Technip and FMC Technologies Combination: FMC Technologies and Technip to Each Hold Shareholders Meetings to...

Press release | October 25 2016

Technip and FMC Technologies Combination: FMC Technologies and Technip to Each Hold Shareholders Meetings to Approve Combination on December 5, 2016 PARIS and HOUSTON, Oct. 25, 2016 /PRNewswire/ -- Technip (Euronext: TEC) and FMC Technologies, Inc. (NYSE: FTI) today announced that the companies have scheduled their respective shareholders meetings on December 5, 2016 to vote on the proposed combination of Technip and FMC Technologies.

Technips board of directors convened a general meeting of Technip shareholders for December 5, 2016 to vote on the proposed combination, as well as a special meeting of Technip shareholders that hold double voting rights to vote on the removal of the double voting rights, subject to the completion of the proposed combination.

FMC Technologies will hold a special meeting of shareholders on December 5, 2016 to vote on the proposed combination.

As announced on May 19, 2016, Technip and FMC Technologies intend to combine to create a global leader that will drive change by redefining the production and transformation of oil and gas.

A combined proxy statement of FMC Technologies regarding the special meeting and registration statement of TechnipFMC on Form S-4 was declared effective by the United States Securities and Exchange Commission on October 24, 2016, and a definitive combined proxy statement and prospectus will be mailed to FMC Technologies shareholders.

The cross-border merger terms entered into between Technip and TechnipFMC on October 4, 2016 following their approval by the board of directors ofTechnip, the reports of the board of Technip to Technips shareholders (including the information document prepared for the purpose of the proposed cross-border merger of Technip with TechnipFMC), and the resolutions to be submitted to the Technip shareholders general meeting and the special meeting of the Technip shareholders holding double voting rights are available on Technips website.

In addition to the approval of Technip and FMC Technologies shareholders, the proposed combination remains subject to other closing conditions, including the conclusion of antitrust review in certain countries, other regulatory approvals, and other customary closing conditions. The combination is expected to close in early 2017, subject to the satisfaction of these conditions.

About Technip

Technip is a world leader in project management, engineering and construction for the energy industry. From the deepest Subsea oil & gas developments to the largest and most complex Offshore and Onshore infrastructures, our close to 32,500 people are constantly offering the best solutions and most innovative technologies to meet the worlds energy challenges. Present in 45 countries, Technip has state-of-the-art industrial assets on all continents and operates a fleet of specialized vessels for pipeline installation and subsea construction. Technip shares are listed on the Euronext Paris exchange, and its ADR is traded in the US on the OTCQX marketplace as an American Depositary Receipt (OTCQX: TKPPY).Visit us atwww.technip.com

About FMC Technologies

FMC Technologies, Inc. (NYSE: FTI) is the global market leader in subsea systems and a leading provider of technologies and services to the oil and gas industry. We help our customers overcome their most difficult challenges, such as improving shale and subsea infrastructures and operations to reduce cost, maintain uptime, and maximize oil and gas recovery. The company has approximately 14,500 employees and operates 29 major production facilities and services bases in 18 countries. Visit www.fmctechnologies.com or follow us on Twitter @FMC_Tech for more information.

Important Information for Investors and Securityholders

Forward-Looking Statements

This communication contains forward-looking statements. All statements other than statements of historical fact contained in this report are forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended (the Securities Act), and Section 21E of the United States Securities Exchange Act of 1934, as amended (the Exchange Act). Forward-looking statements usually relate to future events and anticipated revenues, earnings, cash flows or other aspects of our operations or operating results. Forward-looking statements are often identified by the words believe, expect, anticipate, plan, intend, foresee, should, would, could, may, estimate, outlook and similar expressions, including the negative thereof. The absence of these words, however, does not mean that the statements are not forward-looking. These forward-looking statements are based on our current expectations, beliefs and assumptions concerning future developments and business conditions and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate.

Factors that could cause actual results to differ materially from those in the forward-looking statements include failure to obtain applicable regulatory or stockholder approvals in a timely manner or otherwise; failure to satisfy other closing conditions to the proposed transactions; failure to obtain favorable opinions from counsel for each company to the effect of how TechnipFMC Limited (to be renamed TechnipFMC plc) (TechnipFMC) should be treated for U.S. tax purposes as a result of the proposed transaction; risks associated with tax liabilities, or changes in U.S. federal or international tax laws or interpretations to which they are subject, including the risk that the Internal Revenue Service disagrees that TechnipFMC is a foreign corporation forU.S. federal tax purposes; risks that the new businesses will not be integrated successfully o

LINK:	https://www.technipfmc.com/en/media/press-releases/2016/10/technip-and...
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