EPC-Sector Stirs Wood Group Acquires Amec Foster Wheeler

Amec Foster Wheeler and Wood Group have reached an agreement on the offer by Wood Group to acquire the entire issued and to be issued share capital of Amec Foster Wheeler.

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Aberdeen/Scotland — Under the terms of the combination each shareholder will receive 0.75 new Wood Group Share for each Amec Foster Wheeler Share. Based on the closing price of € 8.65 per Wood Group Share on March 10, the terms of the acquisition represent a value of approx. € 6.49. Based on the closing price mentioned above, the value of the acquisition amounts to approx. € 2,558 million.

The Combination will result in Amec Foster Wheeler Shareholders owning approx. 44 % of the share capital of the combined group. Wood Group's Directors expect significant sustainable cost synergies of at least € 126.50 million per annum on a recurring basis.

Commenting on the announcement, Ian Marchant, the Chairman of Wood Group said: "The Combination represents a transformational transaction for Wood Group, which accelerates our strategy and creates a global leader in project, engineering and technical services delivery across a range of industrial sectors. Amec Foster Wheeler’s shareholders will become shareholders in the Combined Group, thereby gaining from the enhanced operating capabilities, and benefiting from a share of the synergies, a stronger balance sheet and Wood Group’s progressive dividend policy. The Combination has been unanimously recommended by the boards of Wood Group and Amec Foster Wheeler, and the Wood Group team looks forward to working with the Amec Foster Wheeler team to further develop the Combined Group over the longer term.”

John Connelly, the Chairman of Amec Foster Wheeler said: "The Amec Foster Wheeler Board believes that a combination with Wood Group adds to the standalone prospects of Amec Foster Wheeler, by accelerating the delivery of the future value inherent in the Amec Foster Wheeler business and , at the same time, helps to realise the full potential of each of Amec Foster Wheeler and Wood Group. The all-share structure of the offer allows our shareholders to benefit from the significant synergies and other strategic benefits that are expected to be realised by the Combination."

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