McDermott Series A Preferred Shareholders Agree to Convert Preferred Shares to Common Stock

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Nov 14, 2024, 07:00 ET

Special General Meeting of Shareholders Scheduled for December 2, 2024, for Approval of Related Items

HOUSTON, Nov. 14, 2024 /PRNewswire/ -- McDermott International Ltd. ("McDermott" or the "Company") today announced that it has reached an agreement with the holders of a majority of its Series A Preference Shares ("Series A Preference Shares"), par value $0.001 per share, to voluntarily redeem or exchange all Series A Preference Shares into the Company's Class A ordinary shares ("Class A Ordinary Shares"), $0.001 par value per share (the "Preference Share Transaction").

"We believe the approval of the Preference Share Transaction by holders of our Series A Preference Shares reflects their strong support of, and confidence in, the Company," said Travis Brantley, McDermott Chief Financial Officer. "This transaction simplifies our capital structure in a meaningful way and will benefit the Company and all shareholders by creating optionality and advancing our long-term strategy."

The Preference Share Transaction will become effective following the approval of a series of proposals (the "Proposals") at a Special General Meeting of the members of the Company scheduled for December 2, 2024, and as further described in the Company's proxy statement and other materials relating to the Special General Meeting.

The Preference Share Transaction itself is not subject to the approval of the members. Pursuant to the Preference Share Transaction, the outstanding Series A Preference Shares will be redeemed or exchanged for approximately 2.9 billion ordinary shares.

About McDermott
McDermott is a premier, fully-integrated provider of engineering and construction solutions to the energy industry. Our customers trust our technology-driven approach engineered to responsibly harness and transform global energy resources into the products the world needs. From concept to commissioning, McDermott's innovative expertise and capabilities advance the next generation of global energy infrastructure—empowering a brighter, more sustainable future for us all. Operating in over 54 countries, McDermott's locally-focused and globally-integrated resources include more than 30,000 employees, a diversified fleet of specialty marine construction vessels and fabrication facilities around the world. To learn more, visit www.mcdermott.com.

No Offer or Solicitation

This communication is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the any of the transactions described in this communication, and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of the Company, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. Before making any voting decision with respect to the Proposals, members are urged to read the Company's proxy statement and other documents related to the Special General Meeting carefully and in their entirety because they will contain important information about the Company and the Proposals.

Forward-Looking Statements
The information and statements included herein includes forward-looking statements, including statements regarding the Company's intent to solicit approval of the Proposals and the potential benefits of adopting the Proposals, including but not limited to the consummation of the Preference Share Transaction and the potential for increased liquidity and a higher stock price of the Class A Ordinary Shares. These forward-looking statements may be, but are not necessarily, identified by terms and phrases such as "anticipate," "believe," "intend," "estimate," "expect," "continue," "should," "could," "may," "plan," "project," "predict," "will," and similar expressions. Such statements reflect the current views and assumptions of the Company and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. These risks include, but are not limited to, risks relating to the volatility of the market price of the Class A Ordinary Shares, adverse investor reaction to the Proposals and general market and economic conditions.

The Company undertakes no obligation to update or revise the forward-looking statements included herein, whether as a result of new information, future events, or otherwise. The Company's capital structure, stock price and liquidity and actual results, performance, or achievements could differ materially from the results expressed in, or implied by, these forward-looking statements.

Contacts:

Global Media Relations
Reba Reid
Senior Director, Global Communications and Marketing
+1 281 588 5636
[email protected]

SOURCE McDermott International, Ltd