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
Most recent headlines
05/01/2027
Worlds first 802.15.4ab-UWB chip verified by Calterah and Rohde & Schwarz to be ...
14/11/2026
Longtime MLB Network employee David Maybrown passed away Thursday at the age of 57. David joined MLB Network in 2009 shortly after its launch, beginning as an i...
14/11/2026
Modular innovators introduce two guitar-based products
ADDAC System's recently introduced Four String Series makes it possible to integrate physical str...
14/11/2026
Marcelo Dai's Live Session Captured with URSA Cine Immersive
Brie Clayton November 14, 2026
0 Comments
Artist takes viewers on an immersive journe...
14/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
14/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
14/11/2026
Newest Lenses, Horizon Anamorphic Seminar & Guided Lens Character Experience Highlight Creative Possibilities
At the 2026 Toru CAMERIMAGE Film Festival, ZEISS...
14/11/2026
Sonnet Announces Black Friday Sale on Select Products
Brie Clayton November 14, 2026
0 Comments
WHAT: Sonnet Technologies is having a sale on a select...
14/11/2026
Berklee Alumni Shine at the 2026 Latin Grammy Awards This year's winners included songwriters, engineers, and performers who contributed to acclaimed reco...
13/11/2026
The UIM E1 Series wraps its third season this week with the Bombay Sapphire E1 Miami GP, Nov. 11-14, on Biscayne Bay at the Miami Seaplane Base on Watson Island...
13/11/2026
In-venue and creative video staffers at the professional and collegiate level ha...
13/11/2026
Singer-songwriter Benson Boone will headline entertainment for the Discover NHL Winter Classic between the Utah Mammoth and Colorado Avalanche at Rice-Eccles St...
13/11/2026
Blackmagic Design has announced the Blackmagic Ambisonic Microphone, a 7th order ambisonic microphone array that captures spatial audio for immersive video prod...
13/11/2026
SMPTE has announced that The Studio B&H and Riedel Communications will provide the video infrastructure and communications technology for the Solutions Hub at t...
13/11/2026
The Hollywood Professional Association (HPA) has announced the theme and program focus for the 2027 HPA Tech Retreat, which takes place Feb. 14-18, 2027, in La ...
13/11/2026
Football Manager 27 Touch is available on Apple Arcade starting today. The game ...
13/11/2026
MotoGP has announced a two-year media rights agreement with ESPN covering the Un...
13/11/2026
Apple Sports, the free iPhone app, has added the Ultimate Fighting Championship (UFC) to its lineup of supported sports, in time for Saturday's UFC 334. The...
13/11/2026
The NBA and Fanatics Studios, the joint venture between Fanatics and entertainme...
13/11/2026
ESPN held its annual EDGE Innovation Conference last night and offered up an ove...
13/11/2026
Regional sports network gives Ithaca College, SUNY Cortland students a platform to thrive
One of the biggest games in Division III college football will be pla...
13/11/2026
Studer-inspired 500-series PWM compressor unveiled
The HLabs range already includes a couple of Studer-inspired offerings in the form of the PRE169 and EQ16...
13/11/2026
Download Now!
To view the white paper, please enter the following details:
--
First Name* First Name
Company*
Country* Please select your countryA...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Blue Lucy, the workflow orchestration and integration platform for broadcasters, rights owners and localisation companies, today announced an integration with c...
13/11/2026
Krotos announces Black Friday offers on Studio Pro and Studio Max
Brie Clayton November 12, 2026
0 Comments
First-year annual plans start at US$195.99...
13/11/2026
Blackmagic Design Announces Blackmagic Ambisonic Microphone
Brie Clayton November 12, 2026
0 Comments
New 7th order ambisonic microphone with 108 MEMS...
13/11/2026
Meet the Berklee Student Setting Planetary Motion to Music With his compositional platform SoniKosmos, Javier Roqueni aims to make the universe the ultimate i...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , er...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , er...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Share
{alert(Link copied)}).catch(err => {console.error(Failed to copy: , err)}) data-platform=copy_link data-action= class=font-ui-heading py-2 text-sm tex...
13/11/2026
Amagi, the media industry cloud company, today announced a partnership with Golden Times Media Technology (stock code 920021.BJ), a Beijing-based media and tech...
13/11/2026
CGI (TSX: GIB.A) (NYSE: GIB), one of the largest independent IT and business consulting services firms in the world, together with its Malaysian partner, Cedar ...
13/11/2026
SMPTE, the home for media professionals, technologists and engineers, today announced that The Studio B&H and Riedel Communications will provide the video infra...
13/11/2026
iWedia, a global leader in connected TV software solutions, will present its software-first approach to DRAM optimization at Android TV APAC Summit 2026 in Bang...
13/11/2026
Beginning today, November 13, Apple HomeView is available for purchase at Apple Store locations, on the Apple Store online, and in the Apple Store app in select...
13/11/2026
From pediatric research to smart hospitals, AI is helping care teams spend less time on routine tasks and more time with patients.
Health systems and startups...
12/11/2026
Industry leaders examine how Dynamic Media Facility, Media eXchange Layer, and c...
12/11/2026
The junior Tar Heel is embracing the technical and creative challenges of live production while emerging as a leader and mentor in the control room...
12/11/2026
Gracenote, Nielsen's content intelligence business, has released its fifth a...
Press release | January 12 2021 
