In addition to the Total Consideration or Tender Offer Consideration, as applicable, Holders whose Notes are accepted for purchase will also receive accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the applicable settlement date. A valid tender of Notes will constitute the valid delivery of such holder’s Consents and a direction to the Trustee to execute the supplemental indenture reflecting the Proposed Amendments. Holders who validly tender their Notes after the Early Tender Time will only be eligible to receive the “ Tender Offer Consideration,” which is the Total Consideration less the Early Tender Premium. Holders who validly tender and do not validly withdraw their Notes at or prior to 5:00 p.m., New York City time, on (the “ Early Tender Time”), and whose Notes are accepted for purchase, will receive, for each $1,000 principal amount of such Notes, the “ Total Consideration” of $1,050.00, which includes an “ Early Tender Premium” of $30.00. The Tender Offer will expire at 11:59 P.M., New York City time, on (the “ Expiration Time”), unless extended or earlier terminated. Includes the Early Tender Premium for Notes validly tendered at or prior to the Early Tender Time and accepted for purchase by the Company. Excludes accrued interest, which will be paid on Notes accepted for purchase by the Company as described in the Statement. Per $1,000 principal amount of Notes validly tendered and accepted for purchase by the Company. Represents maximum aggregate principal amount of Notes to be accepted for purchase by the Company (as further described in the Statement). The following table summarizes the material pricing terms of the Tender Offer: The Company intends to fund the Tender Offer with cash on hand.
The terms and conditions of the Tender Offer and the Consent Solicitation are set forth in an Offer to Purchase and Consent Solicitation (the “ Statement”), dated April 20, 2022. Effectiveness of the Proposed Amendments is subject to certain conditions described in the Statement, including receipt of the requisite number of Consents and the condition that the Notes validly tendered and not validly withdrawn in the Tender Offer are not subject to proration.
The Proposed Amendments will, if adopted, among other things, eliminate substantially all of the restrictive covenants and certain events of default in the indenture. In connection with the Tender Offer, the Company also commenced the solicitation of consents (the “ Consents”) of holders with respect to the Notes (the “ Consent Solicitation”) to certain proposed amendments to the indenture for the Notes (the “ Proposed Amendments”) described in the Statement (as defined below). NEWCASTLE & HOUSTON-( BUSINESS WIRE)-TechnipFMC plc (NYSE: FTI) (the “ Company”) announced today that it has commenced a tender offer (the “ Tender Offer”), subject to certain terms and conditions, for up to $320 million aggregate principal amount (the “ Maximum Tender Amount”) of its 6.500% Senior Notes due 2026 (the “ Notes”).
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