LONDON & PARIS & HOUSTON–(BUSINESS WIRE)–Regulatory News:
TechnipFMC plc (“TechnipFMC” or the “Company”)
(NYSE: FTI) (Paris: FTI) (ISIN: GB00BDSFG982) announces that on 1 March
2019, it filed a Form 12b-25 under the U.S. Securities Exchange Act of
1934 with the U.S. Securities and Exchange Commission (“SEC”).
The Company became a large accelerated filer pursuant to Securities
Exchange Act of 1934 for 2018. Consequently, the Company has a shortened
filing deadline of 60 days rather than 90 days for its Annual Report on
Form 10-K for the year ended December 31, 2018 (the “2018 Form 10-K”).
In addition, the Company became subject to the requirements of Section
404(b) of Sarbanes-Oxley for the first time in 2018.
As a result, the Company requires additional time to complete the
procedures relating to its year-end reporting process, including the
completion of the integrated audit of the Company’s financial statements
and procedures relating to management’s assessment of the effectiveness
of internal controls and cannot file within the prescribed period
without unreasonable effort or expense.
The Company intends to file its 2018 Form 10-K on or before March 15,
The Company expects that its 2018 Form 10-K audited financial statements
will be consistent in all material respects with the 2018 year-end
financial results previously reported in its earnings release filed on
Form 8-K on February 20, 2019.
Management is completing its assessment of the effectiveness of the
Company’s internal controls and will provide details of its assessment
in the 2018 Form 10-K. Management has concluded that the prior reported
material weaknesses related to foreign exchange adjustments and
information technology general controls have been remediated. The
previously reported material weakness related to period-end financial
reporting process and account reconciliations is being remediated, and a
new material weakness relating to our accounting for income taxes has
been identified. These internal controls findings did not impact the
year-end financial results previously reported in our earnings release.
A copy of the Form 12b-25 can be found on the SEC website (www.sec.gov)
and on the TechnipFMC website (investors.technipfmc.com).
A copy of the Form 12b-25 has been submitted to the U.K. NSM on the date
of this announcement and is, or will shortly be, available for
inspection at www.morningstar.co.uk/uk/NSM.
The Company’s statements herein include forward-looking statements, and
actual events may differ materially from those contemplated by these
forward-looking statements. These forward-looking statements are subject
to certain risks and uncertainties, including the potential inability of
the Company to file the 2018 Form 10-K within the extension period
provided by Form 12b-25; the possibility that the audited financial
statements included in the 2018 Form 10-K may include material changes
from previously reported financial results; the identification of
additional issues during the completion of the reporting and audit
process relating to the Company’s financial statements, its disclosure
controls and procedures or internal control over financial reporting;
and such other risk factors as set forth in our filings with the U.S.
Securities and Exchange Commission and in our filings with the Autorité
des marchés financiers or the U.K. Financial Conduct Authority. The
Company undertakes no obligation to revise or update any of our
forward-looking statements to reflect actual events or circumstances
after the date hereof.
Investor Relations Tel: +1 281 260 3665
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Relations Tel: +33 1 47 78 34 83