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Press Release

TechnipFMC plc: Availability of Form 12b-25 related to the Annual Report on Form 10-K for the fiscal year ended 31 December 2018

March 01, 2019

LONDON & PARIS & HOUSTON--(BUSINESS WIRE)--Mar. 1, 2019-- 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, 2019.

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.


Source: TechnipFMC plc

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