TechnipFMC plc: Availability of Form 12b-25 related to the Annual Report on Form 10-K for the fiscal year ended 31 December ...
01 Mars 2019 - 11:14PM
Business Wire
Regulatory News:
TechnipFMC plc (“TechnipFMC” or the “Company”)
(NYSE: FTI) (Paris: FTI) (ISIN: GB00BDSFG982) announces that on 1
March 2019, it filed a Form 12b-25 under the U.S. Securities
Exchange Act of 1934 with the U.S. Securities and Exchange
Commission (“SEC”).
The Company became a large accelerated filer pursuant to
Securities Exchange Act of 1934 for 2018. Consequently, the Company
has a shortened filing deadline of 60 days rather than 90 days for
its Annual Report on Form 10-K for the year ended December 31, 2018
(the “2018 Form 10-K”). In addition, the Company became
subject to the requirements of Section 404(b) of Sarbanes-Oxley for
the first time in 2018.
As a result, the Company requires additional time to complete
the procedures relating to its year-end reporting process,
including the completion of the integrated audit of the Company’s
financial statements and procedures relating to management’s
assessment of the effectiveness of internal controls and cannot
file within the prescribed period without unreasonable effort or
expense.
The Company intends to file its 2018 Form 10-K on or before
March 15, 2019.
The Company expects that its 2018 Form 10-K audited financial
statements will be consistent in all material respects with the
2018 year-end financial results previously reported in its earnings
release filed on Form 8-K on February 20, 2019.
Management is completing its assessment of the effectiveness of
the Company’s internal controls and will provide details of its
assessment in the 2018 Form 10-K. Management has concluded that the
prior reported material weaknesses related to foreign exchange
adjustments and information technology general controls have been
remediated. The previously reported material weakness related to
period-end financial reporting process and account reconciliations
is being remediated, and a new material weakness relating to our
accounting for income taxes has been identified. These internal
controls findings did not impact the year-end financial results
previously reported in our earnings release.
A copy of the Form 12b-25 can be found on the SEC website
(www.sec.gov) and on the TechnipFMC
website (investors.technipfmc.com).
A copy of the Form 12b-25 has been submitted to the U.K. NSM on
the date of this announcement and is, or will shortly be, available
for inspection at www.morningstar.co.uk/uk/NSM.
The Company’s statements herein include forward-looking
statements, and actual events may differ materially from those
contemplated by these forward-looking statements. These
forward-looking statements are subject to certain risks and
uncertainties, including the potential inability of the Company to
file the 2018 Form 10-K within the extension period provided by
Form 12b-25; the possibility that the audited financial statements
included in the 2018 Form 10-K may include material changes from
previously reported financial results; the identification of
additional issues during the completion of the reporting and audit
process relating to the Company’s financial statements, its
disclosure controls and procedures or internal control over
financial reporting; and such other risk factors as set forth in
our filings with the U.S. Securities and Exchange Commission and in
our filings with the Autorité des marchés financiers or the U.K.
Financial Conduct Authority. The Company undertakes no obligation
to revise or update any of our forward-looking statements to
reflect actual events or circumstances after the date hereof.
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Investor relationsMatt SeinsheimerVice President Investor
Relations Tel: +1 281 260 3665Email: Matt
SeinsheimerPhillip LindsayDirector Investor Relations Europe
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President Corporate Communications Tel: +33 1 47 78 39 92Email:
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NayralManager Public Relations Tel: +33 1 47 78 34 83Email:
Delphine Nayral