The Board of Directors of TechnipFMC plc approved the spin-off of Onshore/Offshore segment of TechnipFMC plc (NYSE:FTI) on August 26, 2019. As part of the transaction, all outstanding shares of SpinCo will be distributed to existing TechnipFMC shareholders. As of January 7, 2021, separation and distribution agreement was signed for the deal. On January 7, 2021, the transaction will be structured as a spin-off of 50.1% stake of the outstanding shares in TechnipFMC's Technip Energies to existing TechnipFMC shareholders on a pro rata basis. TechnipFMC will retain ownership of the remaining 49.9% of Technip Energies' outstanding shares as of the distribution date. After the transaction, SpinCo will be known as “Technip Energies” and would be incorporated in the Netherlands with its headquarters in Paris and listed on the Euronext Paris exchange with American depositary receipts trading over-the-counter in the United States.

Catherine MacGregor, who currently serves as TechnipFMC's President, New Ventures, will serve as Chief Executive Officer of SpinCo. Bruno Vibert will serve as Chief Financial Officer, and Marco Villa will serve as Chief Operating Officer. TechnipFMC announced that the E.U. Prospectus for the spin-off of Technip Energies will now include audited IFRS financial statements for Technip Energies for each of the fiscal years ended December 31, 2016 through 2019. In addition to the approval of the E.U. Prospectus by the Dutch Authority for the Financial Markets, the successful completion of the planned spin-off also remains subject to general market conditions, customary conditions, consultation of employee representatives, where applicable, regulatory approvals and final Board approval of TechnipFMC and Technip Energies, European prospectus (the “EU Prospectus”) filed in the Netherlands with the Stichting Autoriteit Financiële Markten, registration statement on Form F-1 filed with the Securities and Exchange Commission registering the Technip Energies shares shall be effective, acceptance for listing of Technip Energies shares on the Euronext Paris, each of the ancillary agreements shall have been duly executed and transactions contemplated by the financing arrangements of each of the company shall have been consummated. The deal was unanimously approved by Board of Directors of TechnipFMC plc and Technip Energies N.V. As of March 16, 2020, in a statement released TechnipFMC plc stressed that market conditions have changed considerably due to the COVID-19 epidemic, the sharp drop in commodity prices and the increased volatility of the stock markets. worldwide. The impact of these events has created a market environment which is not currently conducive to the planned separation of the company into TechnipFMC and Technip Energies. However, TechnipFMC confirmed that the strategic rationale for the separation remains unchanged. TechnipFMC remains mobilized for this operation and continues to prepare so that the two companies are ready to separate when the markets are sufficiently restored. On February 4, 2021, TechnipFMC established February 16, 2021 as the distribution date and 5:00 p.m., New York time, on February 17, 2021 as the record date. Subject to satisfaction of customary conditions and receipt of regulatory approvals, the last day of trading of TechnipFMC shares that include the right to receive Technip Energies shares on the New York Stock Exchange and Euronext Paris stock exchange will be February 12, 2021 and February 15, 2021, respectively. TechnipFMC shares would then commence trading on a standalone basis on NYSE and Euronext Paris on February 16, 2021. The separation is expected to be completed in the first half of 2020. On January 16, 2020, TechnipFMC anticipates completing the transaction in the second quarter of 2020. As of March 15, 2020, TechnipFMC plc has put the plan to spin off on hold. As of February 4, 2021, distribution date for the transaction is February 16, 2021. As of January 7, 2021, the transaction is expected to be completed in the first quarter of 2021. As of February 15, 2021, Technip Energies services unit into a new public company to take effect on February 16, 2021.

Rothschild & Co. acted as financial advisor, Edward Barnett, Alexander Crosthwaite, Christopher Drewry, Douglas Greenburg, Patrick Laporte, Ryan Maierson, Simon Lange, Lopes-Lemire Noemie, Michael Colle, Morgane Chaloin, Thomas Margenet-Baudry, Roberto Luis Reyes Gaskin, Mark Gerstein, Jesse Myers, Sophie Mouthon, Alexis Caminel, Laurence Stein, Nicholas DeNovio, Sean Finn, Matthias Rubner, Jad Clam, Robin Struve, Sarah Gadd, Jeffrey Tochner, Jennifer Van Driesen, Erika Weinberg, Anna Ngo, Xavier Renard, Julia Thompson, Jason Cruise, Tomas Nilsson and Jesse Myers of Latham & Watkins LLP and Bertrand Cardi, Olivier Huyghues Despointes, Ben Burman, Hadrien Bourrellis, Henri Savoie and Patrick Mèle of Darrois Villey Maillot Brochier acted as legal advisors for TechnipFMC plc. Sullivan & Cromwell LLP is advising Rothschild & Co SCA as financial advisor to TechnipFMC plc in connection with its plan to separate into two industry-leading, independent, publicly traded companies. Morgan Stanley acted as financial advisor to TechnipFMC plc. Jacques Naquet-Radiguet, Leo Borchardt, Jeffrey P. Crandall, Ethan R. Goldman, Pritesh P. Shah and William H. Aaronson, Davis of Polk & Wardwell LLP and Davis Polk & Wardwell LLP, Paris Office acted as legal advisor to Technip Energies N.V..

TechnipFMC plc (NYSE:FTI) completed the spin-off of Onshore/Offshore segment of TechnipFMC plc (NYSE:FTI) on February 15, 2021. Technip Energies made the appointment of a new member of its Board of Directors, Simon Eyers. White & Case LLP has advised BNP Paribas, J.P. Morgan, Morgan Stanley and Société Générale on the distribution of Technip Energies N.V. shares to TechnipFMC shareholders.