollywood Professionals Association Executive Director Phil Kubel has stepped down from the organization to pursue new opportunities, the group ...
04/12/2025
WASHINGTON The Federal Communications Commission said it has closed 2,048 inactive proceedings, the largest number of dormant dockets ever terminated in a singl...
04/12/2025
A new tech blog from Netflix highlights the importance of the AV1 open video codec, which now powers about 30% of the platform's streaming and discusses a v...
Press release | January 12 2021 
