- Current report filing (8-K)
07 Dezember 2009 - 1:12PM
Edgar (US Regulatory)
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to
Section 13 or 15 (d)
of the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): December 7, 2009
McDERMOTT
INTERNATIONAL, INC.
|
(Exact name of registrant as specified in its charter)
|
REPUBLIC OF PANAMA
|
001-08430
|
72-0593134
|
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(IRS Employer
Identification No.)
|
777 N. Eldridge Parkway, Houston, Texas
|
|
77079
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s Telephone Number, including Area Code:
(281)
870-5901
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
December 7, 2009, McDermott International, Inc. (“McDermott”) announced
its plans to separate its two principal operating subsidiaries, The
Babcock & Wilcox Company (“B&W”) and J. Ray McDermott, S.A. (“J. Ray”)
into two independent, publicly traded companies. Upon completion of the
separation, John A. Fees, Chief Executive Officer of McDermott, will
become a member of the B&W Board of Directors. Stephen M. Johnson,
McDermott’s current President and Chief Operating Officer, has been
appointed President and Chief Executive Officer of J. Ray, effective
January 1, 2010, in connection with the previously announced retirement
of Robert A. Deason. Upon completion of the proposed separation, Mr.
Johnson will become the Chief Executive Officer of McDermott, which is
expected to be renamed J. Ray. Brandon C. Bethards will continue to
serve as B&W’s President and Chief Executive Officer. Mr. Bethards and
Mr. Johnson will join the Board of Directors of B&W and J. Ray,
respectively. A copy of the press releases regarding the proposed
separation and Mr. Johnson’s appointment as an officer of J. Ray are
attached hereto as Exhibit 99.1 and 99.2, respectively, and incorporated
herein by reference.
Item 7.01 Regulation FD Disclosure.
A conference call to discuss the separation was held on December 7,
2009, at 8:30 a.m. EST. A copy of the presentation from that conference
call is attached hereto as Exhibit 99.3, and will also be available for
a limited time on our website at www.mcdermott.com under “Investor
Relations – Webcasts & Presentations.”
The information furnished pursuant to this Item 7.01, including Exhibit
99.3, shall not be deemed to be “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of that section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act, except as may
be expressly provided by specific reference in such filing.
Item 8.01 Other Events.
On
December 7, 2009, McDermott announced plans to separate its two
principal operating subsidiaries into two independent, publicly traded
companies. A copy of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d)
|
|
Exhibits
|
|
|
|
|
|
99.1
|
Press Release dated December 7, 2009
|
|
|
|
|
|
|
99.2
|
Press Release dated December 7, 2009
|
|
|
|
|
|
|
99.3
|
Investor Conference Call Presentation dated December 7, 2009
|
SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
|
McDERMOTT INTERNATIONAL, INC.
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Dennis S. Baldwin
|
|
|
|
Dennis S. Baldwin
|
|
|
|
Vice President and Chief Accounting Officer
|
|
|
|
|
|
December 7, 2009
|
|
|
|
McDermott (NYSE:MDR)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
McDermott (NYSE:MDR)
Historical Stock Chart
Von Jul 2023 bis Jul 2024