McDermott wrapping up CB&I acquisition

Offshore engineering and construction specialist McDermott has made a step toward completion of the acquisition of CB&I.

The company on Thursday announced the completion of the reverse split of its common stock and the expiration and results of its previously announced exchange offer for shares of Chicago Bridge & Iron Company N.V. (“CB&I”).

The 3-to-1 reverse split of McDermott’s common stock became effective at 11:59 p.m., Eastern time, on May 9, 2018. At this time, every three shares of McDermott common stock were automatically combined into one share, such that a McDermott stockholder now owns one share of McDermott common stock for each three shares of McDermott common stock held by that stockholder immediately prior to the reverse stock split effective time. No fractional shares were issued.

Instead, any fractional share interest resulting from the reverse stock split was rounded up to the nearest whole share. Additionally, the authorized shares of McDermott common stock were reduced to 255,000,000 shares.

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At 12:01 a.m., Eastern time, on May 10, 2018, McDermott’s exchange offer for CB&I common stock expired and was not extended.

As of the expiration of the exchange offer, a total of approximately 66.7 million shares of CB&I common stock were validly tendered in the exchange offer and not withdrawn, representing approximately 65 percent of the common shares of CB&I outstanding immediately after the consummation of the exchange offer. All shares that were validly tendered and not withdrawn have been accepted for payment in accordance with the terms of the exchange offer, McDermott said.

“McDermott expects to complete its proposed business combination with CB&I later today in accordance with and subject to the terms of the business combination agreement between the parties,” McDermott said on Thursday.

As a result of the combination, CB&I common stock will no longer be listed on the New York Stock Exchange and will cease trading prior to the open of the market on May 11, 2018.

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