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Fluor Corporation (New York Stock Exchange:FLR) (Hereinafter referred to as the “Company” or “Company”) today announced that it will issue 450,000 shares of newly created convertible preference shares by private placement in accordance with market and other conditions. These shares will be designated as Series A cumulative permanent convertible preference shares Shares (“Preferred Shares”). The company expects to grant initial purchasers of preferred shares a 30-day option to purchase up to 67,500 preferred shares. The company intends to use the net proceeds from the issuance to redeem or repay outstanding debts, as well as for general corporate purposes.
The cumulative cash dividends on preferred shares will be paid quarterly when the company’s board of directors announces it (if any). The liquidation priority per share of preferred stock is $1,000 per share, plus accumulated but unpaid dividends, and can be converted into common stock of the company at any time at the option of the holder. The company may not be able to redeem the preferred shares; however, the company can choose at any time on or after May 20, 2022 to promote the circulation of all preferred shares, under certain conditions (and this automatic conversion occurs in May 2024). Before the 20th (payment of the overall wholesale price in cash). In addition, if an “overall fundamental change” occurs, in some cases, the company will need to increase the options for holders of preferred stocks in connection with this overall fundamental change Conversion rate: The dividend rate, initial conversion rate and other terms of the preferred stock will be determined at the time of issue pricing.
Preferred shares are an offer exempted from registration under the Securities Act of 1933 (as amended) (Securities Act) under Rule 144A and are offered to qualified institutional purchasers in the United States. Preferred stocks and preferred stocks that can be converted into common stock of the company have not been registered under the Securities Act or any state securities laws, and unless so registered, they may not be issued or sold in the United States unless they comply with exemptions or are exempt from Securities Act and applicable state securities laws require registration requirements to restrict transactions.
This press release does not constitute any offer or offer to buy, nor does it constitute an offer, offer or sale in any jurisdiction where it is not legal.
About Fluor
Fluor (New York Stock Exchange:FLR) To build a better future by using world-class expertise to solve the biggest challenges faced by its customers. Fluor’s 44,000 employees provide professional and technical solutions to provide customers around the world with safe, well-executed and capital-efficient projects. Fluor’s revenue in 2020 is 14.2 billion U.S. dollars, ranking 181st among the Fortune 500 companies. Headquartered in Irvine, Texas, Fluor has provided engineering, procurement and construction services for more than 100 years.
Forward-looking statements: This press release may contain forward-looking statements (including but not limited to statements that the company or its management “will”, “believe”, “expect”, “expect”, “plan” or other similar expressions). These forward-looking statements include statements related to strategic and operating plans, future growth, new awards, backlogs, earnings and the company’s business prospects. Actual results may vary significantly due to a variety of factors, including, among other things, whether the proposed issuance has been completed and under what conditions. Use these statements and other forward-looking statements with caution. Due to known and unknown risks, the company’s performance may differ materially from expectations and forecasts.
Additional information on factors that may affect the company’s performance can be found in the company’s public periodic filings with the Securities and Exchange Commission, including under the heading “Item 1A. Risk Factors” on the company’s Form 10-K filed on February 26. discussion. , 2021. These documents are publicly available, or at the request of Fluor’s Investor Relations Department: (469) 398-7222. The company does not assume any intention or obligation beyond the law to update its forward-looking statements based on new information or future events.
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