|
|
|
|
|
|
|
ý
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
|
|
|
England and Wales
|
98-1283037
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
|
|
One St. Paul’s Churchyard
London, United Kingdom
|
EC4M 8AP
|
(Address of principal executive offices)
|
(Zip Code)
|
Title of each class
|
Name of each exchange on which registered
|
Ordinary shares, $1.00 par value per share
|
New York Stock Exchange
|
|
|
|
Large accelerated filer
|
o
|
Accelerated filer
|
o
|
Non-accelerated filer (Do not check if a smaller reporting company)
|
ý
|
Smaller reporting company
|
o
|
|
|
Emerging growth company
|
o
|
|
|
Page
|
PART I
|
|
|
|
|
|
PART II
|
|
|
|
|
|
PART III
|
|
|
|
|
|
PART IV
|
|
|
|
Item 16. Summary
|
|
•
|
early involvement in the conceptual design and integrated front-end engineering, or iFEED of subsea development projects to create value through technology and integration of scopes (integrated engineering, procurement, construction, and installation, or iEPCI ) by simplifying field architecture accelerating delivery schedules, and time to first production;
|
•
|
innovative research and development (“R&D”), often in collaboration with clients and partners, to develop leading products and technologies that deliver greater efficiency to the client, lower development costs, and enable frontier developments;
|
•
|
superior project execution capabilities allowing the Company to mobilize the right teams, assets and facilities to capture and profitably execute complex subsea projects and services;
|
•
|
capitalization on combined competencies coming from alliances and partnerships with both clients and suppliers; and
|
•
|
leverage of supplier relationships to capitalize on supply chain market dynamics and implement greater simplification and standardization in products and processes.
|
•
|
Smaller projects and direct awards represent a growing portion of our order mix. In 2017, these awards represented just over half of total inbound orders; the remainder being publicly announced projects as well as subsea service activities. Subsea tiebacks are often part of this mix; these shorter cycle brownfield expansions provide operators with faster paybacks and higher returns.
|
•
|
There is a growing trend towards independent operators and new entrants undertaking subsea developments; we are a natural partner for this customer group because of the ability to offer fully integrated solutions.
|
•
|
Natural gas developments are growing in prominence. We believe that more than half of offshore capital expenditures could be directed at natural gas developments by early next decade.
|
•
|
Spar platforms: capable of operating in a wide range of water depths, the Spar is a low motion floater that can support full drilling with dry trees or with tender assist and flexible or steel catenary risers. The Spar topside is installed offshore either by heavy lift or floatover;
|
•
|
Semi-Submersible Platforms: these platforms are well suited to oil field developments where subsea wells drilled by the mobile offshore drilling unit are appropriate. Semi-Submersibles can operate in a wide range of water depths and have full drilling and large topside capability. We have our own unique design of low-motion Semi-Submersible platforms that can accommodate dry trees; and
|
•
|
Tension-Leg Platform (“TLP”): an appropriate platform for deepwater drilling and production in water depths up to approximately 1,500 meters, the TLP can be configured with full drilling or with tender assist and is generally a dry tree unit. The TLP and our topside can be integrated onto the substructure at a cost effective manner at quayside.
|
•
|
selectivity of clients, projects, and geographies, which serves to maintain early engagement, leading to influence over technological choices, design considerations, and project specifications that make projects economically viable;
|
•
|
technology-driven differentiation with strong project management, which eliminates or significantly reduces technical and project risks, leading to both schedule and cost certainty without compromising safety; and
|
•
|
excellence in project execution, because of our global, multi-center project delivery model complemented by deep partnerships and alliances to ensure the best possible execution for complex projects.
|
Name
|
|
Age
|
|
Current Position and Business Experience (Start Date)
|
Thierry Pilenko
|
|
60
|
|
Executive Chairman (2017)
Chairman and Chief Executive Officer of Technip (2007)
|
Douglas J. Pferdehirt
|
|
54
|
|
Chief Executive Officer (2017)
President and Chief Executive Officer of FMC Technologies (2016)
President and Chief Operating Officer of FMC Technologies (2015)
Executive Vice President and Chief Operating Officer of FMC Technologies (2012)
|
Maryann T. Mannen
|
|
55
|
|
Executive Vice President and Chief Financial Officer (2017)
Executive Vice President and Chief Financial Officer for FMC Technologies (2014)
Senior Vice President and Chief Financial Officer for FMC Technologies (2011)
|
Dianne B. Ralston
|
|
51
|
|
Executive Vice President, Chief Legal Officer and Secretary (2017)
Senior Vice President, General Counsel, and Secretary of FMC Technologies, Inc. (2015)
Executive Vice President, General Counsel, and Secretary of Weatherford International plc (2014)
Deputy General Counsel—Corporate of Schlumberger (2012)
|
Bradley D. Beitler
|
|
64
|
|
Executive Vice President—Technology and R&D (2017)
Vice President—Technology of FMC Technologies (2009)
|
Samik Mukherjee
|
|
48
|
|
Executive Vice President—Corporate Development, Strategy, Digital and IT (2017)
Senior Vice President—Paris Operating Center of Technip (2016)
Senior Vice President—Subsea Strategy and Business Development of Technip (2015)
Managing Director and Country Head—India of Technip (2012)
|
Arnaud
Piéton
|
|
44
|
|
Executive Vice President—People and Culture (2017)
President—Asia-Pacific Region of Technip (2016)
Chief Operating Officer, Subsea—Asia-Pacific Region of Technip (2014)
Vice President, Subsea Projects—North America Region of Technip (2011)
|
Richard G. Alabaster
|
|
57
|
|
President—Surface Technologies (2017)
Vice President—Surface Technologies of FMC Technologies (2015)
General Manager—Surface Integrated Services of FMC Technologies (2013)
General Manager—Fluid Control of FMC Technologies (2010)
|
Barry Glickman
|
|
49
|
|
President—Engineering, Manufacturing and Supply Chain (2017)
Vice President—Subsea Services of FMC Technologies (2015)
General Manager—Subsea Systems Western Region of FMC Technologies (2012)
|
Hallvard Hasselknippe
|
|
58
|
|
President—Subsea (2017)
President and Chief Operating Officer—Subsea of Technip (2014)
Chief Operating Officer—Subsea Asia-Pacific Region of Technip (2010)
|
Nello Uccelletti
|
|
64
|
|
President—Onshore/Offshore (2017)
President—Onshore/Offshore of Technip (2014)
Senior Vice President—Onshore/Offshore of Technip (2008)
|
•
|
demand for hydrocarbons, which is affected by worldwide population growth, economic growth rates and general economic and business conditions;
|
•
|
costs of exploring for, producing and delivering oil and natural gas;
|
•
|
political and economic uncertainty and socio-political unrest;
|
•
|
government policies and subsidies;
|
•
|
available excess production capacity within the Organization of Petroleum Exporting Countries (“OPEC”) and the level of oil production by non-OPEC countries;
|
•
|
oil refining capacity and shifts in end-customer preferences toward fuel efficiency and the use of natural gas;
|
•
|
technological advances affecting energy consumption;
|
•
|
potential acceleration of the development of alternative fuels;
|
•
|
access to capital and credit markets, which may affect our customers’ activity levels and spending for our products and services; and
|
•
|
natural disasters.
|
•
|
unforeseen additional costs related to the purchase of substantial equipment necessary for contract fulfillment;
|
•
|
mechanical failure of our production equipment and machinery;
|
•
|
delays caused by local weather conditions and/or natural disasters (including earthquakes and floods); and
|
•
|
a failure of suppliers or subcontractors to perform their contractual obligations.
|
•
|
shortages of key equipment, materials or skilled labor;
|
•
|
unscheduled delays in the delivery or ordered materials and equipment;
|
•
|
issues regarding the design and engineering; and
|
•
|
shipyard delays and performance issues.
|
•
|
nationalization and expropriation;
|
•
|
potentially burdensome taxation;
|
•
|
inflationary and recessionary markets, including capital and equity markets;
|
•
|
civil unrest, labor issues, political instability, terrorist attacks, cyber-terrorism, military activity and wars;
|
•
|
supply disruptions in key oil producing countries;
|
•
|
the ability of OPEC to set and maintain production levels and pricing;
|
•
|
trade restrictions, trade protection measures or price controls;
|
•
|
sanctions, such as restrictions by the United States against countries deemed to sponsor terrorism;
|
•
|
foreign ownership restrictions;
|
•
|
import or export licensing requirements;
|
•
|
restrictions on operations, trade practices, trade partners and investment decisions resulting from domestic and foreign laws and regulations;
|
•
|
regime changes;
|
•
|
changes in, and the administration of, treaties, laws and regulations;
|
•
|
inability to repatriate income or capital;
|
•
|
reductions in the availability of qualified personnel;
|
•
|
foreign currency fluctuations or currency restrictions; and
|
•
|
fluctuations in the interest rate component of forward foreign currency rates.
|
•
|
make it more difficult for us to make payments on our debt;
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to the payment of debt service, reducing the availability of our cash flow to fund working capital, capital expenditures, acquisitions, distributions and other general partnership purposes;
|
•
|
increase our vulnerability to adverse economic or industry conditions;
|
•
|
limit our ability to obtain additional financing to enable us to react to changes in our business; or
|
•
|
place us at a competitive disadvantage compared to businesses in our industry that have less debt.
|
•
|
managing a significantly larger company;
|
•
|
coordinating geographically separate organizations;
|
•
|
the potential diversion of management focus and resources from other strategic opportunities and from operational matters;
|
•
|
aligning and executing our strategy;
|
•
|
retaining existing customers and attracting new customers;
|
•
|
maintaining employee morale and retaining key management and other employees;
|
•
|
integrating two unique business cultures, which may prove to be incompatible;
|
•
|
the possibility of faulty assumptions underlying expectations regarding the integration process;
|
•
|
consolidating corporate and administrative infrastructures and eliminating duplicative operations;
|
•
|
coordinating distribution and marketing efforts;
|
•
|
integrating IT, communications and other systems;
|
•
|
changes in applicable laws and regulations;
|
•
|
managing tax costs or inefficiencies associated with integrating our operations;
|
•
|
unforeseen expenses or delays associated with the Merger; and
|
•
|
taking actions that may be required in connection with obtaining regulatory approvals.
|
Location
|
|
Segment
|
Africa
|
|
|
Accra, Ghana
|
|
Subsea
|
Danda, Angola
|
|
Subsea
|
Hassi-Messaoud, Algeria
|
|
Surface
|
Lagos, Nigeria
|
|
Subsea
|
Lobito, Angola
|
|
Subsea
|
Luanda, Angola
|
|
Subsea
|
Malabo, Equatorial New Guinea
|
|
Subsea
|
Port Harcourt, Nigeria
|
|
Subsea
|
Takoradi, Ghana
|
|
Subsea
|
Asia
|
|
|
Hyderadbad, India
|
|
Surface
|
Jakarta, Indonesia
|
|
Subsea, Onshore/Offshore, Surface
|
Kuala Lumpur, Malaysia
|
|
Subsea, Onshore/Offshore
|
Labuan, Malaysia
|
|
Subsea
|
New Delhi, India
|
|
Onshore/Offshore
|
Noida, India
|
|
Onshore/Offshore
|
Nusajaya, Malaysia
|
|
Subsea, Surface
|
Singapore
|
|
Surface
|
Australia
|
|
|
Henderson, Australia
|
|
Subsea
|
Perth, Australia
|
|
Subsea, Onshore/Offshore
|
Europe
|
|
|
Aberdeen (Scotland), United Kingdom
|
|
Subsea, Surface
|
Aktau, Kazakhstan
|
|
Subsea, Surface
|
Atyrau, Kazakhstan
|
|
Subsea, Surface
|
Arnhem, The Netherlands
|
|
Surface
|
Barcelona, Spain
|
|
Onshore/Offshore
|
Bergen, Norway
|
|
Subsea, Surface
|
Compiegne, France
|
|
Subsea
|
Courbevoie (Paris - La Défense), France
|
|
Subsea, Onshore/Offshore
|
Dunfermline, Scotland
|
|
Subsea, Surface
|
Ellerbeck, Germany
|
|
Surface
|
Evanton (Scotland), United Kingdom
|
|
Subsea
|
Horten, Norway
|
|
Subsea
|
Kongsberg, Norway
|
|
Subsea, Surface
|
Le Trait, France
|
|
Subsea
|
London, United Kingdom
|
|
Subsea, Onshore/Offshore
|
Lyon, France
|
|
Subsea
|
Newcastle, United Kingdom
|
|
Subsea
|
Orkanger, Norway
|
|
Subsea
|
Oslo, Norway
|
|
Subsea
|
Paris, France
|
|
Subsea, Onshore/Offshore
|
Pori (Mäntyluoto), Finland
|
|
Onshore/Offshore
|
Rome, Italy
|
|
Onshore/Offshore
|
Schoonebeck, Netherlands
|
|
Surface
|
Sens, France
|
|
Surface
|
Stavanger, Norway
|
|
Subsea, Surface
|
Zoetermeer, Netherlands
|
|
Onshore/Offshore
|
Middle East
|
|
|
Abu Dhabi, United Arab Emirates
|
|
Onshore/Offshore, Surface
|
Dammam, Saudi Arabia
|
|
Surface
|
North America
|
|
|
Brighton (Colorado), United States
|
|
Surface
|
Corpus Christi (Texas), United States
|
|
Surface
|
Davis (California), United States
|
|
Subsea
|
Houston (Texas), United States
|
|
Subsea, Onshore/Offshore, Surface
|
Edmonton (Alberta), Canada
|
|
Surface
|
Erie (Pennsylvania), United States
|
|
Surface
|
Odessa (Texas), United States
|
|
Surface
|
Oklahoma City (Oklahoma), United States
|
|
Surface
|
San Antonio (Texas), United States
|
|
Surface
|
Stephenville (Texas), United States
|
|
Surface
|
St. John’s (Newfoundland), Canada
|
|
Subsea
|
Theodore (Alabama), United States
|
|
Subsea
|
South America
|
|
|
Bogota, Colombia
|
|
Onshore/Offshore
|
Macaé, Brazil
|
|
Subsea
|
Maracaibo, Venezuela
|
|
Surface
|
Neuquén, Argentina
|
|
Surface
|
Rio de Janeiro, Brazil
|
|
Subsea, Surface
|
São João da Barra, Brazil
|
|
Subsea
|
Vitória, Brazil
|
|
Subsea
|
Yogal, Colombia
|
|
Surface
|
Vessel Name
|
|
Vessel Type
|
|
Special Equipment
|
Deep Blue
|
|
PLSV
|
|
Reeled pipelay/flexible pipelay/umbilical systems
|
Deep Energy
|
|
PLSV
|
|
Reeled pipelay/flexible pipelay/umbilical systems
|
Apache II
|
|
PLSV
|
|
Reeled pipelay/umbilical systems
|
Global 1200
|
|
PLSV/HCV
|
|
Conventional pipelay/Heavy handling operations
|
Global 1201
|
|
PLSV/HCV
|
|
Conventional pipelay/Heavy handling operations
|
Deep Orient
|
|
HCV
|
|
Construction/installation systems
|
North Sea Atlantic
(1)
|
|
HCV
|
|
Construction/installation systems
|
Skandi Africa
(1)
|
|
HCV
|
|
Construction/installation systems
|
North Sea Giant
(1)
|
|
HCV
|
|
Construction/installation systems
|
Deep Arctic
|
|
DSV/HCV
|
|
Diver support systems
|
Wellservicer
(3)
|
|
DSV/HCV
|
|
Diver support systems
|
Deep Explorer
|
|
DSV/HCV
|
|
Diver support systems
|
Skandi Vitória
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Skandi Niterói
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Coral do Atlantico
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Estrela do Mar
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Skandi Açu
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Skandi Búzios
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Skandi Olinda
(2)
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
Skandi Recife
(2)
|
|
PLSV
|
|
Flexible pipelay/umbilical systems
|
(1)
|
Vessels under long term charter.
|
(2)
|
Vessel under construction.
|
(3)
|
Vessels held for sale.
|
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
||||||||||||||||
Share closing price:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
High
|
$
|
31.48
|
|
|
$
|
28.89
|
|
|
$
|
33.64
|
|
|
$
|
36.73
|
|
|
$
|
36.31
|
|
|
$
|
29.67
|
|
|
$
|
30.49
|
|
|
$
|
29.22
|
|
Low
|
$
|
24.96
|
|
|
$
|
25.17
|
|
|
$
|
26.49
|
|
|
$
|
31.22
|
|
|
$
|
29.88
|
|
|
$
|
24.20
|
|
|
$
|
24.42
|
|
|
$
|
22.77
|
|
Closing share price at December 29, 2017
|
|
$
|
31.31
|
|
|||||||||||||
Closing share price at March 27, 2018
|
|
$
|
29.00
|
|
|||||||||||||
Number of ordinary share stockholders of record at March 27, 2018
|
|
697
|
|
(shares in thousands)
|
Number of Securities
to be Issued
Upon Exercise of Outstanding Options,
Warrants and Rights
|
|
Weighted Average
Exercise Price of
Outstanding Options,
Warrants and Rights
|
|
Number of Securities
Remaining Available
for Future Issuance
under Equity
Compensation Plans
(1)
|
||||
Equity compensation plans approved by security holders
|
4,883.8
|
|
|
$
|
36.35
|
|
|
30,284.5
|
|
Equity compensation plans not approved by security holders
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
4,883.8
|
|
|
$
|
36.35
|
|
|
30,284.5
|
|
(1)
|
The table includes our ordinary shares available for future issuance under the TechnipFMC plc Incentive Award Plan as well as plans approved prior to, and still active on the date of, the Merger. This number includes
3,170.5 thousand
shares available for issuance for non-vested share awards that vest after
December 31, 2017
under the TechnipFMC plc Incentive Award Plan, and
6,184.5 thousand
shares issued under plans approved prior to the merger that vest after
December 31, 2017
.
|
Issuer Purchases of Equity Securities
Period
|
Total Number
of Shares
Purchased
(a)
|
|
Average Price
Paid per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
|
|
Maximum
Number of Shares
That May Yet
Be Purchased
Under the Plans
or Programs
(b)
|
|||||
October 1, 2017 – October 31, 2017
|
732,500
|
|
|
$
|
26.53
|
|
|
732,100
|
|
|
17,642,911
|
|
November 1, 2017 – November 30, 2017
|
668,100
|
|
|
$
|
27.79
|
|
|
667,740
|
|
|
16,975,171
|
|
December 1, 2017 – December 31, 2017
|
583,580
|
|
|
$
|
29.10
|
|
|
583,000
|
|
|
16,392,171
|
|
Total
|
1,984,180
|
|
|
|
|
1,982,840
|
|
|
16,392,171
|
|
(a)
|
Represents
1,982,840
ordinary shares purchased and canceled and 1,340 ordinary shares purchased and held in an employee benefit trust established for the FMC Technologies, Inc. Non-Qualified Savings and Investment Plan (the “Non-Qualified Plan”). In addition to these shares purchased on the open market, we sold
6,680
registered ordinary shares held in this trust, as directed by the beneficiaries during the three months ended
December 31, 2017.
|
(b)
|
In April 2017, we announced a repurchase plan approved by our Board of Directors authorizing up to $500 million to repurchase shares of our issued and outstanding ordinary shares through open market purchases. Following a court-approved reduction of our capital, we implemented our share repurchase program on September 25, 2017.
|
(In millions)
As of December 31
|
2017
(1)
|
|
2016
|
|
2015
|
||||||
Balance sheet data:
|
|
|
|
|
|
||||||
Total assets
|
$
|
28,263.7
|
|
|
$
|
18,679.3
|
|
|
$
|
14,953.6
|
|
Long-term debt, less current portion
|
$
|
3,777.9
|
|
|
$
|
1,869.3
|
|
|
$
|
2,005.0
|
|
Total TechnipFMC plc stockholders’ equity
|
$
|
13,387.9
|
|
|
$
|
5,055.8
|
|
|
$
|
4,947.2
|
|
(In millions)
Years Ended December 31
|
2017
(1)
|
|
2016
|
|
2015
|
||||||
Other financial information:
|
|
|
|
|
|
||||||
Capital expenditures
|
$
|
255.7
|
|
|
$
|
312.9
|
|
|
$
|
325.5
|
|
Cash flows provided by operating activities
|
$
|
210.7
|
|
|
$
|
493.8
|
|
|
$
|
700.3
|
|
Net (debt) cash
(2)
|
$
|
2,882.4
|
|
|
$
|
3,716.4
|
|
|
$
|
370.4
|
|
Order backlog
(3)
|
$
|
12,982.8
|
|
|
$
|
15,002.0
|
|
|
$
|
18,475.5
|
|
(1)
|
The results of our operations for the year ended
December 31, 2017
consist of the combined results of operations of Technip and FMC Technologies. Due to the Merger, FMC Technologies’ results of operations have been included in our financial statements for periods subsequent to the consummation of the merger on January 16, 2017 and as result data presented for the year December 31, 2017 is not comparable to actual results presented in prior periods. Since Technip was identified as the accounting acquiree for the Merger, our actual results for the years ended
December 31, 2016
and
December 31, 2015
represent Technip only.
|
(2)
|
Net (debt) cash consists of cash and cash equivalents less short-term debt, long-term debt and the current portion of long-term debt. Net (debt) cash is a non-GAAP measure that management uses to evaluate our capital structure and financial leverage. See “Liquidity and Capital Resources” in Part II, Item 7 of this Annual Report on Form 10-K for additional discussion and reconciliations of net (debt) cash.
|
(3)
|
Order backlog is calculated as the estimated sales value of unfilled, confirmed customer orders at the reporting date.
|
|
Year Ended December 31,
|
|
Change
|
||||||||||||||||||||||||
(In millions, except percentages)
|
2017
|
|
2016
Pro Forma**
|
|
2016
|
|
2015
|
|
2017 vs. 2016
Pro Forma
|
|
2016 vs. 2015
|
||||||||||||||||
Revenue
|
$
|
15,056.9
|
|
|
$
|
19,068.8
|
|
|
$
|
9,199.6
|
|
|
$
|
11,471.9
|
|
|
$
|
(4,011.9
|
)
|
|
(21)%
|
|
$
|
(2,272.3
|
)
|
|
(20)%
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of sales
|
12,524.6
|
|
|
16,382.5
|
|
|
7,630.0
|
|
|
9,975.1
|
|
|
(3,857.9
|
)
|
|
(24)
|
|
(2,345.1
|
)
|
|
(24)
|
||||||
Selling, general and administrative expense
|
1,060.9
|
|
|
1,229.9
|
|
|
572.6
|
|
|
689.6
|
|
|
(169.0
|
)
|
|
(14)
|
|
(117.0
|
)
|
|
(17)
|
||||||
Research and development expense
|
212.9
|
|
|
219.5
|
|
|
105.4
|
|
|
95.5
|
|
|
(6.6
|
)
|
|
(3)
|
|
9.9
|
|
|
10
|
||||||
Impairment, restructuring and other expense
|
191.5
|
|
|
443.6
|
|
|
343.0
|
|
|
438.1
|
|
|
(252.1
|
)
|
|
(57)
|
|
(95.1
|
)
|
|
(22)
|
||||||
Merger transaction and integration costs
|
101.8
|
|
|
137.8
|
|
|
92.6
|
|
|
—
|
|
|
(36.0
|
)
|
|
(26)
|
|
92.6
|
|
|
*
|
||||||
Total costs and expenses
|
14,091.7
|
|
|
18,413.3
|
|
|
8,743.6
|
|
|
11,198.3
|
|
|
(4,321.6
|
)
|
|
(23)
|
|
(2,454.7
|
)
|
|
(22)
|
||||||
Other income (expense), net
|
(25.9
|
)
|
|
12.1
|
|
|
6.5
|
|
|
(102.9
|
)
|
|
(38.0
|
)
|
|
(314)
|
|
109.4
|
|
|
106
|
||||||
Income from equity affiliates
|
55.6
|
|
|
10.9
|
|
|
117.7
|
|
|
51.0
|
|
|
44.7
|
|
|
410
|
|
66.7
|
|
|
131
|
||||||
Net interest expense
|
(315.2
|
)
|
|
(29.1
|
)
|
|
(28.8
|
)
|
|
(71.2
|
)
|
|
(286.1
|
)
|
|
(983)
|
|
42.4
|
|
|
60
|
||||||
Income before income taxes
|
679.7
|
|
|
649.4
|
|
|
551.4
|
|
|
150.5
|
|
|
30.3
|
|
|
5
|
|
400.9
|
|
|
266
|
||||||
Provision for income taxes
|
545.5
|
|
|
284.7
|
|
|
180.3
|
|
|
136.5
|
|
|
260.8
|
|
|
92
|
|
43.8
|
|
|
32
|
||||||
Income from continuing operations
|
134.2
|
|
|
364.7
|
|
|
371.1
|
|
|
14.0
|
|
|
(230.5
|
)
|
|
(63)
|
|
357.1
|
|
|
*
|
||||||
Income (loss) from discontinued operations, net of income taxes
|
—
|
|
|
(10.1
|
)
|
|
—
|
|
|
—
|
|
|
10.1
|
|
|
100
|
|
—
|
|
|
—
|
||||||
Net income
|
134.2
|
|
|
354.6
|
|
|
371.1
|
|
|
14.0
|
|
|
(220.4
|
)
|
|
(62)
|
|
357.1
|
|
|
*
|
||||||
Less: net income (loss) attributable to noncontrolling interests
|
(20.9
|
)
|
|
23.6
|
|
|
22.2
|
|
|
0.4
|
|
|
(44.5
|
)
|
|
(189)
|
|
21.8
|
|
|
*
|
||||||
Net income attributable to TechnipFMC plc
|
$
|
113.3
|
|
|
$
|
378.2
|
|
|
$
|
393.3
|
|
|
$
|
14.4
|
|
|
$
|
(264.9
|
)
|
|
(70)%
|
|
378.9
|
|
|
*
|
*
|
Not meaningful
|
**
|
Refer to “Pro Forma Results of Operations” above for further information related to the presentation of and transactions included in pro forma results for the year ended December 31, 2016.
|
|
Year Ended December 31,
|
|
Favorable/(Unfavorable)
|
||||||||||||||||||||||||||
(In millions, except %)
|
2017
(1)
|
|
2016 Pro Forma
|
|
2016
|
|
2015
|
|
2017 vs.
2016 Pro Forma
|
|
2016 vs. 2015
|
||||||||||||||||||
Revenue
|
$
|
5,877.4
|
|
|
$
|
9,150.5
|
|
|
$
|
5,850.5
|
|
|
$
|
6,520.6
|
|
|
$
|
(3,273.1
|
)
|
|
(36)%
|
|
$
|
(670.1
|
)
|
|
(10)%
|
||
Operating profit
|
$
|
460.5
|
|
|
$
|
982.6
|
|
|
$
|
732.0
|
|
|
$
|
866.9
|
|
|
$
|
(522.1
|
)
|
|
(53)%
|
|
$
|
(134.9
|
)
|
|
(16)%
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating profit as a percent of revenue
|
7.8
|
%
|
|
10.7
|
%
|
|
12.5
|
%
|
|
13.3
|
%
|
|
|
|
(2.9
|
) pts.
|
|
|
|
(0.8
|
) pts.
|
(1)
|
Due to the Merger, there were 11.5 months included in the year ended 2017 for legacy FMC Technologies, compared with twelve months in pro forma 2016. Refer to
Note 2
to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for further information related to the Merger.
|
|
Year Ended December 31,
|
|
Favorable/(Unfavorable)
|
||||||||||||||||||||||||||
(In millions, except %)
|
2017
|
|
2016 Pro Forma
|
|
2016
|
|
2015
|
|
2017 vs.
2016 Pro Forma
|
|
2016 vs. 2015
|
||||||||||||||||||
Revenue
|
$
|
7,904.5
|
|
|
$
|
8,690.0
|
|
|
$
|
3,349.1
|
|
|
$
|
4,951.3
|
|
|
$
|
(785.5
|
)
|
|
(9)%
|
|
$
|
(1,602.2
|
)
|
|
(32)%
|
||
Operating profit (loss)
|
$
|
810.9
|
|
|
$
|
184.5
|
|
|
$
|
34.1
|
|
|
$
|
(313.3
|
)
|
|
$
|
626.4
|
|
|
340%
|
|
$
|
347.4
|
|
|
111%
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating profit (loss) as a percent of revenue
|
10.3
|
%
|
|
2.1
|
%
|
|
1.0
|
%
|
|
(6.3
|
)%
|
|
|
|
8.2
|
pts.
|
|
|
|
7.3
|
pts.
|
|
Year Ended December 31,
|
|
Favorable/(Unfavorable)
|
|||||||||||
(In millions, except %)
|
2017
(1)
|
|
2016 Pro Forma
|
|
2017 vs.
2016 Pro Forma
|
|||||||||
Revenue
|
$
|
1,274.6
|
|
|
$
|
1,252.2
|
|
|
$
|
22.4
|
|
|
2%
|
|
Operating profit (loss)
|
$
|
82.7
|
|
|
$
|
(122.0
|
)
|
|
$
|
204.7
|
|
|
168%
|
|
|
|
|
|
|
|
|
|
|||||||
Operating profit (loss) as a percent of revenue
|
6.5
|
%
|
|
(9.7
|
)%
|
|
|
|
16.2
|
pts.
|
(1)
|
Due to the Merger, there were 11.5 months included in the year ended 2017 for legacy FMC Technologies, compared with twelve months in 2016. Refer to
Note 2
to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
|
(2)
|
Prior to the Merger, we reported our business in two segments, Subsea and Onshore/Offshore. As a result of the Merger and the addition of FMC Technologies, we began reporting our business in three segments. As such, actual results of operations for 2016 and 2015 do not include Surface Technologies.
|
|
Year Ended December 31,
|
|
Favorable/(Unfavorable)
|
||||||||||||||||||||||||
(In millions, except %)
|
2017
|
|
2016 Pro Forma
|
|
2016
|
|
2015
|
|
2017 vs.
2016 Pro Forma
|
|
2016 vs. 2015
|
||||||||||||||||
Corporate expense
|
$
|
(359.2
|
)
|
|
$
|
(366.6
|
)
|
|
$
|
(185.9
|
)
|
|
$
|
(331.9
|
)
|
|
$
|
7.4
|
|
|
2%
|
|
$
|
146.0
|
|
|
44%
|
|
Inbound Orders
Year Ended December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Subsea
|
$
|
5,143.6
|
|
|
$
|
2,384.9
|
|
Onshore/Offshore
|
3,812.9
|
|
|
3,689.0
|
|
||
Surface Technologies
|
1,239.8
|
|
|
—
|
|
||
Total inbound orders
|
$
|
10,196.3
|
|
|
$
|
6,073.9
|
|
|
Order Backlog
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Subsea
|
$
|
6,203.9
|
|
|
$
|
4,909.0
|
|
Onshore/Offshore
|
6,369.1
|
|
|
10,093.0
|
|
||
Surface Technologies
|
409.8
|
|
|
—
|
|
||
Total order backlog
|
$
|
12,982.8
|
|
|
$
|
15,002.0
|
|
(In millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Cash and cash equivalents
|
$
|
6,737.4
|
|
|
$
|
6,269.3
|
|
Short-term debt and current portion of long-term debt
|
(77.1
|
)
|
|
(683.6
|
)
|
||
Long-term debt, less current portion
|
(3,777.9
|
)
|
|
(1,869.3
|
)
|
||
Net cash
|
$
|
2,882.4
|
|
|
$
|
3,716.4
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Cash provided by operating activities
|
$
|
210.7
|
|
|
$
|
493.8
|
|
|
$
|
700.3
|
|
Cash provided (required) by investing activities
|
1,250.0
|
|
|
3,110.5
|
|
|
(335.1
|
)
|
|||
Cash required by financing activities
|
(1,054.8
|
)
|
|
(534.6
|
)
|
|
(127.2
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
62.2
|
|
|
21.6
|
|
|
(320.6
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
$
|
468.1
|
|
|
$
|
3,091.3
|
|
|
$
|
(82.6
|
)
|
(In millions)
|
December 31,
2017 |
|
December 31,
2016 |
||||
Revolving credit facility
|
$
|
—
|
|
|
$
|
—
|
|
Bilateral credit facilities
|
—
|
|
|
—
|
|
||
Commercial paper
|
1,450.4
|
|
|
210.8
|
|
||
Synthetic bonds due 2021
|
502.4
|
|
|
431.8
|
|
||
Convertible bonds due 2017
|
—
|
|
|
524.5
|
|
||
3.45% Senior Notes due 2022
|
500.0
|
|
|
—
|
|
||
5.00% Notes due 2020
|
239.9
|
|
|
210.8
|
|
||
3.40% Notes due 2022
|
179.9
|
|
|
158.1
|
|
||
3.15% Notes due 2023
|
155.9
|
|
|
137.0
|
|
||
3.15% Notes due 2023
|
149.9
|
|
|
131.8
|
|
||
4.00% Notes due 2027
|
89.9
|
|
|
79.1
|
|
||
4.00% Notes due 2032
|
119.9
|
|
|
105.4
|
|
||
3.75% Notes due 2033
|
119.9
|
|
|
105.4
|
|
||
Bank borrowings
|
332.5
|
|
|
452.1
|
|
||
Other
|
28.2
|
|
|
20.3
|
|
||
Unamortized debt issuance costs and discounts
|
(13.8
|
)
|
|
(14.2
|
)
|
||
Total borrowings
|
$
|
3,855.0
|
|
|
$
|
2,552.9
|
|
(In millions)
Description
|
Amount
|
|
Debt
Outstanding
|
|
Commercial
Paper
Outstanding
(a)
|
|
Letters
of Credit
|
|
Unused
Capacity
|
|
Maturity
|
||||||||||
Five-year revolving credit facility
|
$
|
2,500.0
|
|
|
$
|
—
|
|
|
$
|
1,450.4
|
|
|
$
|
—
|
|
|
$
|
1,049.6
|
|
|
January 2022
|
(a)
|
Under our commercial paper program, we have the ability to access up to $1.5 billion and €1.0 billion of financing through our commercial paper dealers. Our available capacity under our revolving credit facility is reduced by any outstanding commercial paper.
|
|
Payments Due by Period
|
||||||||||||||||||
(In millions)
Contractual obligations
|
Total
payments
|
|
Less than
1 year
|
|
1-3
years
|
|
3 -5
years
|
|
After 5
years
|
||||||||||
Debt
(a)
|
$
|
3,855.0
|
|
|
$
|
77.1
|
|
|
$
|
1,972.9
|
|
|
$
|
1,179.0
|
|
|
$
|
626.0
|
|
Interest on debt
(a)
|
409.4
|
|
|
62.6
|
|
|
125.2
|
|
|
96.5
|
|
|
125.1
|
|
|||||
Operating leases
(b)
|
1,783.6
|
|
|
347.2
|
|
|
556.4
|
|
|
302.9
|
|
|
577.1
|
|
|||||
Purchase obligations
(c)
|
5,263.4
|
|
|
4,140.2
|
|
|
912.8
|
|
|
11.7
|
|
|
198.7
|
|
|||||
Pension and other post-retirement benefits
(d)
|
25.2
|
|
|
25.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Unrecognized tax benefits
(e)
|
96.3
|
|
|
96.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other contractual obligations
(f)
|
$
|
312.0
|
|
|
$
|
69.7
|
|
|
$
|
151.6
|
|
|
$
|
70.0
|
|
|
$
|
20.7
|
|
Total contractual obligations
|
$
|
11,744.9
|
|
|
$
|
4,818.3
|
|
|
$
|
3,718.9
|
|
|
$
|
1,660.1
|
|
|
$
|
1,547.6
|
|
(a)
|
Our available debt is dependent upon our compliance with covenants, including negative covenants related to liens and our total capitalization ratio. Any violation of covenants or other events of default, which are not waived or cured, or changes in our credit rating could have a material impact on our ability to maintain our committed financing arrangements.
|
(b)
|
In 2014 we entered into construction and operating lease agreements to finance the construction of manufacturing and office facilities located in Houston, TX. In January 2016, construction of the facilities was completed and the operating lease commenced. Upon expiration of the lease term in September 2021, we have the option to renew the lease, purchase the facilities or re-market the facilities on behalf of the lessor, including certain guarantees of residual value under the re-marketing option.
|
(c)
|
In the normal course of business, we enter into agreements with our suppliers to purchase raw materials or services. These agreements include a requirement that our supplier provide products or services to our specifications and require us to make a firm purchase commitment to our supplier. As substantially all of these commitments are associated with purchases made to fulfill our customers’ orders, the costs associated with these agreements will ultimately be reflected in cost of sales on our consolidated statements of income.
|
(d)
|
We expect to contribute approximately
$
19.9 million
to our international pension plans during 2018. Required contributions for future years depend on factors that cannot be determined at this time. Additionally, we expect to contribute
$5.3 million
to our U.S. Non-Qualified Defined Benefit Pension Plan in 2018.
|
(e)
|
It is reasonably possible that
$96.3 million
of liabilities for unrecognized tax benefits will be settled during 2018, and this amount is reflected in income taxes payable in our consolidated balance sheet as of
December 31, 2017
. Although unrecognized tax benefits are not contractual obligations, they are presented in this table because they represent demands on our liquidity.
|
(f)
|
Other contractual obligations represent a mandatorily redeemable financial liability. In the fourth quarter of 2016, we obtained voting control interests in legal onshore/offshore contract entities which own and account for the design, engineering and construction of the Yamal LNG plant. Prior to the amendments of the contractual terms that provided us with voting interest control, we accounted for these entities under the equity method of accounting based on our previously held interests in each of these entities. A mandatorily redeemable financial liability of $174.8 million was recognized as of December 31, 2016 to account for the fair value of the non-controlling interests. During the year ended December 31, 2017 we revalued the liability to reflect current expectations about the obligation. Refer to Note 22 for further information regarding the fair value measurement assumptions of the mandatorily redeemable financial liability and related changes in its fair v
alue.
|
|
Amount of Commitment Expiration per Period
|
||||||||||||||||||
(In millions)
Other off-balance sheet arrangements
|
Total
amount
|
|
Less than
1 year
|
|
1-3
years
|
|
3-5
years
|
|
After 5
years
|
||||||||||
Letters of credit and bank guarantees
(a)
|
$
|
4,566.4
|
|
|
$
|
2,174.4
|
|
|
$
|
2,164.4
|
|
|
$
|
185.1
|
|
|
$
|
42.5
|
|
Surety bonds
(a)
|
37.2
|
|
|
29.7
|
|
|
7.5
|
|
|
—
|
|
|
—
|
|
|||||
Total other off-balance sheet arrangements
|
$
|
4,603.6
|
|
|
$
|
2,204.1
|
|
|
$
|
2,171.9
|
|
|
$
|
185.1
|
|
|
$
|
42.5
|
|
(a)
|
As collateral for our performance on certain sales contracts or as part of our agreements with insurance companies, we are liable under letters of credit, surety bonds and other bank guarantees. Our ability to generate revenue from certain contracts is dependent upon our ability to obtain these off-balance sheet financial instruments. These off-balance sheet financial instruments may be renewed, revised or released based on changes in the underlying commitment. Historically, our commercial commitments have not been drawn upon to a material extent; consequently, management believes it is not reasonably likely there will be material claims against these commitments. However, should these financial instruments become unavailable to us, our operations and liquidity could be negatively impacted.
|
(In millions, except basis points)
|
Increase (Decrease) in 2017 Pension Expense Before Income Taxes
|
|
Increase (Decrease) in Projected Benefit Obligation at December 31, 2017
|
||||
25 basis point decrease in discount rate
|
$
|
(0.1
|
)
|
|
$
|
62.9
|
|
25 basis point increase in discount rate
|
$
|
—
|
|
|
$
|
(59.0
|
)
|
25 basis point decrease in expected long-term rate of return on plan assets
|
$
|
3.1
|
|
|
$
|
—
|
|
25 basis point increase in expected long-term rate of return on plan assets
|
$
|
(3.1
|
)
|
|
$
|
—
|
|
|
Year Ended December 31,
|
||||||||||
(In millions, except per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Service revenue
|
$
|
12,210.5
|
|
|
$
|
9,128.7
|
|
|
$
|
11,323.1
|
|
Product revenue
|
2,651.8
|
|
|
70.9
|
|
|
148.8
|
|
|||
Lease and other revenue
|
194.6
|
|
|
—
|
|
|
—
|
|
|||
Total revenue
|
15,056.9
|
|
|
9,199.6
|
|
|
11,471.9
|
|
|||
Costs and expenses:
|
|
|
|
|
|
||||||
Cost of service revenue
|
9,984.0
|
|
|
7,585.7
|
|
|
9,863.0
|
|
|||
Cost of product revenue
|
2,403.4
|
|
|
44.3
|
|
|
112.1
|
|
|||
Cost of lease and other revenue
|
137.2
|
|
|
—
|
|
|
—
|
|
|||
Selling, general and administrative expense
|
1,060.9
|
|
|
572.6
|
|
|
689.6
|
|
|||
Research and development expense
|
212.9
|
|
|
105.4
|
|
|
95.5
|
|
|||
Impairment, restructuring and other expense (Note 5)
|
191.5
|
|
|
343.0
|
|
|
438.1
|
|
|||
Merger transaction and integration costs (Note 2)
|
101.8
|
|
|
92.6
|
|
|
—
|
|
|||
Total costs and expenses
|
14,091.7
|
|
|
8,743.6
|
|
|
11,198.3
|
|
|||
Other income (expense), net
|
(25.9
|
)
|
|
6.5
|
|
|
(102.9
|
)
|
|||
Income from equity affiliates (Note 8)
|
55.6
|
|
|
117.7
|
|
|
51.0
|
|
|||
Income before interest income, interest expense and income taxes
|
994.9
|
|
|
580.2
|
|
|
221.7
|
|
|||
Interest income
|
140.8
|
|
|
85.3
|
|
|
77.7
|
|
|||
Interest expense
|
(456.0
|
)
|
|
(114.1
|
)
|
|
(148.9
|
)
|
|||
Income before income taxes
|
679.7
|
|
|
551.4
|
|
|
150.5
|
|
|||
Provision for income taxes (Note 17)
|
545.5
|
|
|
180.3
|
|
|
136.5
|
|
|||
Net income
|
134.2
|
|
|
371.1
|
|
|
14.0
|
|
|||
Net (income) loss attributable to noncontrolling interests
|
(20.9
|
)
|
|
22.2
|
|
|
0.4
|
|
|||
Net income attributable to TechnipFMC plc
|
$
|
113.3
|
|
|
$
|
393.3
|
|
|
$
|
14.4
|
|
|
|
|
|
|
|
||||||
Earnings per share attributable to TechnipFMC plc (Note 4):
|
|
|
|
|
|
||||||
Basic
|
$
|
0.24
|
|
|
$
|
3.29
|
|
|
$
|
0.13
|
|
Diluted
|
$
|
0.24
|
|
|
$
|
3.16
|
|
|
$
|
0.13
|
|
Weighted average shares outstanding (Note 4):
|
|
|
|
|
|
||||||
Basic
|
466.7
|
|
|
119.4
|
|
|
114.9
|
|
|||
Diluted
|
468.3
|
|
|
125.1
|
|
|
127.3
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Net income
|
$
|
134.2
|
|
|
$
|
371.1
|
|
|
$
|
14.0
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
(1)
|
(87.2
|
)
|
|
(71.4
|
)
|
|
(394.9
|
)
|
|||
Net gains (losses) on hedging instruments:
|
|
|
|
|
|
||||||
Net gains (losses) arising during the period
|
53.8
|
|
|
(64.8
|
)
|
|
(70.5
|
)
|
|||
Reclassification adjustment for net gains included in net income
|
101.2
|
|
|
120.1
|
|
|
67.8
|
|
|||
Net gains (losses) on hedging instruments
(2)
|
155.0
|
|
|
55.3
|
|
|
(2.7
|
)
|
|||
Pension and other post-retirement benefits:
|
|
|
|
|
|
||||||
Net gains arising during the period
|
43.2
|
|
|
7.0
|
|
|
18.6
|
|
|||
Prior service cost arising during the period
|
—
|
|
|
—
|
|
|
0.2
|
|
|||
Reclassification adjustment for settlement losses included in net income
|
(15.2
|
)
|
|
(7.4
|
)
|
|
—
|
|
|||
Reclassification adjustment for amortization of prior service cost included in net income
|
0.7
|
|
|
0.5
|
|
|
0.5
|
|
|||
Reclassification adjustment for amortization of net actuarial loss included in net income
|
1.8
|
|
|
0.7
|
|
|
2.6
|
|
|||
Net pension and other post-retirement benefits
(3)
|
30.5
|
|
|
0.8
|
|
|
21.9
|
|
|||
Other comprehensive income (loss), net of tax
|
98.3
|
|
|
(15.3
|
)
|
|
(375.7
|
)
|
|||
Comprehensive income (loss)
|
232.5
|
|
|
355.8
|
|
|
(361.7
|
)
|
|||
Comprehensive (income) loss attributable to noncontrolling interest
|
(21.3
|
)
|
|
20.9
|
|
|
3.0
|
|
|||
Comprehensive income (loss) attributable to TechnipFMC plc
|
$
|
211.2
|
|
|
$
|
376.7
|
|
|
$
|
(358.7
|
)
|
(1)
|
Net of income tax (expense) benefit of
$(11.5)
,
nil
and
nil
for the years ended
December 31, 2017
,
2016
and
2015
, respectively.
|
(2)
|
Net of income tax (expense) benefit of
$(52.5)
,
$(24.3)
and
$(4.7)
for the years ended
December 31, 2017
,
2016
and
2015
, respectively.
|
(3)
|
Net of income tax (expense) benefit of
$(11.7)
,
$1.0
and
$(9.3)
for the years ended
December 31, 2017
,
2016
and
2015
, respectively.
|
TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
|
|||||||
|
December 31,
|
||||||
(In millions, except par value data)
|
2017
|
|
2016
|
||||
Assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
6,737.4
|
|
|
$
|
6,269.3
|
|
Trade receivables, net of allowances of $117.4 in 2017 and $85.6 in 2016
|
1,484.4
|
|
|
1,469.5
|
|
||
Costs and estimated earnings in excess of billings on uncompleted contracts
|
1,755.5
|
|
|
1,040.8
|
|
||
Inventories, net (Note 6)
|
987.0
|
|
|
334.7
|
|
||
Derivative financial instruments (Note 20)
|
78.3
|
|
|
47.2
|
|
||
Income taxes receivable
|
337.0
|
|
|
265.0
|
|
||
Advances paid to suppliers
|
391.3
|
|
|
711.5
|
|
||
Other current assets (Note 7)
|
1,206.2
|
|
|
799.2
|
|
||
Total current assets
|
12,977.1
|
|
|
10,937.2
|
|
||
Investments in equity affiliates (Note 8)
|
272.5
|
|
|
235.4
|
|
||
Property, plant and equipment, net (Note 10)
|
3,871.5
|
|
|
2,620.1
|
|
||
Goodwill (Note 11)
|
8,929.8
|
|
|
3,718.3
|
|
||
Intangible assets, net (Note 11)
|
1,333.8
|
|
|
173.7
|
|
||
Deferred income taxes (Note 17)
|
454.7
|
|
|
553.6
|
|
||
Derivative financial instruments (Note 20)
|
94.9
|
|
|
190.8
|
|
||
Other assets
|
329.4
|
|
|
250.2
|
|
||
Total assets
|
$
|
28,263.7
|
|
|
$
|
18,679.3
|
|
Liabilities and equity
|
|
|
|
||||
Short-term debt and current portion of long-term debt (Note 13)
|
$
|
77.1
|
|
|
$
|
683.6
|
|
Accounts payable, trade
|
3,958.7
|
|
|
3,837.7
|
|
||
Billings in excess of costs and estimated earnings on uncompleted contracts
|
3,314.2
|
|
|
4,141.8
|
|
||
Accrued payroll
|
402.2
|
|
|
307.7
|
|
||
Derivative financial instruments (Note 20)
|
69.0
|
|
|
183.0
|
|
||
Income taxes payable
|
320.3
|
|
|
317.5
|
|
||
Other current liabilities (Note 12)
|
1,687.9
|
|
|
1,417.6
|
|
||
Total current liabilities
|
9,829.4
|
|
|
10,888.9
|
|
||
Long-term debt, less current portion (Note 13)
|
3,777.9
|
|
|
1,869.3
|
|
||
Accrued pension and other post-retirement benefits, less current portion (Note 18)
|
282.0
|
|
|
160.8
|
|
||
Derivative financial instruments (Note 20)
|
68.1
|
|
|
227.7
|
|
||
Deferred income taxes (Note 17)
|
419.7
|
|
|
130.5
|
|
||
Other liabilities
|
477.2
|
|
|
358.0
|
|
||
Commitments and contingent liabilities (Note 15)
|
|
|
|
||||
Stockholders’ equity (Note 16):
|
|
|
|
||||
Ordinary shares, $1.00 and €0.7625 par values in 2017 and 2016, respectively; 525.0 and 119.2 shares authorized in 2017 and 2016, respectively; 465.1 and 119.2 shares issued in 2017 and 2016, respectively; 2.1 and 3.2 shares canceled in 2017 and 2016, respectively; 465.1 and 118.9 shares outstanding in 2017 and 2016, respectively
|
465.1
|
|
|
114.7
|
|
||
Ordinary shares held in employee benefit trust, at cost; 0.1 shares in 2017
|
(4.8
|
)
|
|
—
|
|
||
Treasury stock, at cost; 0.0 shares and 0.3 shares in 2017 and 2016, respectively
|
—
|
|
|
(44.5
|
)
|
||
Capital in excess of par value of ordinary shares
|
10,483.3
|
|
|
2,683.1
|
|
||
Retained earnings
|
3,448.0
|
|
|
3,404.1
|
|
||
Accumulated other comprehensive loss
|
(1,003.7
|
)
|
|
(1,101.6
|
)
|
||
Total TechnipFMC plc stockholders’ equity
|
13,387.9
|
|
|
5,055.8
|
|
||
Noncontrolling interests
|
21.5
|
|
|
(11.7
|
)
|
||
Total equity
|
13,409.4
|
|
|
5,044.1
|
|
||
Total liabilities and equity
|
$
|
28,263.7
|
|
|
$
|
18,679.3
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Cash provided (required) by operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
134.2
|
|
|
$
|
371.1
|
|
|
$
|
14.0
|
|
Adjustments to reconcile net income to cash provided (required) by operating activities:
|
|
|
|
|
|
||||||
Depreciation
|
370.2
|
|
|
283.2
|
|
|
315.3
|
|
|||
Amortization
|
244.5
|
|
|
17.5
|
|
|
23.4
|
|
|||
Employee benefit plan and share-based compensation costs
|
18.7
|
|
|
27.4
|
|
|
57.2
|
|
|||
Deferred income tax provision (benefit), net
|
141.6
|
|
|
(172.1
|
)
|
|
(64.1
|
)
|
|||
Unrealized loss (gain) on derivative instruments and foreign exchange
|
(73.5
|
)
|
|
(123.2
|
)
|
|
(30.2
|
)
|
|||
Impairments (Note 5)
|
34.3
|
|
|
38.2
|
|
|
45.2
|
|
|||
Income from equity affiliates, net of dividends received
|
(37.9
|
)
|
|
(48.1
|
)
|
|
(26.3
|
)
|
|||
Other
|
4.7
|
|
|
161.8
|
|
|
140.1
|
|
|||
Changes in operating assets and liabilities, net of effects of acquisitions:
|
|
|
|
|
|
||||||
Trade receivables, net and costs in excess of billings
|
286.8
|
|
|
(268.7
|
)
|
|
232.7
|
|
|||
Inventories, net
|
130.9
|
|
|
172.7
|
|
|
(128.3
|
)
|
|||
Accounts payable, trade
|
(525.8
|
)
|
|
115.5
|
|
|
125.6
|
|
|||
Billings in excess of costs
|
(1,111.4
|
)
|
|
(498.3
|
)
|
|
(408.2
|
)
|
|||
Income taxes payable (receivable), net
|
(152.2
|
)
|
|
71.7
|
|
|
8.8
|
|
|||
Other assets and liabilities, net
|
745.6
|
|
|
345.1
|
|
|
395.1
|
|
|||
Cash provided (required) by operating activities
|
210.7
|
|
|
493.8
|
|
|
700.3
|
|
|||
Cash provided (required) by investing activities:
|
|
|
|
|
|
||||||
Capital expenditures
|
(255.7
|
)
|
|
(312.9
|
)
|
|
(325.5
|
)
|
|||
Cash acquired in merger of FMC Technologies, Inc. and Technip S.A. (Note 2)
|
1,479.2
|
|
|
—
|
|
|
—
|
|
|||
Cash acquired upon consolidation of investee
|
—
|
|
|
3,480.7
|
|
|
—
|
|
|||
Cash divested from deconsolidation
|
—
|
|
|
(89.1
|
)
|
|
—
|
|
|||
Proceeds from sale of assets
|
14.4
|
|
|
39.2
|
|
|
27.1
|
|
|||
Other
|
12.1
|
|
|
(7.4
|
)
|
|
(36.7
|
)
|
|||
Cash provided (required) by investing activities
|
1,250.0
|
|
|
3,110.5
|
|
|
(335.1
|
)
|
|||
Cash provided (required) by financing activities:
|
|
|
|
|
|
||||||
Net increase (decrease) in short-term debt
|
(106.4
|
)
|
|
8.6
|
|
|
12.0
|
|
|||
Net increase (decrease) in commercial paper
|
234.9
|
|
|
—
|
|
|
48.8
|
|
|||
Proceeds from issuance of long-term debt
|
25.7
|
|
|
644.5
|
|
|
31.5
|
|
|||
Repayments of long-term debt
|
(888.0
|
)
|
|
(891.2
|
)
|
|
(219.1
|
)
|
|||
Purchase of treasury stock
|
(58.5
|
)
|
|
(186.8
|
)
|
|
—
|
|
|||
Dividends paid
|
(60.6
|
)
|
|
(111.5
|
)
|
|
(98.7
|
)
|
|||
Payments related to taxes withheld on share-based compensation
|
(46.6
|
)
|
|
—
|
|
|
—
|
|
|||
Settlements of mandatorily redeemable financial liability
|
(156.5
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
1.2
|
|
|
1.8
|
|
|
98.3
|
|
|||
Cash provided (required) by financing activities
|
(1,054.8
|
)
|
|
(534.6
|
)
|
|
(127.2
|
)
|
|||
Effect of changes in foreign exchange rates on cash and cash equivalents
|
62.2
|
|
|
21.6
|
|
|
(320.6
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
468.1
|
|
|
3,091.3
|
|
|
(82.6
|
)
|
|||
Cash and cash equivalents, beginning of year
|
6,269.3
|
|
|
3,178.0
|
|
|
3,260.6
|
|
|||
Cash and cash equivalents, end of year
|
$
|
6,737.4
|
|
|
$
|
6,269.3
|
|
|
$
|
3,178.0
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
||||||
Cash paid for interest (net of interest capitalized)
|
$
|
50.3
|
|
|
$
|
40.2
|
|
|
$
|
61.0
|
|
Cash paid for income taxes (net of refunds received)
|
$
|
424.7
|
|
|
$
|
261.3
|
|
|
$
|
188.4
|
|
(In millions)
|
Ordinary Shares
|
|
Ordinary Shares Held in
Treasury and
Employee
Benefit
Trust
|
|
Capital in
Excess of Par
Value of
Ordinary Shares
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Income
(Loss)
|
|
Non-
controlling
Interest
|
|
Total
Stockholders’
Equity
|
||||||||||||||
Balance at December 31, 2014
|
$
|
110.2
|
|
|
$
|
(127.4
|
)
|
|
$
|
2,451.9
|
|
|
$
|
3,559.1
|
|
|
$
|
(711.9
|
)
|
|
$
|
14.3
|
|
|
$
|
5,296.2
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
14.4
|
|
|
—
|
|
|
(0.4
|
)
|
|
14.0
|
|
|||||||
Other comprehensive (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(373.1
|
)
|
|
(2.6
|
)
|
|
(375.7
|
)
|
|||||||
Net capital transactions
|
4.3
|
|
|
—
|
|
|
276.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
280.4
|
|
|||||||
Treasury shares (Note 16)
|
—
|
|
|
46.3
|
|
|
(39.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.8
|
|
|||||||
Dividends (Note 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
(300.1
|
)
|
|
—
|
|
|
—
|
|
|
(300.1
|
)
|
|||||||
Share-based compensation (Note 19)
|
—
|
|
|
—
|
|
|
36.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
36.1
|
|
|||||||
Other
|
—
|
|
|
—
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
(2.1
|
)
|
|
(1.3
|
)
|
|||||||
Balance at December 31, 2015
|
$
|
114.5
|
|
|
$
|
(81.1
|
)
|
|
$
|
2,725.4
|
|
|
$
|
3,273.4
|
|
|
$
|
(1,085.0
|
)
|
|
$
|
9.2
|
|
|
$
|
4,956.4
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
393.3
|
|
|
—
|
|
|
(22.2
|
)
|
|
371.1
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.6
|
)
|
|
1.3
|
|
|
(15.3
|
)
|
|||||||
Net capital transactions
|
0.2
|
|
|
—
|
|
|
(35.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34.9
|
)
|
|||||||
Treasury shares (Note 16)
|
—
|
|
|
36.6
|
|
|
(31.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|||||||
Dividends (Note 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
(262.6
|
)
|
|
—
|
|
|
—
|
|
|
(262.6
|
)
|
|||||||
Share-based compensation (Note 19)
|
—
|
|
|
—
|
|
|
22.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22.0
|
|
|||||||
Other
|
—
|
|
|
—
|
|
|
1.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.9
|
|
|||||||
Balance at December 31, 2016
|
$
|
114.7
|
|
|
$
|
(44.5
|
)
|
|
$
|
2,683.1
|
|
|
$
|
3,404.1
|
|
|
$
|
(1,101.6
|
)
|
|
$
|
(11.7
|
)
|
|
$
|
5,044.1
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
113.3
|
|
|
—
|
|
|
20.9
|
|
|
134.2
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97.9
|
|
|
0.4
|
|
|
98.3
|
|
|||||||
Issuance of ordinary shares due to the merger of FMC Technologies and Technip
|
351.9
|
|
|
(6.6
|
)
|
|
7,825.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,170.7
|
|
|||||||
Cancellation of treasury shares due to the merger of FMC Technologies and Technip
|
—
|
|
|
44.5
|
|
|
(23.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.2
|
|
|||||||
Cancellation of treasury shares (Note 16)
|
(2.1
|
)
|
|
—
|
|
|
(47.6
|
)
|
|
(8.8
|
)
|
|
—
|
|
|
—
|
|
|
(58.5
|
)
|
|||||||
Net sales of ordinary shares for employee benefit trust
|
—
|
|
|
1.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.8
|
|
|||||||
Issuance of ordinary shares
|
0.6
|
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|||||||
Dividends (Note 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
(60.6
|
)
|
|
—
|
|
|
—
|
|
|
(60.6
|
)
|
|||||||
Share-based compensation (Note 19)
|
—
|
|
|
—
|
|
|
44.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44.4
|
|
|||||||
Other
|
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
11.9
|
|
|
12.6
|
|
|||||||
Balance at December 31, 2017
|
$
|
465.1
|
|
|
$
|
(4.8
|
)
|
|
$
|
10,483.3
|
|
|
$
|
3,448.0
|
|
|
$
|
(1,003.7
|
)
|
|
$
|
21.5
|
|
|
$
|
13,409.4
|
|
•
|
Level 1
: Unadjusted quoted prices in active markets for identical assets and liabilities.
|
•
|
Level 2
: Observable inputs other than quoted prices included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
|
•
|
Level 3
: Unobservable inputs reflecting management’s own assumptions about the assumptions market participants would use in pricing the asset or liability.
|
(In millions, except per share data)
|
|
|
||
Total FMC Technologies, Inc. shares subject to exchange as of January 16, 2017
|
|
228.9
|
|
|
FMC Technologies, Inc. exchange ratio
(1)
|
|
0.5
|
|
|
Shares of TechnipFMC issued
|
|
114.4
|
|
|
Value per share of Technip as of January 16, 2017
(2)
|
|
$
|
71.4
|
|
Total purchase consideration
|
|
$
|
8,170.7
|
|
(1)
|
As the calculation is deemed to reflect a share capital increase of the accounting acquirer, the FMC Technologies exchange ratio (1 share of TechnipFMC for 1 share of FMC Technologies as provided in the business combination agreement) is adjusted by dividing the FMC Technologies exchange ratio by the Technip exchange ratio (
2
shares of TechnipFMC for 1 share of Technip as provided in the business combination agreement), i.e., 1 ⁄ 2 =
0.5
in order to reflect the number of shares of Technip that FMC Technologies stockholders would have received if Technip was to have issued its own shares.
|
(2)
|
Closing price of Technip’s ordinary shares on Euronext Paris on January 16, 2017 in Euro converted at the Euro to U.S. dollar exchange rate of
$1.0594
on January 16, 2017.
|
(In millions)
|
Allocated Goodwill
|
||
Subsea
|
$
|
2,527.7
|
|
Onshore/Offshore
|
1,635.5
|
|
|
Surface Technologies
|
997.8
|
|
|
Total
|
$
|
5,161.0
|
|
(In millions, except estimated useful lives)
|
Fair Value
|
|
Estimated
Useful Lives
|
||
Acquired technology
|
$
|
240.0
|
|
|
10
|
Backlog
|
175.0
|
|
|
2
|
|
Customer relationships
|
285.0
|
|
|
10
|
|
Tradenames
|
635.0
|
|
|
20
|
|
Software
|
55.3
|
|
|
Various
|
|
Total identifiable intangible assets acquired
|
$
|
1,390.3
|
|
|
|
|
Unaudited
|
||||||
|
Year Ended December 31,
|
||||||
(In millions)
|
2017
Pro Forma
|
|
2016
Pro Forma
|
||||
Revenue
|
$
|
15,169.8
|
|
|
$
|
13,727.9
|
|
Net income attributable to TechnipFMC adjusted for dilutive effects
|
$
|
28.5
|
|
|
$
|
291.8
|
|
Diluted earnings per share
|
$
|
0.06
|
|
|
$
|
0.62
|
|
|
Year Ended December 31,
|
||||||||||
(In millions, except per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
Net income attributable to TechnipFMC plc
|
$
|
113.3
|
|
|
$
|
393.3
|
|
|
$
|
14.4
|
|
After-tax interest expense related to dilutive shares
|
—
|
|
|
1.5
|
|
|
2.5
|
|
|||
Net income attributable to TechnipFMC plc adjusted for dilutive effects
|
113.3
|
|
|
394.8
|
|
|
16.9
|
|
|||
Weighted average number of shares outstanding
|
466.7
|
|
|
119.4
|
|
|
114.9
|
|
|||
Dilutive effect of restricted stock units
|
0.2
|
|
|
—
|
|
|
—
|
|
|||
Dilutive effect of stock options
|
—
|
|
|
—
|
|
|
—
|
|
|||
Dilutive effect of performance shares
|
1.4
|
|
|
0.5
|
|
|
0.6
|
|
|||
Dilutive effect of convertible bonds
|
—
|
|
|
5.2
|
|
|
11.8
|
|
|||
Total shares and dilutive securities
|
468.3
|
|
|
125.1
|
|
|
127.3
|
|
|||
|
|
|
|
|
|
||||||
Basic earnings per share attributable to TechnipFMC plc
|
$
|
0.24
|
|
|
$
|
3.29
|
|
|
$
|
0.13
|
|
Diluted earnings per share attributable to TechnipFMC plc
|
$
|
0.24
|
|
|
$
|
3.16
|
|
|
$
|
0.13
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Impairment expense:
|
|
|
|
|
|
||||||
Subsea
|
$
|
11.5
|
|
|
$
|
23.0
|
|
|
$
|
42.9
|
|
Onshore/Offshore
|
—
|
|
|
14.6
|
|
|
—
|
|
|||
Surface Technologies
|
10.2
|
|
|
—
|
|
|
—
|
|
|||
Corporate and other
|
12.6
|
|
|
0.6
|
|
|
2.3
|
|
|||
Total impairment expense
|
34.3
|
|
|
38.2
|
|
|
45.2
|
|
|||
Restructuring and other expense:
|
|
|
|
|
|
||||||
Subsea
|
$
|
88.4
|
|
|
$
|
58.7
|
|
|
$
|
34.0
|
|
Onshore/Offshore
|
27.0
|
|
|
214.4
|
|
|
342.2
|
|
|||
Surface Technologies
|
9.0
|
|
|
—
|
|
|
—
|
|
|||
Corporate and other
|
32.8
|
|
|
31.7
|
|
|
16.7
|
|
|||
Total restructuring and other expense
|
157.2
|
|
|
304.8
|
|
|
392.9
|
|
|||
Total impairment, restructuring and other expense
|
$
|
191.5
|
|
|
$
|
343.0
|
|
|
$
|
438.1
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Raw materials
|
$
|
271.4
|
|
|
$
|
240.4
|
|
Work in process
|
130.2
|
|
|
36.0
|
|
||
Finished goods
|
585.4
|
|
|
58.3
|
|
||
Inventory, net
|
$
|
987.0
|
|
|
$
|
334.7
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Value-added tax receivables
|
$
|
532.5
|
|
|
$
|
319.4
|
|
Other tax receivables
|
155.8
|
|
|
124.9
|
|
||
Prepaid expenses
|
136.2
|
|
|
106.4
|
|
||
Held-to-maturity investments (short-term)
|
60.0
|
|
|
—
|
|
||
Assets held for sale
|
50.2
|
|
|
2.2
|
|
||
Available-for-sale securities (short-term)
|
9.9
|
|
|
—
|
|
||
Other
|
261.6
|
|
|
246.3
|
|
||
Other current assets
|
$
|
1,206.2
|
|
|
$
|
799.2
|
|
|
December 31, 2017
|
|||
|
Percentage Owned
|
Carrying Value
|
||
Technip Odebrecht PLSV CV
|
50.0
|
%
|
111.4
|
|
Dofcon Brasil AS
|
50.0
|
%
|
74.1
|
|
Serimax Holdings SAS
|
20.0
|
%
|
25.1
|
|
FSTP Brasil Ltda
|
25.0
|
%
|
21.5
|
|
Other
|
|
40.4
|
|
|
Investments in equity affiliates
|
|
272.5
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Subsea
|
$
|
55.3
|
|
|
$
|
35.0
|
|
|
$
|
21.2
|
|
Onshore/Offshore
|
0.3
|
|
|
82.7
|
|
|
29.8
|
|
|||
Surface Technologies
|
—
|
|
|
—
|
|
|
—
|
|
|||
Income from equity affiliates
|
$
|
55.6
|
|
|
$
|
117.7
|
|
|
$
|
51.0
|
|
(In millions)
|
2016
(1)
|
|
2015
|
||||
As of December 31
|
|
|
|
||||
Current assets
|
$
|
619.2
|
|
|
$
|
4,769.3
|
|
Noncurrent assets
|
2,176.1
|
|
|
1,587.2
|
|
||
Current liabilities
|
796.9
|
|
|
4,853.7
|
|
||
Noncurrent liabilities
|
1,355.0
|
|
|
925.6
|
|
||
Year ended December 31
|
|
|
|
||||
Revenues
|
$
|
6,782.9
|
|
|
$
|
5,426.1
|
|
Gross profit
|
461.0
|
|
|
721.8
|
|
||
Net income (loss)
|
(348.4
|
)
|
|
561.1
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Trade receivables
|
$
|
98.4
|
|
|
$
|
220.2
|
|
Trade payables
|
(121.8
|
)
|
|
(200.0
|
)
|
||
Net trade receivables/(payables)
|
$
|
(23.4
|
)
|
|
$
|
20.2
|
|
|
|
|
|
||||
Note receivables
|
$
|
140.9
|
|
|
$
|
153.9
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Land and land improvements
|
$
|
105.2
|
|
|
$
|
17.3
|
|
Buildings
|
691.2
|
|
|
337.5
|
|
||
Vessels
|
2,246.0
|
|
|
1,921.7
|
|
||
Machinery and equipment
|
1,892.2
|
|
|
1,056.6
|
|
||
Office fixtures and furniture
|
350.4
|
|
|
292.0
|
|
||
Construction in process
|
136.7
|
|
|
310.5
|
|
||
Other
|
397.7
|
|
|
376.3
|
|
||
|
5,819.4
|
|
|
4,311.9
|
|
||
Accumulated depreciation
|
(1,947.9
|
)
|
|
(1,691.8
|
)
|
||
Property, plant and equipment, net
|
$
|
3,871.5
|
|
|
$
|
2,620.1
|
|
(In millions)
|
Subsea
|
|
Onshore/Offshore
|
|
Surface Technologies
|
|
Total
|
||||||||
December 31, 2014
|
$
|
3,232.0
|
|
|
$
|
882.2
|
|
|
$
|
—
|
|
|
$
|
4,114.2
|
|
Additions due to business combinations
|
41.9
|
|
|
—
|
|
|
—
|
|
|
41.9
|
|
||||
Impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Translation
|
(296.5
|
)
|
|
(73.1
|
)
|
|
—
|
|
|
(369.6
|
)
|
||||
December 31, 2015
|
2,977.4
|
|
|
809.1
|
|
|
—
|
|
|
3,786.5
|
|
||||
Additions due to business combinations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Translation
|
(46.3
|
)
|
|
(21.9
|
)
|
|
—
|
|
|
(68.2
|
)
|
||||
December 31, 2016
|
2,931.1
|
|
|
787.2
|
|
|
—
|
|
|
3,718.3
|
|
||||
Additions due to business combinations
|
2,532.6
|
|
|
1,635.5
|
|
|
997.8
|
|
|
5,165.9
|
|
||||
Impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Translation
|
6.7
|
|
|
38.9
|
|
|
—
|
|
|
45.6
|
|
||||
December 31, 2017
|
$
|
5,470.4
|
|
|
$
|
2,461.6
|
|
|
$
|
997.8
|
|
|
$
|
8,929.8
|
|
|
December 31,
|
||||||||||||||
|
2017
|
|
2016
|
||||||||||||
(In millions)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
||||||||
Acquired technology
|
$
|
240.0
|
|
|
$
|
25.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Backlog
|
175.0
|
|
|
118.0
|
|
|
—
|
|
|
—
|
|
||||
Customer relationships
|
285.0
|
|
|
29.0
|
|
|
—
|
|
|
—
|
|
||||
Licenses, patents and trademarks
|
810.1
|
|
|
157.7
|
|
|
167.3
|
|
|
120.9
|
|
||||
Software
|
237.9
|
|
|
145.5
|
|
|
154.7
|
|
|
107.4
|
|
||||
Other
|
72.7
|
|
|
11.7
|
|
|
97.6
|
|
|
17.6
|
|
||||
Total intangible assets
|
$
|
1,820.7
|
|
|
$
|
486.9
|
|
|
$
|
419.6
|
|
|
$
|
245.9
|
|
(In millions)
|
December 31,
2017 |
|
December 31, 2016
|
||||
Warranty accruals on completed contracts
|
$
|
321.3
|
|
|
$
|
271.9
|
|
Contingencies related to completed contracts
|
214.9
|
|
|
370.1
|
|
||
Other taxes payable
|
204.4
|
|
|
143.5
|
|
||
Social security liability
|
145.0
|
|
|
66.3
|
|
||
Compensation accrual
|
123.5
|
|
|
27.5
|
|
||
Redeemable financial liability
|
69.7
|
|
|
33.7
|
|
||
Liabilities held for sale
|
13.7
|
|
|
—
|
|
||
Other accrued liabilities
|
595.4
|
|
|
504.6
|
|
||
Total other current liabilities
|
$
|
1,687.9
|
|
|
$
|
1,417.6
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Convertible bonds due 2017
|
$
|
—
|
|
|
$
|
524.5
|
|
Bank borrowings
|
48.9
|
|
|
138.8
|
|
||
Other
|
28.2
|
|
|
20.3
|
|
||
Total short-term debt and current portion of long-term debt
|
$
|
77.1
|
|
|
$
|
683.6
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Revolving credit facility
|
$
|
—
|
|
|
$
|
—
|
|
Bilateral credit facilities
|
—
|
|
|
—
|
|
||
Commercial paper
(1)
|
1,450.4
|
|
|
210.8
|
|
||
Synthetic bonds due 2021
|
502.4
|
|
|
431.8
|
|
||
Convertible bonds due 2017
|
—
|
|
|
524.5
|
|
||
3.45% Senior Notes due 2022
|
500.0
|
|
|
—
|
|
||
5.00% Notes due 2020
|
239.9
|
|
|
210.8
|
|
||
3.40% Notes due 2022
|
179.9
|
|
|
158.1
|
|
||
3.15% Notes due 2023
|
155.9
|
|
|
137.0
|
|
||
3.15% Notes due 2023
|
149.9
|
|
|
131.8
|
|
||
4.00% Notes due 2027
|
89.9
|
|
|
79.1
|
|
||
4.00% Notes due 2032
|
119.9
|
|
|
105.4
|
|
||
3.75% Notes due 2033
|
119.9
|
|
|
105.4
|
|
||
Bank borrowings
|
332.5
|
|
|
452.1
|
|
||
Other
|
28.2
|
|
|
20.3
|
|
||
Unamortized debt issuance costs and discounts
|
(13.8
|
)
|
|
(14.2
|
)
|
||
Total debt
|
3,855.0
|
|
|
2,552.9
|
|
||
Less: current borrowings
|
(77.1
|
)
|
|
(683.6
|
)
|
||
Long-term debt
|
$
|
3,777.9
|
|
|
$
|
1,869.3
|
|
(1)
|
At
December 31, 2017
and
2016
, committed credit available under our revolving credit facility provided the ability to refinance our commercial paper obligations on a long-term basis.
|
|
Payments Due by Period
|
||||||||||||||||||
(In millions)
|
Total
payments |
|
Less than
1 year |
|
1-3
years |
|
3-5
years |
|
After 5
years |
||||||||||
Total debt
|
$
|
3,855.0
|
|
|
$
|
77.1
|
|
|
$
|
1,972.9
|
|
|
$
|
1,179.0
|
|
|
$
|
626.0
|
|
•
|
U.S. dollar-denominated loans bear interest, at the Borrowers’ option, at a base rate or an adjusted rate linked to the London interbank offered rate (“Adjusted LIBOR”);
|
•
|
sterling-denominated loans bear interest at Adjusted LIBOR; and
|
•
|
euro-denominated loans bear interest at the Euro interbank offered rate (“EURIBOR”).
|
•
|
two credit facilities of
€80.0 million
each expiring in
May 2019
;
|
•
|
a credit facility of
€80.0 million
expiring in
June 2019
; and
|
•
|
a credit facility of
€100.0 million
expiring in
May 2021
.
|
(In millions)
|
December 31, 2017
|
||
Financial guarantees
(1)
|
$
|
933.3
|
|
Performance guarantees
(2)
|
3,670.3
|
|
|
Maximum potential undiscounted payments
|
$
|
4,603.6
|
|
(1)
|
Financial guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on changes in an underlying agreement that is related to an asset, a liability, or an equity security of the guaranteed party. These tend to be drawn down only if there is a failure to fulfill our financial obligations.
|
(2)
|
Performance guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on another entity's failure to perform under a nonfinancial obligating agreement. Events that trigger payment are performance related, such as failure to ship a product or provide a service.
|
(Number of shares in millions)
|
Ordinary
Shares Issued
|
|
Ordinary Shares
Held in
Employee
Benefit Trust
|
|
Treasury Stock
|
|||
December 31, 2014
|
113.9
|
|
|
—
|
|
|
1.4
|
|
Stock awards
|
0.6
|
|
|
—
|
|
|
(0.5
|
)
|
Treasury stock purchases
|
—
|
|
|
—
|
|
|
—
|
|
Capital increase reserved for employees
|
1.9
|
|
|
—
|
|
|
—
|
|
Shares acquired pursuant to liquidity contract
|
—
|
|
|
—
|
|
|
1.3
|
|
Shares sold pursuant to liquidity contract
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
Dividend payment in shares
|
2.6
|
|
|
—
|
|
|
—
|
|
December 31, 2015
|
119.0
|
|
|
—
|
|
|
0.8
|
|
Stock awards
|
0.2
|
|
|
—
|
|
|
(0.4
|
)
|
Treasury stock purchases
|
—
|
|
|
—
|
|
|
3.2
|
|
Dividend payment in shares
|
3.2
|
|
|
—
|
|
|
—
|
|
Shares acquired pursuant to liquidity contract
|
—
|
|
|
—
|
|
|
1.3
|
|
Shares sold pursuant to liquidity contract
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
Cancellation of treasury shares
|
(3.2
|
)
|
|
—
|
|
|
(3.2
|
)
|
December 31, 2016
|
119.2
|
|
|
—
|
|
|
0.3
|
|
Net capital increases due to the merger of FMC Technologies and Technip
|
347.4
|
|
|
—
|
|
|
—
|
|
Stock awards
|
0.6
|
|
|
—
|
|
|
—
|
|
Treasury stock cancellation due to the merger of FMC Technologies and Technip
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
Treasury stock purchases
|
—
|
|
|
—
|
|
|
2.1
|
|
Treasury stock cancellations
|
(2.1
|
)
|
|
—
|
|
|
(2.1
|
)
|
Net stock purchased for employee benefit trust
|
—
|
|
|
0.1
|
|
|
—
|
|
December 31, 2017
|
465.1
|
|
|
0.1
|
|
|
—
|
|
(In millions)
|
Foreign Currency
Translation
|
|
Hedging
|
|
Defined Pension
and Other
Post-Retirement Benefits
|
|
Accumulated Other
Comprehensive Loss Attributable to TechnipFMC plc
|
|
Accumulated Other
Comprehensive Loss Attributable to Non-controlling interest
|
||||||||||
December 31, 2015
|
$
|
(855.3
|
)
|
|
$
|
(181.5
|
)
|
|
$
|
(48.2
|
)
|
|
$
|
(1,085.0
|
)
|
|
$
|
(1.1
|
)
|
Other comprehensive income (loss) before reclassifications, net of tax
|
(71.8
|
)
|
|
(65.7
|
)
|
|
7.0
|
|
|
(130.5
|
)
|
|
1.3
|
|
|||||
Reclassification adjustment for net (gains) losses included in net income, net of tax
|
—
|
|
|
120.1
|
|
|
(6.2
|
)
|
|
113.9
|
|
|
—
|
|
|||||
Other comprehensive income (loss), net of tax
|
(71.8
|
)
|
|
54.4
|
|
|
0.8
|
|
|
(16.6
|
)
|
|
1.3
|
|
|||||
December 31, 2016
|
(927.1
|
)
|
|
(127.1
|
)
|
|
(47.4
|
)
|
|
(1,101.6
|
)
|
|
0.2
|
|
|||||
Other comprehensive income (loss) before reclassifications, net of tax
|
(87.5
|
)
|
|
53.7
|
|
|
43.2
|
|
|
9.4
|
|
|
0.4
|
|
|||||
Reclassification adjustment for net (gains) losses included in net income, net of tax
|
—
|
|
|
101.2
|
|
|
(12.7
|
)
|
|
88.5
|
|
|
—
|
|
|||||
Other comprehensive income (loss), net of tax
|
(87.5
|
)
|
|
154.9
|
|
|
30.5
|
|
|
97.9
|
|
|
0.4
|
|
|||||
December 31, 2017
|
$
|
(1,014.6
|
)
|
|
$
|
27.8
|
|
|
$
|
(16.9
|
)
|
|
$
|
(1,003.7
|
)
|
|
$
|
0.6
|
|
|
|
Year Ended
|
|
|
||||||||||
(In millions)
|
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2015
|
|
|
||||||
Details about Accumulated Other Comprehensive Loss Components
|
|
Amount Reclassified out of Accumulated Other Comprehensive Loss
|
|
Affected Line Item in the Consolidated Statement of Income
|
||||||||||
Gains (losses) on hedging instruments
|
|
|
|
|
|
|
|
|
||||||
Foreign exchange contracts:
|
|
$
|
(39.3
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Revenue
|
|
|
5.3
|
|
|
—
|
|
|
—
|
|
|
Costs of sales
|
|||
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
Selling, general and administrative expense
|
|||
|
|
(102.2
|
)
|
|
(165.7
|
)
|
|
(93.6
|
)
|
|
Other (expense), net
|
|||
|
|
(135.4
|
)
|
|
(165.7
|
)
|
|
(93.6
|
)
|
|
Income before income taxes
|
|||
|
|
(34.2
|
)
|
|
(45.6
|
)
|
|
(25.8
|
)
|
|
Provision (benefit) for income taxes
|
|||
|
|
$
|
(101.2
|
)
|
|
$
|
(120.1
|
)
|
|
$
|
(67.8
|
)
|
|
Net income
|
|
|
|
|
|
|
|
|
|
||||||
Defined pension and other post-retirement benefits
|
|
|
|
|
|
|
|
|
||||||
Settlements and curtailments
|
|
$
|
25.3
|
|
|
$
|
10.7
|
|
|
$
|
—
|
|
|
(a)
|
Amortization of actuarial gain (loss)
|
|
(2.5
|
)
|
|
(1.0
|
)
|
|
(3.7
|
)
|
|
(a)
|
|||
Amortization of prior service credit (cost)
|
|
(1.0
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|
(a)
|
|||
|
|
21.8
|
|
|
9.0
|
|
|
(4.4
|
)
|
|
Income before income taxes
|
|||
|
|
9.1
|
|
|
2.8
|
|
|
(1.3
|
)
|
|
Provision (benefit) for income taxes
|
|||
|
|
$
|
12.7
|
|
|
$
|
6.2
|
|
|
$
|
(3.1
|
)
|
|
Net income
|
(a)
|
These accumulated other comprehensive income components are included in the computation of net periodic pension cost (see
Note 18
for additional details).
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
United States
|
$
|
284.3
|
|
|
$
|
154.3
|
|
|
$
|
152.0
|
|
Outside United States
|
395.4
|
|
|
397.1
|
|
|
(1.5
|
)
|
|||
Income before income taxes
|
$
|
679.7
|
|
|
$
|
551.4
|
|
|
$
|
150.5
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Current:
|
|
|
|
|
|
||||||
United States
|
$
|
30.2
|
|
|
$
|
54.1
|
|
|
$
|
10.8
|
|
Outside United States
|
373.7
|
|
|
298.3
|
|
|
189.8
|
|
|||
Total current
|
403.9
|
|
|
352.4
|
|
|
200.6
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
United States
|
71.4
|
|
|
(7.2
|
)
|
|
46.6
|
|
|||
Outside United States
|
70.2
|
|
|
(164.9
|
)
|
|
(110.7
|
)
|
|||
Total deferred
|
141.6
|
|
|
(172.1
|
)
|
|
(64.1
|
)
|
|||
Provision for income taxes
|
$
|
545.5
|
|
|
$
|
180.3
|
|
|
$
|
136.5
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Deferred tax assets attributable to:
|
|
|
|
||||
Accrued expenses
|
$
|
155.2
|
|
|
$
|
49.3
|
|
Non-deductible interest
|
85.9
|
|
|
—
|
|
||
Foreign tax credit carryforwards
|
34.9
|
|
|
—
|
|
||
Net operating loss carryforwards
|
390.7
|
|
|
225.9
|
|
||
Inventories
|
13.4
|
|
|
—
|
|
||
Research and development credit
|
7.5
|
|
|
—
|
|
||
Provisions for pensions and other long-term employee benefits
|
86.4
|
|
|
56.2
|
|
||
Contingencies related to contracts
|
111.3
|
|
|
188.3
|
|
||
Other contingencies
|
33.5
|
|
|
63.1
|
|
||
Fair value losses/gains
|
12.4
|
|
|
103.1
|
|
||
Other
|
11.1
|
|
|
15.1
|
|
||
Deferred tax assets
|
942.3
|
|
|
701.0
|
|
||
Valuation allowance
|
(430.0
|
)
|
|
(172.7
|
)
|
||
Deferred tax assets, net of valuation allowance
|
512.3
|
|
|
528.3
|
|
||
Deferred tax liabilities attributable to:
|
|
|
|
||||
Revenue in excess of billings on contracts accounted for under the percentage of completion method
|
41.2
|
|
|
—
|
|
||
U.S. tax on foreign subsidiaries’ undistributed earnings not indefinitely reinvested
|
4.9
|
|
|
—
|
|
||
Foreign exchange
|
21.5
|
|
|
—
|
|
||
Property, plant and equipment, intangibles and other assets
|
403.3
|
|
|
101.1
|
|
||
Margin recognition on construction contracts
|
6.4
|
|
|
4.1
|
|
||
Deferred tax liabilities
|
477.3
|
|
|
105.2
|
|
||
Net deferred tax assets
|
$
|
35.0
|
|
|
$
|
423.1
|
|
(In millions)
|
Federal,
State and
Foreign
Tax
|
|
Accrued
Interest
and
Penalties
|
|
Total Gross
Unrecognized
Income Tax
Benefits
|
||||||
Balance at December 31, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Additions for tax positions related to prior years
|
—
|
|
|
—
|
|
|
—
|
|
|||
Additions for tax positions related to current year
|
16.6
|
|
|
—
|
|
|
16.6
|
|
|||
Reductions for tax positions due to settlements
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at December 31, 2016
|
$
|
16.6
|
|
|
$
|
—
|
|
|
$
|
16.6
|
|
Reductions for tax positions related to prior years
|
(13.6
|
)
|
|
—
|
|
|
(13.6
|
)
|
|||
Additions for tax positions related to current year
|
39.5
|
|
|
3.8
|
|
|
43.3
|
|
|||
Reductions for tax positions due to settlements
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|||
Additions for tax positions related to purchase accounting
|
48.1
|
|
|
2.1
|
|
|
50.2
|
|
|||
Balance at December 31, 2017
|
$
|
90.4
|
|
|
$
|
5.9
|
|
|
$
|
96.3
|
|
|
Year Ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
Statutory income tax rate
|
19.3
|
%
|
|
34.4
|
%
|
|
38.0
|
%
|
Net difference resulting from:
|
|
|
|
|
|
|||
Foreign earnings subject to different tax rates
|
18.2
|
%
|
|
(18.5
|
)%
|
|
28.4
|
%
|
Net change in unrecognized tax benefits
|
4.3
|
%
|
|
3.0
|
%
|
|
—
|
%
|
Adjustments on prior year taxes
|
(4.4
|
)%
|
|
2.4
|
%
|
|
(11.0
|
)%
|
Change in valuation allowance
|
19.3
|
%
|
|
13.1
|
%
|
|
36.9
|
%
|
Deferred tax asset/liability revaluation for tax rate change
|
1.4
|
%
|
|
(0.8
|
)%
|
|
1.8
|
%
|
U.S. transition tax
|
17.1
|
%
|
|
—
|
%
|
|
—
|
%
|
Other
|
5.1
|
%
|
|
(0.9
|
)%
|
|
(3.5
|
)%
|
Effective income tax rate
|
80.3
|
%
|
|
32.7
|
%
|
|
90.6
|
%
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
||||||||||||
Accumulated benefit obligation
|
$
|
659.8
|
|
|
$
|
769.9
|
|
|
$
|
—
|
|
|
$
|
360.9
|
|
|
|
|
|
||||
Projected benefit obligation at January 1
|
$
|
—
|
|
|
$
|
399.6
|
|
|
$
|
—
|
|
|
$
|
457.2
|
|
|
$
|
0.9
|
|
|
$
|
0.9
|
|
Service cost
|
10.3
|
|
|
21.0
|
|
|
—
|
|
|
11.7
|
|
|
—
|
|
|
—
|
|
||||||
Interest cost
|
26.7
|
|
|
19.6
|
|
|
—
|
|
|
10.9
|
|
|
0.3
|
|
|
—
|
|
||||||
Actuarial (gain) loss
|
56.2
|
|
|
(13.5
|
)
|
|
—
|
|
|
39.3
|
|
|
0.8
|
|
|
—
|
|
||||||
Amendments
|
0.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Curtailments
|
(67.9
|
)
|
|
(2.8
|
)
|
|
—
|
|
|
(8.2
|
)
|
|
—
|
|
|
—
|
|
||||||
Settlements
|
—
|
|
|
(13.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Foreign currency exchange rate changes
|
—
|
|
|
68.9
|
|
|
—
|
|
|
(31.1
|
)
|
|
—
|
|
|
—
|
|
||||||
Plan participants’ contributions
|
—
|
|
|
1.4
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
||||||
Benefits paid
|
(27.5
|
)
|
|
(27.6
|
)
|
|
—
|
|
|
(24.0
|
)
|
|
(0.6
|
)
|
|
—
|
|
||||||
Acquisition/Business Combination/Divestiture
|
661.9
|
|
|
432.3
|
|
|
—
|
|
|
(52.2
|
)
|
|
7.7
|
|
|
—
|
|
||||||
Other
|
(0.1
|
)
|
|
12.7
|
|
|
—
|
|
|
(4.1
|
)
|
|
0.9
|
|
|
—
|
|
||||||
Projected benefit obligation at December 31
|
659.8
|
|
|
898.1
|
|
|
—
|
|
|
399.6
|
|
|
10.0
|
|
|
0.9
|
|
||||||
Fair value of plan assets at January 1
|
—
|
|
|
229.7
|
|
|
—
|
|
|
236.0
|
|
|
—
|
|
|
—
|
|
||||||
Actual return on plan assets
|
60.4
|
|
|
63.3
|
|
|
—
|
|
|
29.0
|
|
|
—
|
|
|
—
|
|
||||||
Company contributions
|
—
|
|
|
19.1
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
||||||
Foreign currency exchange rate changes
|
—
|
|
|
50.4
|
|
|
—
|
|
|
(26.1
|
)
|
|
—
|
|
|
—
|
|
||||||
Settlements
|
—
|
|
|
(7.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Plan participants’ contributions
|
—
|
|
|
1.4
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
||||||
Benefits paid
|
(24.8
|
)
|
|
(21.5
|
)
|
|
—
|
|
|
(9.7
|
)
|
|
—
|
|
|
—
|
|
||||||
Acquisition/Business Combination/Divestiture
|
540.8
|
|
|
361.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
—
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value of plan assets at December 31
|
576.4
|
|
|
699.2
|
|
|
—
|
|
|
229.7
|
|
|
—
|
|
|
—
|
|
||||||
Funded status of the plans (liability) at December 31
|
$
|
(83.4
|
)
|
|
$
|
(198.9
|
)
|
|
$
|
—
|
|
|
$
|
(169.9
|
)
|
|
$
|
(10.0
|
)
|
|
$
|
(0.9
|
)
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
||||||||||||
Other assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current portion of accrued pension and other post-retirement benefits
|
$
|
(5.4
|
)
|
|
$
|
(4.1
|
)
|
|
$
|
—
|
|
|
$
|
(10.0
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
—
|
|
Accrued pension and other post-retirement benefits, net of current portion
|
(78.0
|
)
|
|
(194.8
|
)
|
|
—
|
|
|
(159.9
|
)
|
|
(9.3
|
)
|
|
(0.9
|
)
|
||||||
Funded status recognized in the consolidated balance sheets at December 31
|
$
|
(83.4
|
)
|
|
$
|
(198.9
|
)
|
|
$
|
—
|
|
|
$
|
(169.9
|
)
|
|
$
|
(10.0
|
)
|
|
$
|
(0.9
|
)
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
||||||||||||
Pre-tax amounts recognized in accumulated other comprehensive (income) loss:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrecognized actuarial (gain) loss
|
$
|
0.1
|
|
|
$
|
21.2
|
|
|
$
|
—
|
|
|
$
|
63.7
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
Unrecognized prior service (credit) cost
|
0.2
|
|
|
5.5
|
|
|
—
|
|
|
5.7
|
|
|
—
|
|
|
—
|
|
||||||
Unrecognized transition asset
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Accumulated other comprehensive (income) loss at December 31
|
$
|
0.3
|
|
|
$
|
26.7
|
|
|
$
|
—
|
|
|
$
|
69.4
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
||||||||||||
Plans with underfunded or non-funded projected benefit obligation:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Aggregate projected benefit obligation
|
$
|
659.8
|
|
|
$
|
744.3
|
|
|
$
|
—
|
|
|
$
|
399.6
|
|
|
$
|
9.9
|
|
|
$
|
0.8
|
|
Aggregate fair value of plan assets
|
$
|
576.4
|
|
|
$
|
558.0
|
|
|
$
|
—
|
|
|
$
|
229.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
||||||||||||
Plans with underfunded or non-funded accumulated benefit obligation:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Aggregate accumulated benefit obligation
|
$
|
659.8
|
|
|
$
|
212.5
|
|
|
$
|
—
|
|
|
$
|
360.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Aggregate fair value of plan assets
|
$
|
576.4
|
|
|
$
|
82.2
|
|
|
$
|
—
|
|
|
$
|
229.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Pensions
|
|
Other Post-retirement
Benefits
|
||||||||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
|
|
||||||||||||||||||
Components of net periodic benefit cost (income):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Service cost
|
$
|
10.3
|
|
|
$
|
21.0
|
|
|
$
|
—
|
|
|
$
|
11.7
|
|
|
$
|
—
|
|
|
$
|
13.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
26.7
|
|
|
19.6
|
|
|
—
|
|
|
10.9
|
|
|
—
|
|
|
11.6
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|||||||||
Expected return on plan assets
|
(45.5
|
)
|
|
(36.3
|
)
|
|
—
|
|
|
(8.2
|
)
|
|
—
|
|
|
(8.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Settlement cost
|
—
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Curtailment benefit
|
(26.8
|
)
|
|
—
|
|
|
—
|
|
|
(10.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Amortization of net actuarial loss (gain)
|
—
|
|
|
2.5
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
3.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Amortization of prior service cost (credit)
|
—
|
|
|
1.0
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net periodic benefit cost (income)
|
$
|
(35.3
|
)
|
|
$
|
9.3
|
|
|
$
|
—
|
|
|
$
|
5.4
|
|
|
$
|
—
|
|
|
$
|
21.1
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Pensions
|
|
Other Post-retirement
Benefits
|
||||||||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
|
|
||||||||||||||||||
Changes in plan assets and benefit obligations recognized in other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Net actuarial gain (loss) arising during period
|
$
|
26.7
|
|
|
$
|
43.3
|
|
|
$
|
—
|
|
|
$
|
(10.5
|
)
|
|
$
|
—
|
|
|
$
|
18.4
|
|
|
$
|
(0.8
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Prior service (cost) credit arising during period
|
(0.2
|
)
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Settlements and curtailments
|
(26.8
|
)
|
|
1.5
|
|
|
—
|
|
|
(10.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Amortization of net actuarial loss (gain)
|
—
|
|
|
2.5
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
3.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Amortization of prior service cost (credit)
|
—
|
|
|
1.0
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Other
|
—
|
|
|
(5.1
|
)
|
|
—
|
|
|
17.6
|
|
|
—
|
|
|
8.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Total recognized in other comprehensive income (loss)
|
$
|
(0.3
|
)
|
|
$
|
43.3
|
|
|
$
|
—
|
|
|
$
|
(1.8
|
)
|
|
$
|
—
|
|
|
$
|
31.2
|
|
|
$
|
(0.8
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||
(In millions)
|
U.S.
|
|
Int’l
|
|
|
||||||
Net actuarial losses (gains)
|
$
|
—
|
|
|
$
|
1.2
|
|
|
$
|
—
|
|
Prior service cost (credit)
|
$
|
—
|
|
|
$
|
1.1
|
|
|
$
|
—
|
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
|||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|||||||||
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
|||||
Discount rate
|
3.70
|
%
|
|
2.42
|
%
|
|
N/A
|
|
2.15
|
%
|
|
4.33
|
%
|
|
1.70
|
%
|
Rate of compensation increase
|
—
|
%
|
|
2.37
|
%
|
|
N/A
|
|
2.80
|
%
|
|
4.00
|
%
|
|
N/A
|
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
|||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
U.S.
|
|
Int’l
|
|
|
|
|
|
|
|||||||
Discount rate
|
4.30
|
%
|
|
2.37
|
%
|
|
N/A
|
|
2.80
|
%
|
|
N/A
|
|
2.50
|
%
|
|
4.05
|
%
|
|
2.20
|
%
|
|
1.90
|
%
|
Rate of compensation increase
|
4.00
|
%
|
|
2.39
|
%
|
|
N/A
|
|
2.30
|
%
|
|
N/A
|
|
2.60
|
%
|
|
4.00
|
%
|
|
3.00
|
%
|
|
3.00
|
%
|
Expected rate of return on plan assets
|
9.00
|
%
|
|
6.24
|
%
|
|
N/A
|
|
2.80
|
%
|
|
N/A
|
|
3.60
|
%
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
•
|
Cash is valued at cost, which approximates fair value.
|
•
|
Equity securities are comprised of common stock and preferred stock. The fair values of equity securities are valued at the closing price reported on the active market on which the securities are traded.
|
•
|
Fair values of registered investment companies and common/collective trusts are valued based on quoted market prices, which represent the net asset value (“NAV”) of shares held. Registered investment companies primarily include investments in emerging market bonds. Common/collective trusts primarily includes money market instruments with short maturities.
|
•
|
Insurance contracts are valued at book value, which approximates fair value, and is calculated using the prior-year balance plus or minus investment returns and changes in cash flows.
|
•
|
The fair values of hedge funds are valued using the NAV as determined by the administrator or custodian of the fund. The funds primarily invest in U.S. and international equities, debt securities and other hedge funds.
|
•
|
The fair values of limited partnerships are valued using the NAV as determined by the administrator or custodian of the fund. The partnerships primarily invest in U.S. and international equities and debt securities.
|
•
|
Real estate and other investments primarily consists of real estate investment trusts and other investments. These investments are measured at quoted market prices, which represent the NAV of the securities held in such funds at year end.
|
|
U.S.
|
|
International
|
||||||||||||||||||||||||||||
December 31, 2017
(In millions)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Cash and cash equivalents
|
$
|
41.2
|
|
|
$
|
41.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4.8
|
|
|
$
|
4.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. companies
|
131.7
|
|
|
131.7
|
|
|
—
|
|
|
—
|
|
|
106.9
|
|
|
106.9
|
|
|
—
|
|
|
—
|
|
||||||||
International companies
|
33.7
|
|
|
33.7
|
|
|
—
|
|
|
—
|
|
|
216.7
|
|
|
216.7
|
|
|
—
|
|
|
—
|
|
||||||||
Registered investment companies
(1)
|
33.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Common/collective trusts
(1)
|
31.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Insurance contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
208.2
|
|
|
—
|
|
|
208.2
|
|
|
—
|
|
||||||||
Hedge funds
(1)
|
194.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
74.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Limited partnerships
(1)
|
109.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Real estate and other investments
|
0.8
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
||||||||
Total assets
|
$
|
576.2
|
|
|
$
|
207.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
698.4
|
|
|
$
|
329.9
|
|
|
$
|
208.2
|
|
|
$
|
—
|
|
December 31, 2016
(In millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash and cash equivalents
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.1
|
|
|
$
|
2.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Equity securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. companies
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
International companies
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
37.2
|
|
|
37.2
|
|
|
—
|
|
|
—
|
|
||||||||
Registered investment companies
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
52.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Common/collective trusts
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Insurance contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
112.2
|
|
|
—
|
|
|
112.2
|
|
|
—
|
|
||||||||
Hedge funds
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Limited partnerships
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Real estate and other investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
||||||||
Total assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
229.6
|
|
|
$
|
41.8
|
|
|
$
|
112.2
|
|
|
$
|
—
|
|
(1)
|
Certain investments that are measured at fair value using net asset value per share (or its equivalent) have not been classified in the fair value hierarchy.
|
|
Pensions
|
|
Other
Post-retirement
Benefits
|
||||||||
(In millions)
|
U.S.
|
|
International
|
|
|
||||||
2018
|
$
|
33.4
|
|
|
$
|
28.2
|
|
|
$
|
0.7
|
|
2019
|
34.1
|
|
|
30.9
|
|
|
0.7
|
|
|||
2020
|
34.7
|
|
|
33.3
|
|
|
0.7
|
|
|||
2021
|
35.5
|
|
|
34.4
|
|
|
0.7
|
|
|||
2022
|
34.9
|
|
|
35.5
|
|
|
0.7
|
|
|||
2023-2027
|
174.3
|
|
|
197.5
|
|
|
2.9
|
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Share-based compensation expense
|
$
|
44.4
|
|
|
$
|
22.0
|
|
|
$
|
36.1
|
|
Income tax benefits related to share-based compensation expense
|
$
|
12.0
|
|
|
$
|
5.9
|
|
|
$
|
9.7
|
|
|
|
December 31, 2017
|
||
Share-based compensation expense not yet recognized (in millions)
|
|
$
|
77.9
|
|
Weighted-average recognition period (in years)
|
|
2.2
|
|
(Shares in thousands)
|
Shares
|
|
Weighted-Average Grant
Date Fair Value
|
|||
Nonvested at December 31, 2016
|
—
|
|
|
$
|
—
|
|
Assumed in the FMC Technologies Merger
|
213.1
|
|
|
$
|
35.85
|
|
Granted
|
1,516.9
|
|
|
$
|
27.54
|
|
Vested
|
—
|
|
|
$
|
—
|
|
Cancelled/forfeited
|
(7.7
|
)
|
|
$
|
35.85
|
|
Nonvested at December 31, 2017
|
1,722.3
|
|
|
$
|
28.53
|
|
|
Year Ended December 31,
|
||
|
2017
|
||
Weighted average grant date fair value of restricted share units granted
|
$
|
27.54
|
|
Vest date fair value of restricted share units vested (in millions)
|
$
|
—
|
|
(Shares in thousands)
|
Shares
|
|
Weighted-Average Grant
Date Fair Value
|
|||
Nonvested at December 31, 2016
|
1,314.6
|
|
|
$
|
60.15
|
|
Adjustment due to FMC Technologies transaction
(1)
|
1,306.0
|
|
|
$
|
—
|
|
Granted
|
855.2
|
|
|
$
|
31.65
|
|
Vested
|
(642.0
|
)
|
|
$
|
52.42
|
|
Cancelled/forfeited
|
(85.0
|
)
|
|
$
|
25.33
|
|
Nonvested at December 31, 2017
|
2,748.8
|
|
|
$
|
25.59
|
|
|
Year Ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Weighted average grant date fair value of performance shares granted
|
$
|
31.65
|
|
|
$
|
42.74
|
|
|
$
|
43.16
|
|
Vest date fair value of performance shares vested (in millions)
|
$
|
18.60
|
|
|
$
|
26.38
|
|
|
$
|
29.01
|
|
|
Year Ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
Expected volatility
|
35.7
|
%
|
|
34.5
|
%
|
|
29.2
|
%
|
Expected term (in years)
|
6.5
|
|
|
4.2
|
|
|
4.2
|
|
Risk-free interest rate
|
2.1
|
%
|
|
—
|
%
|
|
1.1
|
%
|
(shares in thousands)
|
Number of shares
|
|
Weighted average exercise price
|
|
Weighted average remaining life
(in years)
|
|||
Balance at December 31, 2014
|
2,520.5
|
|
|
€
|
60.03
|
|
|
2.7
|
Granted
|
568.6
|
|
|
€
|
47.83
|
|
|
|
Exercised
|
(561.7
|
)
|
|
€
|
37.87
|
|
|
|
Cancelled
|
(106.9
|
)
|
|
€
|
69.62
|
|
|
|
Balance at December 31, 2015
|
2,420.5
|
|
|
€
|
61.88
|
|
|
3.5
|
Granted
|
595.1
|
|
|
€
|
48.33
|
|
|
|
Exercised
|
(25.5
|
)
|
|
€
|
57.22
|
|
|
|
Cancelled
|
(801.3
|
)
|
|
€
|
52.43
|
|
|
|
Balance at December 31, 2016
|
2,188.8
|
|
|
€
|
61.72
|
|
|
5.0
|
Adjustment due to FMC Technologies transaction
(1)
|
2,188.8
|
|
|
$
|
—
|
|
|
|
Granted
|
798.4
|
|
|
$
|
29.29
|
|
|
|
Exercised
|
—
|
|
|
$
|
—
|
|
|
|
Cancelled
|
(292.2
|
)
|
|
$
|
47.60
|
|
|
|
Balance at December 31, 2017
|
4,883.8
|
|
|
$
|
36.35
|
|
|
4.6
|
Exercisable at December 31, 2017
|
1,788.8
|
|
|
$
|
51.61
|
|
|
1.6
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Exercise Price Range
|
Number of options
(in thousands)
|
|
Weighted average remaining life (in years)
|
|
Weighted average exercise price
|
|
Number of options
(in thousands)
|
|
Weighted average exercise price
|
||||||
$26.00 - $33.00
|
3,061.9
|
|
|
6.4
|
|
$
|
27.33
|
|
|
—
|
|
|
$
|
—
|
|
$45.00 - $51.00
|
1,277.0
|
|
|
1.0
|
|
$
|
49.23
|
|
|
1,244.0
|
|
|
$
|
49.33
|
|
$55.00 - $57.00
|
544.9
|
|
|
3.2
|
|
$
|
56.82
|
|
|
544.9
|
|
|
$
|
56.82
|
|
Total
|
4,883.8
|
|
|
4.6
|
|
$
|
36.35
|
|
|
1,788.9
|
|
|
$
|
51.61
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
(In millions)
|
Assets
|
|
Liabilities
|
|
Assets
|
|
Liabilities
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts:
|
|
|
|
|
|
|
|
||||||||
Current – Derivative financial instruments
|
$
|
65.6
|
|
|
$
|
51.0
|
|
|
$
|
47.2
|
|
|
$
|
183.0
|
|
Long-term – Derivative financial instruments
|
28.0
|
|
|
1.7
|
|
|
10.7
|
|
|
47.6
|
|
||||
Total derivatives designated as hedging instruments
|
93.6
|
|
|
52.7
|
|
|
57.9
|
|
|
230.6
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts:
|
|
|
|
|
|
|
|
||||||||
Current – Derivative financial instruments
|
12.7
|
|
|
18.0
|
|
|
—
|
|
|
—
|
|
||||
Long-term – Derivative financial instruments
|
4.7
|
|
|
4.2
|
|
|
—
|
|
|
—
|
|
||||
Total derivatives not designated as hedging instruments
|
17.4
|
|
|
22.2
|
|
|
—
|
|
|
—
|
|
||||
Long-term – Derivative financial instruments – Synthetic Bonds – Call Option Premium
|
62.2
|
|
|
—
|
|
|
180.1
|
|
|
—
|
|
||||
Long-term – Derivative financial instruments – Synthetic Bonds – Embedded Derivatives
|
—
|
|
|
62.2
|
|
|
—
|
|
|
180.1
|
|
||||
Total derivatives
|
$
|
173.2
|
|
|
$
|
137.1
|
|
|
$
|
238.0
|
|
|
$
|
410.7
|
|
|
Gain (Loss) Recognized in OCI (Effective Portion)
|
||||||||||
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Foreign exchange contracts
|
$
|
72.1
|
|
|
$
|
(86.1
|
)
|
|
$
|
(91.6
|
)
|
Location of Cash Flow Hedge Gain (Loss) Reclassified from Accumulated OCI into Income
|
Gain (Loss) Reclassified From Accumulated
OCI into Income (Effective Portion)
|
||||||||||
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Foreign exchange contracts:
|
|
|
|
|
|
||||||
Revenue
|
$
|
(39.3
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Cost of sales
|
5.3
|
|
|
—
|
|
|
—
|
|
|||
Selling, general and administrative expense
|
0.8
|
|
|
—
|
|
|
—
|
|
|||
Research and development expense
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other (expense), net
|
(102.2
|
)
|
|
(165.7
|
)
|
|
(93.6
|
)
|
|||
Total
|
$
|
(135.4
|
)
|
|
$
|
(165.7
|
)
|
|
$
|
(93.6
|
)
|
Location of Cash Flow Hedge Gain (Loss) Recognized in Income
|
Gain (Loss) Recognized in Income (Ineffective Portion
and Amount Excluded from Effectiveness Testing)
|
||||||||||
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Foreign exchange contracts:
|
|
|
|
|
|
||||||
Revenue
|
$
|
9.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Cost of sales
|
(9.0
|
)
|
|
—
|
|
|
—
|
|
|||
Selling, general and administrative expense
|
0.1
|
|
|
—
|
|
|
—
|
|
|||
Other income (expense), net
|
23.0
|
|
|
(13.2
|
)
|
|
(16.9
|
)
|
|||
Total
|
$
|
23.6
|
|
|
$
|
(13.2
|
)
|
|
$
|
(16.9
|
)
|
Location of Gain (Loss) Recognized in Income
|
Gain (Loss) Recognized in Income on
Derivatives (Instruments Not Designated
as Hedging Instruments)
|
||||||||||
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Foreign exchange contracts:
|
|
|
|
|
|
||||||
Revenue
|
$
|
0.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Cost of sales
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|||
Other income, net
|
43.0
|
|
|
0.1
|
|
|
1.6
|
|
|||
Total
|
$
|
43.6
|
|
|
$
|
0.1
|
|
|
$
|
1.6
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
(In millions)
|
Gross Amount Recognized
|
|
Gross Amounts Not Offset Permitted Under Master Netting Agreements
|
|
Net Amount
|
|
Gross Amount Recognized
|
|
Gross Amounts Not Offset Permitted Under Master Netting Agreements
|
|
Net Amount
|
||||||||||||
Derivative assets
|
$
|
173.2
|
|
|
$
|
(114.4
|
)
|
|
$
|
58.8
|
|
|
$
|
238.0
|
|
|
$
|
(236.6
|
)
|
|
$
|
1.4
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
(In millions)
|
Gross Amount Recognized
|
|
Gross Amounts Not Offset Permitted Under Master Netting Agreements
|
|
Net Amount
|
|
Gross Amount Recognized
|
|
Gross Amounts Not Offset Permitted Under Master Netting Agreements
|
|
Net Amount
|
||||||||||||
Derivative liabilities
|
$
|
137.1
|
|
|
$
|
(114.4
|
)
|
|
$
|
22.7
|
|
|
$
|
410.7
|
|
|
$
|
(236.6
|
)
|
|
$
|
174.1
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||||||||||
(In millions)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Nonqualified Plan:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Traded securities
(1)
|
$
|
26.2
|
|
|
$
|
26.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Money market fund
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Stable value fund
(2)
|
0.6
|
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
||||||||||||||
Available-for-sale securities
|
37.5
|
|
|
37.5
|
|
|
—
|
|
|
—
|
|
|
27.9
|
|
|
27.9
|
|
|
—
|
|
|
—
|
|
||||||||
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Synthetic bonds - call option premium
|
62.2
|
|
|
—
|
|
|
62.2
|
|
|
—
|
|
|
180.1
|
|
|
—
|
|
|
180.1
|
|
|
—
|
|
||||||||
Foreign exchange contracts
|
111.0
|
|
|
—
|
|
|
111.0
|
|
|
—
|
|
|
57.9
|
|
|
—
|
|
|
57.9
|
|
|
—
|
|
||||||||
Assets held for sale
|
50.2
|
|
|
—
|
|
|
—
|
|
|
50.2
|
|
|
2.2
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
||||||||
Total assets
|
$
|
290.1
|
|
|
$
|
63.7
|
|
|
$
|
175.6
|
|
|
$
|
50.2
|
|
|
$
|
268.1
|
|
|
$
|
27.9
|
|
|
$
|
238.0
|
|
|
$
|
2.2
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Redeemable financial liability
|
$
|
312.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
312.0
|
|
|
$
|
174.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
174.8
|
|
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Synthetic bonds - embedded derivatives
|
62.2
|
|
|
—
|
|
|
62.2
|
|
|
—
|
|
|
180.1
|
|
|
—
|
|
|
180.1
|
|
|
—
|
|
||||||||
Foreign exchange contracts
|
74.9
|
|
|
—
|
|
|
74.9
|
|
|
—
|
|
|
230.6
|
|
|
—
|
|
|
230.6
|
|
|
—
|
|
||||||||
Liabilities held for sale
|
13.7
|
|
|
—
|
|
|
—
|
|
|
13.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total liabilities
|
$
|
462.8
|
|
|
$
|
—
|
|
|
$
|
137.1
|
|
|
$
|
325.7
|
|
|
$
|
585.5
|
|
|
$
|
—
|
|
|
$
|
410.7
|
|
|
$
|
174.8
|
|
(1)
|
Includes equity securities, fixed income and other investments measured at fair value.
|
(2)
|
Certain investments that are measured at fair value using net asset value per share (or its equivalent) have not been classified in the fair value hierarchy.
|
(In millions)
|
|
Year Ended December 31, 2017
|
||
Balance at beginning of period
|
|
$
|
174.8
|
|
Less: Gains (losses) recognized in interest expense
|
|
(293.7
|
)
|
|
Less: Settlements
|
|
156.5
|
|
|
Balance at end of period
|
|
$
|
312.0
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
(In millions)
|
Carrying Amount
(1)
|
|
Fair Value
(2)
|
|
Carrying Amount
(1)
|
|
Fair Value
(2)
|
||||||||
Synthetic bonds due 2021
|
$
|
499.2
|
|
|
$
|
647.4
|
|
|
$
|
428.0
|
|
|
$
|
661.5
|
|
3.45% Senior Notes due 2022
|
500.0
|
|
|
497.7
|
|
|
—
|
|
|
—
|
|
||||
5.00% Notes due 2020
|
238.9
|
|
|
265.2
|
|
|
209.7
|
|
|
239.0
|
|
||||
3.40% Notes due 2022
|
179.8
|
|
|
199.4
|
|
|
158.0
|
|
|
177.8
|
|
||||
3.15% Notes due 2023
|
155.0
|
|
|
167.6
|
|
|
136.1
|
|
|
153.1
|
|
||||
3.15% Notes due 2023
|
149.6
|
|
|
161.4
|
|
|
131.4
|
|
|
142.8
|
|
||||
4.00% Notes due 2027
|
89.9
|
|
|
99.9
|
|
|
79.0
|
|
|
89.6
|
|
||||
4.00% Notes due 2032
|
115.4
|
|
|
142.9
|
|
|
101.2
|
|
|
127.3
|
|
||||
3.75% Notes due 2033
|
116.0
|
|
|
126.7
|
|
|
101.8
|
|
|
107.8
|
|
(1)
|
Carrying amounts are shown net of unamortized debt discounts and premiums and unamortized debt issuance costs of
$13.8 million
and
$14.2 million
as of 2017 and 2016, respectively.
|
(2)
|
Fair values are based on Level 2 quoted market rates.
|
•
|
Subsea
—
manufactures and designs products and systems, performs engineering, procurement and project management and provides services used by oil and gas companies involved in deepwater exploration and production of crude oil and natural gas.
|
•
|
Onshore/Offshore
—
designs and builds onshore facilities related to the production, treatment and transportation of oil and gas; and designs, manufactures and installs fixed and floating platforms for the production and processing of oil and gas reserves for companies in the oil and gas industry.
|
•
|
Surface Technologies
—
designs and manufactures systems and provides services used by oil and gas companies involved in land and offshore exploration and production of crude oil and natural gas; designs, manufactures and supplies technologically advanced high pressure valves and fittings for oilfield service companies; and also provides flowback and well testing services for exploration companies in the oil and gas industry.
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Segment revenue
|
|
|
|
|
|
||||||
Subsea
|
$
|
5,877.4
|
|
|
$
|
5,850.5
|
|
|
$
|
6,520.6
|
|
Onshore/Offshore
|
7,904.5
|
|
|
3,349.1
|
|
|
4,951.3
|
|
|||
Surface Technologies
|
1,274.6
|
|
|
—
|
|
|
—
|
|
|||
Other revenue and intercompany eliminations
|
0.4
|
|
|
—
|
|
|
—
|
|
|||
Total revenue
|
$
|
15,056.9
|
|
|
$
|
9,199.6
|
|
|
$
|
11,471.9
|
|
Income before income taxes:
|
|
|
|
|
|
||||||
Segment operating profit (loss):
|
|
|
|
|
|
||||||
Subsea
|
$
|
460.5
|
|
|
$
|
732.0
|
|
|
$
|
866.9
|
|
Onshore/Offshore
|
810.9
|
|
|
34.1
|
|
|
(313.3
|
)
|
|||
Surface Technologies
|
82.7
|
|
|
—
|
|
|
—
|
|
|||
Total segment operating profit
|
1,354.1
|
|
|
766.1
|
|
|
553.6
|
|
|||
Corporate items:
|
|
|
|
|
|
||||||
Corporate expense
(1)
|
(359.2
|
)
|
|
(185.9
|
)
|
|
(331.9
|
)
|
|||
Interest income
|
140.8
|
|
|
85.3
|
|
|
77.7
|
|
|||
Interest expense
|
(456.0
|
)
|
|
(114.1
|
)
|
|
(148.9
|
)
|
|||
Total corporate items
|
(674.4
|
)
|
|
(214.7
|
)
|
|
(403.1
|
)
|
|||
Income before income taxes
(2)
|
$
|
679.7
|
|
|
$
|
551.4
|
|
|
$
|
150.5
|
|
(1)
|
Corporate expense primarily includes corporate staff expenses, stock-based compensation expenses, other employee benefits, certain foreign exchange gains and losses, and merger-related transaction expenses.
|
(2)
|
Includes amounts attributable to noncontrolling interests.
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Segment assets:
|
|
|
|
||||
Subsea
|
$
|
12,944.4
|
|
|
$
|
7,823.1
|
|
Onshore/Offshore
|
4,604.8
|
|
|
3,229.3
|
|
||
Surface Technologies
|
2,453.3
|
|
|
—
|
|
||
Intercompany eliminations
|
(24.3
|
)
|
|
—
|
|
||
Total segment assets
|
19,978.2
|
|
|
11,052.4
|
|
||
Corporate
(3)
|
8,285.5
|
|
|
7,626.9
|
|
||
Total assets
|
$
|
28,263.7
|
|
|
$
|
18,679.3
|
|
(3)
|
Corporate includes cash, LIFO adjustments, deferred income tax balances, property, plant and equipment not associated with a specific segment, pension assets and the fair value of derivative financial instruments.
|
|
Year Ended December 31,
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Revenue:
|
|
|
|
|
|
||||||
Russia
|
$
|
4,894.2
|
|
|
$
|
283.3
|
|
|
$
|
—
|
|
United States
|
1,534.7
|
|
|
1,033.7
|
|
|
1,402.5
|
|
|||
Angola
|
1,016.2
|
|
|
935.3
|
|
|
1,013.7
|
|
|||
Norway
|
971.2
|
|
|
574.4
|
|
|
1,293.3
|
|
|||
Brazil
|
911.1
|
|
|
1,006.9
|
|
|
1,102.3
|
|
|||
Australia
|
953.9
|
|
|
776.6
|
|
|
1,044.8
|
|
|||
United Kingdom
|
465.9
|
|
|
761.5
|
|
|
1,155.4
|
|
|||
All other countries
|
4,309.7
|
|
|
3,827.9
|
|
|
4,459.9
|
|
|||
Total revenue
|
$
|
15,056.9
|
|
|
$
|
9,199.6
|
|
|
$
|
11,471.9
|
|
|
December 31,
|
||||||
(In millions)
|
2017
|
|
2016
|
||||
Long-lived assets:
|
|
|
|
||||
United States
|
$
|
567.1
|
|
|
$
|
44.1
|
|
Norway
|
321.4
|
|
|
121.9
|
|
||
Malaysia
|
257.1
|
|
|
166.3
|
|
||
Brazil
|
408.3
|
|
|
319.5
|
|
||
United Kingdom
|
1,190.1
|
|
|
1,078.2
|
|
||
All other countries
|
1,127.5
|
|
|
890.1
|
|
||
Total long-lived assets
|
$
|
3,871.5
|
|
|
$
|
2,620.1
|
|
|
Capital Expenditures
Year Ended December 31,
|
|
Depreciation and
Amortization
Year Ended December 31,
|
|
Research and
Development Expense
Year Ended December 31,
|
||||||||||||||||||||||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
Subsea
|
$
|
179.1
|
|
|
$
|
286.9
|
|
|
$
|
290.1
|
|
|
$
|
507.2
|
|
|
$
|
256.8
|
|
|
$
|
295.9
|
|
|
$
|
169.2
|
|
|
$
|
75.4
|
|
|
$
|
67.1
|
|
Onshore/Offshore
|
16.2
|
|
|
26.0
|
|
|
35.4
|
|
|
41.1
|
|
|
43.9
|
|
|
42.8
|
|
|
31.4
|
|
|
30.0
|
|
|
28.4
|
|
|||||||||
Surface Technologies
|
35.4
|
|
|
—
|
|
|
—
|
|
|
63.6
|
|
|
—
|
|
|
—
|
|
|
12.3
|
|
|
—
|
|
|
—
|
|
|||||||||
Corporate
|
25.0
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Total
|
$
|
255.7
|
|
|
$
|
312.9
|
|
|
$
|
325.5
|
|
|
$
|
614.7
|
|
|
$
|
300.7
|
|
|
$
|
338.7
|
|
|
$
|
212.9
|
|
|
$
|
105.4
|
|
|
$
|
95.5
|
|
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
(In millions, except per share
data)
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
|
4th Qtr.
|
|
3rd Qtr.
|
|
2nd Qtr.
|
|
1st Qtr.
|
||||||||||||||||
Revenue
|
$
|
3,683.0
|
|
|
$
|
4,140.9
|
|
|
$
|
3,845.0
|
|
|
$
|
3,388.0
|
|
|
$
|
2,047.7
|
|
|
$
|
2,375.7
|
|
|
$
|
2,370.5
|
|
|
$
|
2,405.7
|
|
Cost of sales
|
2,914.1
|
|
|
3,468.2
|
|
|
3,162.0
|
|
|
2,980.3
|
|
|
1,766.3
|
|
|
1,931.0
|
|
|
1,927.0
|
|
|
2,005.7
|
|
||||||||
Net income (loss)
|
(127.5
|
)
|
|
117.9
|
|
|
159.0
|
|
|
(15.2
|
)
|
|
(155.0
|
)
|
|
301.7
|
|
|
103.8
|
|
|
120.6
|
|
||||||||
Net income (loss) attributable to TechnipFMC plc
|
$
|
(153.9
|
)
|
|
$
|
121.0
|
|
|
$
|
164.9
|
|
|
$
|
(18.7
|
)
|
|
$
|
(133.8
|
)
|
|
$
|
302.4
|
|
|
$
|
104.0
|
|
|
$
|
120.7
|
|
Basic earnings (loss) per share
|
$
|
(0.33
|
)
|
|
$
|
0.26
|
|
|
$
|
0.35
|
|
|
$
|
(0.04
|
)
|
|
$
|
(1.13
|
)
|
|
$
|
2.50
|
|
|
$
|
0.87
|
|
|
$
|
1.02
|
|
Diluted earnings (loss) per share
|
$
|
(0.33
|
)
|
|
$
|
0.26
|
|
|
$
|
0.35
|
|
|
$
|
(0.04
|
)
|
|
$
|
(1.13
|
)
|
|
$
|
2.39
|
|
|
$
|
0.83
|
|
|
$
|
0.97
|
|
(a)
|
The following documents are filed as part of this Annual Report on Form 10-K:
|
1.
|
The following consolidated financial statements of TechnipFMC plc and subsidiaries are filed as part of this Annual Report on Form 10-K under Part II, Item 8:
|
2.
|
Financial Statement Schedule and related Report of Independent Registered Public Accounting Firm:
|
3.
|
Exhibits:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(In millions)
|
|
|
Additions
|
|
|
|
|
||||||||||||
Description
|
Balance at
Beginning of
Period
|
|
Charged to
Costs
and Expenses
|
|
Charged to
Other
Accounts
(a)
|
|
Deductions
and Adjustments
(b)
|
|
Balance at
End of Period
|
||||||||||
Year Ended December 31, 2015:
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
43.0
|
|
|
$
|
21.4
|
|
|
$
|
—
|
|
|
$
|
(16.2
|
)
|
|
$
|
48.2
|
|
Valuation allowance for deferred tax assets
|
$
|
119.9
|
|
|
$
|
13.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
133.8
|
|
Year Ended December 31, 2016:
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
48.2
|
|
|
$
|
58.4
|
|
|
$
|
—
|
|
|
$
|
(21.0
|
)
|
|
$
|
85.6
|
|
Valuation allowance for deferred tax assets
|
$
|
133.8
|
|
|
$
|
38.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
172.7
|
|
Year Ended December 31, 2017:
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for doubtful accounts
|
$
|
85.6
|
|
|
$
|
15.5
|
|
|
$
|
19.8
|
|
|
$
|
(3.5
|
)
|
|
$
|
117.4
|
|
Valuation allowance for deferred tax assets
|
$
|
172.7
|
|
|
$
|
258.7
|
|
|
$
|
4.4
|
|
|
$
|
(5.8
|
)
|
|
$
|
430.0
|
|
(a)
|
“Additions charged to other accounts” includes translation adjustments.
|
(b)
|
“Deductions and adjustments” includes write-offs, net of recoveries, and reductions in the allowances credited to expense.
|
Exhibit
No.
|
|
Exhibit Description
|
2.1
|
|
|
2.1.a
|
|
|
2.3
|
|
|
3.1
|
|
|
4.1
|
|
|
4.1.a
|
|
|
4.1.b
|
|
|
4.4
|
|
|
10.1*
|
|
|
10.1.a*
|
|
|
10.1.b*
|
|
|
10.2*
|
|
|
10.3*
|
|
|
10.4*
|
|
|
10.5*
|
|
|
10.6*
|
|
|
10.7*
|
|
|
10.8*
|
|
|
10.9*
|
|
|
10.10*
|
|
|
10.11*
|
|
|
10.12*
|
|
|
10.13*
|
|
|
10.14*
|
|
|
10.15*
|
|
|
10.16*
|
|
|
10.17*
|
|
|
10.18*
|
|
|
10.19*
|
|
|
10.20*
|
|
|
10.21*
|
|
|
10.22*
|
|
|
10.23
|
|
|
10.24
|
|
|
10.25
|
|
|
10.26
|
|
|
10.27
|
|
|
10.28
|
|
|
10.29
|
|
|
21.1
|
|
|
23.1
|
|
|
23.2
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1**
|
|
|
32.2**
|
|
|
101.INS
|
|
|
101.SCH
|
|
|
101.CAL
|
|
|
101.DEF
|
|
|
101.LAB
|
|
|
101.PRE
|
|
|
TechnipFMC plc
(Registrant)
|
|
|
|
|
|
By:
|
/
S
/ M
ARYANN
T. M
ANNEN
|
|
|
Maryann T. Mannen
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and a Duly Authorized Officer)
|
Date
|
|
Signature
|
|
|
|
April 2, 2018
|
|
/S/ D
OUGLAS
J. P
FERDEHIRT
|
|
|
Douglas J. Pferdehirt
Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
April 2, 2018
|
|
/
S
/ M
ARYANN
T. M
ANNEN
|
|
|
Maryann T. Mannen
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and a Duly Authorized Officer)
|
|
|
|
April 2, 2018
|
|
/
S
/ T
HIERRY
P
ILENKO
|
|
|
Thierry Pilenko
Executive Chairman
|
|
|
|
April 2, 2018
|
|
/
S
/ A
RNAUD
C
AUDOUX
|
|
|
Arnaud Caudox,
Director
|
|
|
|
April 2, 2018
|
|
/
S
/ M
ARIE
-A
NGE
D
EBON
|
|
|
Marie-Ange Debon,
Director
|
|
|
|
April 2, 2018
|
|
/
S
/ E
LEAZAR
D
E
C
ARVALHO
F
ILHO
|
|
|
Eleazar De Carvalho Filho,
Director
|
|
|
|
April 2, 2018
|
|
/S/
K
AY
G. P
RIESTLY
|
|
|
Kay G. Priestly,
Director
|
|
|
|
April 2, 2018
|
|
/
S
/ J
OSEPH
R
INALDI
|
|
|
Joseph Rinaldi,
Director
|
|
|
|
April 2, 2018
|
|
/
S
/ J
AMES
M. R
INGLER
|
|
|
James M. Ringler,
Director
|
TECHNIP
STOCK OPTION PLAN RULES
Authorization of
the Extraordinary General Meeting
of April 28, 2011
TRANCHE 2
Board of Directors of December 14, 2011
Grant of Stock Options
(Translation for information purpose)
|
1.
|
BENEFICIARIES
|
2.
|
NATURE OF OPTIONS
|
3.
|
EXERCISE PRICE
|
4.
|
VALIDITY OF OPTIONS
|
5.
|
CONDITIONS FOR EXERCISING THE OPTIONS
|
5.1
|
General conditions
|
5.1.1
|
The exercise of Options under this Plan is subject to the condition that the Beneficiary remains an employee or an Executive Officer until the Date of exercise of the Options.
|
5.1.2
|
Notwithstanding the condition provided for in provisions of Article 5.1.1. hereabove, the right to exercise the Options is maintained in the following situations:
|
5.1.2.1
|
Retirement leave once satisfying the legal minimum period of contributions to the National Insurance in France (or corresponding rules in other countries).
|
5.1.2.2
|
Full disability impairing any employment contract as classified in categories two or three under article L.341-4 of the French Social Security Code (or corresponding rules in other countries). In such a case the exercise of options by the Beneficiary shall occur prior to the end of the four years period referred to in Article 4.
|
5.1.2.3
|
Redundancy or dismissal for any reasons other than gross or willful misconduct or negotiated leave.
|
5.1.2.4
|
Departure from the Group in the context of a sale of assets.
|
5.1.2.5
|
Waiver of the condition mentioned in Article 5.1.1 above if granted by the Chairman and Chief Executive Officer.
|
5.1.3
|
Case of death
|
5.2
|
Conditions relating to the number of Options
|
5.2.1.
|
Principle
|
5.2.2.
|
Exceptions
|
5.2.2.1.
|
Death - Disability
|
5.2.2.2.
|
Take-over bid or exchange offer on the shares of the Company
|
5.3
|
Suspension of the right to exercise Options
|
5.4
|
Disposal and hedging of shares are prohibited
|
6.
|
MODE OF EXERCISE OF OPTIONS
|
–
|
A completed and signed Options exercise form,
|
–
|
Except in the case of a cash-less exercise, payment made to the Managing Bank amounting to the global exercise price of the exercised Options.
|
7.
|
TEMPORARY PROHIBITION TO SELL THE SHARES
|
8.
|
NATURE AND RIGHTS OF ENTITLEMENT OF SHARES
|
9.
|
INFORMATION OF THE BENEFICIARIES
|
10.
|
AMENDMENTS TO THE PLAN AND NOTIFICATIONS
|
10.1.
|
This Plan may be amended by the Board of Directors.
|
10.2.
|
Notifications may be made by any means, including by internal mail, regular mail, or mail with acknowledgment of receipt, by fax or by electronic mail to the address or fax number indicated by the Beneficiary.
|
11.
|
BENEFICIARIES NON RESIDING IN FRANCE
|
11.1.
|
As concern Beneficiary subject to taxations in the United States of America, the Plan shall be construed and enforced so that the exercise of Options and the delivery of shares shall not result in a deferred compensation under Section 409 A of the US Internal Revenue Code of 1986, as modified.
|
11.2.
|
The Beneficiary’s eligibility to participate in the Plan, the exercise of Options and the delivery of Shares are contingent upon the Company and/or the companies in its Group obtaining the necessary or desirable local authorizations, settlements or formality, in the relevant countries. As for the United States, while the grant of Options and the acquisition of shares by an American resident is possible in accordance with current American tax and securities regulations, if there is a change to such regulations or the interpretations thereof, or their interpretation by the Company, making it impossible or inopportune the delivery of Shares to an American resident, the ability to exercise the Options or the delivery of Shares resulting from such exercise may be suspended by the Company without prior notice.
|
11.3.
|
More generally, if the legislation of the country in which the Beneficiary is located makes the delivery of the Shares to such Beneficiary impossible or inopportune, the exercise of the Options or the delivery of the Shares may be suspended without any prior notice by the Company.
|
11.4.
|
Neither the Options, not the resulting shares were of will be registered with the US Securities and Exchange Commission or any other US Authority. Shares subscribed for under this Plan may not be sold in the United States. Such Shares may be sold only through Euronext Paris.
|
11.5.
|
Each Beneficiary is responsible for being informed to the tax consequences (including social charges) as a result of the Options granted to him or her, the Shares and the gains received through the exercise of Options and/or the sale of the Shares. All such taxes and social chares imposed on the Beneficiary shall be his or her sole responsibility. If upon grant of any Options, the delivery or sale of Shares in connection therewith, the Beneficiary’s employer or any member of the Group is responsible for withholding tax or social charges for the amount of the Beneficiary, he or she immediately accepts that the Company suspends the exercise of the Option and/or delay the delivery of Shares resulting from exercise or prohibit the sale of Shares until the Beneficiary has made or arranged for payment of the required amount. Alternatively, the Company has the right to sell all or a portion the Shares in order to reimburse the amounts owed with the proceeds of such sales.
|
12.
|
APPLICABLE LAW
|
12.1.
|
The present Plan is governed by French Law.
|
12.2.
|
In case of conflict regarding its interpretation, validity or implementation, the parties will attempt to find an amicable settlement; if not, the dispute will be brought before the competent French Court.
|
12.3.
|
Should a provision be deemed invalid for any reason, the enforcement of the Plan will not be affected therefrom and will be construed as closely as possible in accordance with the initial intent.
|
•
|
The
TSR metric
is calculated as the rate of return of a share over a year, taking into account the payment of a dividend during the period. The dividend is assumed to be reinvested at the dividend record date closing share price (definition used by Bloomberg);
|
•
|
The
OIFRA metric
is the operating income from recurring activities, as reported in Technip's Annual Report;
|
•
|
The
ROCE metric
(Return on Capital Employed)
|
–
|
if the Reference Performance is below 25%, the At Risk Portion of the Plan will be lost;
|
–
|
if the Reference Performance is at least equal to 25%, the percentage of the options that will be exercisable in the At Risk Portion of the Plan will be defined on a straight line basis against the Reference Performance:
|
◦
|
from 0 to 100% for the Comex At Risk Portion,
|
◦
|
from 0 to 50% for the Other Beneficiaries At Risk Portion.
|
(1)
|
The list of competitors to be retained for the comparison of the TSR competitors is the following: Subsea7, Amec, Petrofac, Tecnicas Reunidas, Saipem, KBR, Chiyoda, SBM Offshore, Aker Solutions, JGC, Oceaneering and McDermott. The Board of Directors, upon consultation of the Nominations and Remunerations Committee, may make any necessary adjustments in order to preserve the representativeness of the sample and, in particular, decide to replace any of the companies in the sample which may disappear or the financial statements of which would cease to be available or relevant.
|
–
|
The TSR of the two competitors with the lowest and the highest TSR will be eliminated
|
–
|
The TSR performance will be:
|
◦
|
100% if Technip’s TSR performance is above of or equal to that of the two remaining best competitors
|
◦
|
80% if Technip’s TSR performance is above of or equal to that of the 3
rd
and 4
th
remaining best competitors
|
◦
|
60% if Technip’s TSR performance is above of or equal to that of the 5
th
and 6
th
remaining best competitors
|
◦
|
40% if Technip’s TSR performance is above of or equal to that of the 7
th
and 8
th
remaining best competitors
|
◦
|
20% if Technip’s TSR performance is above of or equal to that of the 9
th
and 10
th
remaining best competitors
|
◦
|
0% if Technip’s TSR performance is below that of the 10
th
remaining best competitor.
|
(2)
|
The target values for the OIFRA and ROCE metrics are confidential data likely to have an influence of the share price which prohibits any ex ante disclosure even to the Beneficiaries. Conversely the calculation of the Reference Performance ex post, shall be fully disclosed based on actual reported figures.
|
|
|
|||
|
|
|||
|
|
|||
|
||||
TECHNIPFMC PLC
- AND -
THIERRY PILENKO
|
||||
|
|
|
||
|
SERVICE AGREEMENT
|
|
||
|
|
(1)
|
TECHNIPFMC PLC
, a company incorporated in
England and Wales whose registered office is at One St Paul’s Churchyard, London, EC4M 8AP (the "
Company
"); and
|
(2)
|
THIERRY PILENKO
c/o One St Paul’s Churchyard, London, EC4M 8AP (the "
Employee
").
|
1.
|
PERIOD OF EMPLOYMENT
|
2.
|
DUTIES
|
2.1.
|
The Employee shall serve the Company in the capacity of Executive Chairman or such other capacity as the Board may determine from time to time and shall at all times comply with the lawful and reasonable directions of the Board and the duties and requirements delineated in Exhibit A of the Corporate Governance Guidelines included in the BCA in the capacity of Executive Chairman.
|
2.2.
|
The Employee shall devote his full time and attention to the business and affairs of the Company and any Associated Company for whom he is required to perform duties and shall not without the prior written consent of the Company directly or indirectly carry on or be engaged, concerned or interested in any other business trade or occupation. The Employee acknowledges that he has unmeasured working time for the purposes of any legislation which derives from Council Directive 93/104/EC in any jurisdiction.
|
2.3.
|
The Employee's normal place of work shall be the Company's offices in France, the United Kingdom and the United States or such other place of business of the Company or any Associated Company as the Company may reasonably determine from time to time.
|
2.4.
|
The Employee shall comply with all rules or codes of conduct in force from time to time required by any regulatory body in relation to the business of the Company or any Associated Company or the status of the Employee or which the Company shall reasonably determine are necessary for the proper functioning of its business.
|
2.5.
|
The Board, on behalf of the Company, reserves the right at any time to require the Employee for such period or periods as it sees fit to cease carrying out his duties and/or to exclude him from any premises belonging to the Company or any Associated Company provided that during such period or periods the Company continues to pay and provide to the Employee his salary and contractual benefits and the Employee must continue to comply without exception with all of his obligations under this Agreement. For the avoidance of doubt during such period of suspension or exclusion the Employee shall not without the prior written consent of the Company directly or indirectly carry on or be engaged concerned or interested in any other business trade or occupation or contact any customers, clients, advertisers, suppliers, agents, professional advisers, broker or employees of the Company or any Associated Company.
|
3.
|
SALARY AND BENEFITS
|
3.1.
|
The Company shall pay the Employee during his employment a gross salary of €900,000 per annum. This salary shall be paid in equal monthly instalments in arrears by credit transfer to the Employee's bank account after deduction of tax and social security contributions required by applicable law. The payment of the salary will be managed through the payroll of the French Associated Company on behalf of the Company.
|
3.2.
|
At the discretion of the Company, the Employee shall be eligible to receive variable remuneration including being eligible to participate in any long-term employee incentive plans assumed or adopted by the Company from time to time in accordance with the undertakings given by Technip in its letter of 23 April 2015. This variable remuneration shall be considered and paid as salary and such deductions shall be made as are required by the applicable social security regime. The terms and amount of any variable remuneration (and whether it is paid in cash or in other forms, such as shares or share based incentives) will be approved from time to time and notified to the Employee by the Company’s Compensation Committee. There are no circumstances whether in reliance on express or implied terms or otherwise where the Employee can require pay out of a particular sum or payment in a particular form or claim compensation for loss of any variable remuneration.
|
3.3.
|
The Company agrees that the Employee will be provided with the following benefits:
|
(a)
|
reimbursement of administrative and reasonable legal expenses for his green card for himself and for his family in the United States;
|
(b)
|
the continuation of supplementary health coverage for him and his spouse (currently PREVINTER) subject always to such coverage being available at reasonable cost;
|
(c)
|
the reimbursement of the cost of up to twelve intercontinental flights for his spouse in the same category as the Employee in relation to the Employee's business trips;
|
(d)
|
vehicle with driver to be made available for his business trips; and
|
(e)
|
the reimbursement of reasonable expenses relating to preparing and filing his tax returns in France, the United Kingdom and the United States.
|
3.4.
|
The Employee shall benefit from all existing or future supplementary retirement plans applicable to the Company’s executive officers working in France from time to time.
|
3.5.
|
The Employee shall be entitled to 25 days paid holiday in each of the Company's holiday years in addition to the usual public holidays in the UK and France. Holiday entitlement in the holiday years that the employment starts and ends shall be calculated at the rate of 2.08 days for each complete month of employment. On termination the Employee shall be paid in lieu of any untaken holiday entitlement in respect of the holiday year in which termination takes effect (if any) or shall be obliged to repay any holiday pay received in excess of the Employee's entitlement (if any).
|
3.6.
|
In the event that the Employee is unable to carry out his duties by reason of sickness or injury he shall, subject to compliance with the Company's procedures relating to notification and certification periods, be entitled to statutory sick pay in accordance with the relevant applicable statutory rules.
|
3.7.
|
The Company shall reimburse the Employee for all reasonable travelling and similar out-of-pocket expenses incurred in the discharge of his duties subject to the provision of receipts and invoices in accordance with the Company's expenses policy in force from time to time.
|
3.8.
|
In the event of termination of employment for any reason other than gross misconduct or serious professional fault by the Employee, any outstanding stock options, performance shares or other awards (including cash awards) granted prior to the effective date of this Agreement under Technip’s long term employee incentive plans will continue on their existing terms, subject to any clawback policies required by applicable law and as implemented by the board of the Company. Any subsequent grants of stock options, performance shares, restricted shares, or other awards will be governed by the terms of the award.
|
4.
|
COMPANY PROPERTY AND CONFIDENTIALITY
|
4.1.
|
The Employee shall disclose full details of all Intellectual Property that he discovers or makes, or assists in discovering or making, during his employment and to the extent that such Intellectual Property is the property of the Company shall do all things during and after the termination of his employment which may be necessary or desirable for obtaining appropriate forms of protection for such property and for fully vesting such property in the Company or its nominee as the Company may specify.
|
4.2.
|
All documents and other things (in whatever form or media) relating to the business or affairs of the Company or any Associated Company which are acquired received or created by the Employee during his employment shall be the property of the Company and shall be surrendered to the Company (together with all copies) on demand at any time and, in any event, upon termination of employment.
|
4.3.
|
The Employee shall not at any time either during or after the termination of his employment disclose to any person or use for his own purposes any confidential information he acquires during his employment concerning the organisation, business, finances, transactions or affairs of the Company or any Associated Company other than in the proper performance of his duties or as ordered by a competent court. This clause shall not apply to any confidential information which shall enter the public domain unless it does so through the Employee's default.
|
5.
|
TERMINATON
|
5.1.
|
The Board, on behalf of the Company, reserves the right in its absolute discretion to terminate the employment with immediate effect (whether or not notice has been given by either party) by giving written notice of its intention to make a payment in lieu of notice to the Employee and if it does so the Company shall make a payment of money in lieu of notice equal to the base salary only that the Employee would be entitled to receive during any unexpired part of the Term
less any applicable tax and social security within 60 days of such notice. For the avoidance of doubt where the Employee's employment is terminated in accordance with this clause, this Agreement will terminate on the date the Company notifies the Employee that it is terminating his employment in accordance with this clause.
|
5.2.
|
Subject to clause 5.3, upon termination of the Employee’s employment (other than pursuant to clause 5.4), the Employee will be entitled to receive a gross payment equal to 12 months’ gross remuneration calculated as the salary and the total amount of any variable remuneration for he would have received under any long term equity incentive plan assumed or adopted by the Company during that year (the "
Severance Indemnity
").
|
5.3.
|
The Severance Indemnity, which includes all and any mandatory payments the Employee would be entitled to by law resulting from the termination of this Agreement, is in full and final settlement of all and any rights and claims that the Employee may have against the Company arising out of the termination of his employment (including both contractual and statutory employment claims wherever in the world arising). The Employee agrees to waive, release and discharge any and all such rights and claims and acknowledges that it is a condition of the payment of the Severance Indemnity that he will execute a settlement agreement (and any other documents reasonably required by the Company) in a form reasonably acceptable to the Company in order to give effect to the release and waiver in this clause 5.3.
|
5.4.
|
The Board, on behalf of the Company, may terminate the employment with immediate effect at any time without notice or payment in lieu of notice if the Employee:
|
(a)
|
commits any serious or persistent breach or non observance of the terms and conditions of this Agreement;
|
(b)
|
is guilty of gross misconduct or gross negligence in connection with or affecting his employment;
|
(c)
|
is guilty of conduct which brings or is likely to bring him or the Company or any Associated Company into disrepute;
|
(d)
|
is convicted of an arrestable offence (other than a road traffic offence for which a non-custodial penalty is imposed); or
|
(e)
|
is or becomes prohibited (by law or the articles of association of the Company) from being a director or voluntarily resigns as a director of the Company.
|
5.5.
|
On termination the Employee shall:
|
(a)
|
at the request of the Board immediately resign from any office held by him in the Company or any Associated Company without claim for compensation (without prejudice to any claims he may have
|
(b)
|
immediately repay all outstanding debts and loans due to the Company or any Associated Company and the Company is hereby authorised to deduct from any monies due to the Employee a sum in repayment of all or any part of any such debts or loans.
|
6.
|
POST-TERMINATION UNDERTAKINGS
|
6.1.
|
The Employee undertakes that he will not for the period of 12 months’ after the termination of his employment without the prior written consent of the Board be entitled to exercise any activity of any kind whatsoever in the Restricted Area, on behalf of himself or on behalf of any natural person or legal entity in connection with the carrying on of any business in competition with the Business.
|
6.2.
|
In consideration for the obligation in clause 6.1 but subject to clauses 6.3 and 6.4, the Company will procure that the Executive receives compensation of 12 months’ gross remuneration calculated by averaging the amount of gross basic salary and variable remuneration (excluding the value received under any long term equity incentive plan assumed or adopted by the Company) received by the Executive over the 3 previous full financial years from the Company or any predecessor thereto. This compensation shall be paid on an average monthly basis as from the date of the effective termination of his employment, and the Employee shall continue to benefit, throughout the period indicated in clause 6.1, from any mandatory and/or supplementary insurance contracted by the Company and applicable to the Employee in consideration of his social security status.
|
6.3.
|
In the event that the Employee's employment terminates pursuant to clause 5.4 or serious professional fault, the Board may determine that the compensation referred to in clause 6.2 shall not be payable.
|
6.4.
|
If the Employee is determined, in the reasonable opinion of the Board, to be in breach of his obligation in clause 6.1 at any time, the Employee shall be liable to pay an amount to the Company by way of damages, such amount being determined by the Board but being no less than 12 months' gross remuneration calculated by averaging the amount of the annual gross basic salary and variable remuneration (excluding the value received under any long term equity incentive plan assumed or adopted by the Company) received by the Executive over the 3 previous full financial years. The Board also reserves the right to bring legal proceedings against the Employee for compensation in respect of any damages actually suffered by the Company or any Associated Company.
|
6.5.
|
The restrictions in this clause 6 (on which the Employee has had the opportunity to take independent advice, as the Employee hereby acknowledges) are separate and severable restrictions and are considered by the parties to be reasonable in all the circumstances. It is agreed that if any such restrictions, by themselves, or taken together, shall be adjudged to go beyond what is reasonable in all the circumstances for the protection of the legitimate interests of the Company or an Associated Company but would be adjudged reasonable if some part of it were reformed or deleted, the relevant restriction or restrictions shall be reformed or apply with such deletion(s) as may be necessary to make it or them valid and enforceable.
|
7.
|
MISCELLANEOUS
|
7.1.
|
The Employee warrants that he has lawful authority to work in the United Kingdom, France and the United States and that by entering into this Agreement he is not and will not be in breach of any express or implied term of any contract court order or any other legal obligation.
|
7.2.
|
The Company shall be entitled at any time during the employment to set off and/or make deductions from the Employee's salary or other sums due to him monies due to the Company or any Associated Company in respect of any overpayment debt or other monies due from him.
|
8.
|
DEFINITIONS AND INTERPRETATION
|
8.1.
|
In this Agreement unless the context otherwise requires:
|
8.2.
|
This Agreement contains the entire understanding between the parties and supersedes all (if any) subsisting agreements, arrangements and understandings (written or oral) relating to the employment or engagement of the Employee with the Company or any predecessors or Associated Company, including but not limited to any undertakings given by Technip SA in its letter of 23 April 2015, and all such agreements, arrangements and understandings shall be deemed to have been terminated by mutual consent.
|
8.3.
|
Any amendments to this Agreement shall only be valid if set out in writing and signed by both parties. The Board, on behalf of the Company, reserves the right to amend or replace any term of this Agreement and any such amendments shall be notified to the Employee in writing.
|
8.4.
|
If any provision of this Agreement is or becomes illegal, invalid or unenforceable in any jurisdiction, that shall not affect: (i) the legality, validity or enforceability in that jurisdiction of any other provisions of this Agreement; or (ii) the legality, validity or enforceability in any other jurisdiction of that or any other provision of this Agreement.
|
8.5.
|
This Agreement and all non-contractual or other obligations arising out of or in connection with it are governed by and shall be construed in accordance with English law and are subject to the exclusive jurisdiction of the English Courts.
|
(a)
|
Salary:
Your annual salary shall remain unchanged at €900,000 per annum payable in accordance with Clause 3.1 of the Service Agreement
.
You shall continue to be paid through the Company’s French branch, and French social security contributions shall be made in respect of you. Accordingly, you shall continue to be entitled to all benefits granted under the French social security system.
|
(b)
|
Annual Bonus:
You will be eligible to receive a bonus annually subject to the achievement of performance criteria which will be notified to you separately by the Compensation Committee (the “
Annual Bonus
”). Your “on target” Annual Bonus is 120% of your annual salary with the possibility of a lower or higher bonus (up to 200% of the on target amount, or 240% of annual salary) for performance below or above target level. The actual amount of any Annual Bonus payable will be determined by the Compensation Committee in its sole discretion, taking into account Company performance against the relevant performance criteria. The Bonus will be paid by the Company after financial results for the year are approved by the Compensation Committee. For the avoidance of doubt, in the year when the Service Agreement terminates, you will be eligible for a pro-rated portion of your Annual Bonus for that year calculated by reference to your employment from the start of such year up until the date on which your employment terminates.
|
(c)
|
Payments on termination of employment:
Clauses 5.2 and 6.2 of the Service Agreement are hereby amended to reflect that your “gross remuneration” for calculation of the Severance Indemnity and the non-competition compensation will be equal to your annual base salary and target Annual Bonus for the year of termination. In addition to your entitlement to a Severance Indemnity pursuant to Clause 5.2 of the Service Agreement and the non-competition compensation pursuant to Clause 6.2 of the Service Agreement, upon termination of your employment (regardless of the reason for termination) you will be entitled to receive a
|
1.
|
I have reviewed this annual report on Form 10-K for the year ended
December 31, 2017
of TechnipFMC plc (the “registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
|
/s/ DOUGLAS J. PFERDEHIRT
|
|
|
Douglas J. Pferdehirt
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this annual report on Form 10-K for the year ended
December 31, 2017
of TechnipFMC plc (the “registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
|
/s/ MARYANN T. MANNEN
|
|
|
Maryann T. Mannen
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
/s/ DOUGLAS J. PFERDEHIRT
|
|
|
Douglas J. Pferdehirt
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
/s/ MARYANN T. MANNEN
|
|
|
Maryann T. Mannen
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|