0001027884-18-000084.txt : 20180511 0001027884-18-000084.hdr.sgml : 20180511 20180511151138 ACCESSION NUMBER: 0001027884-18-000084 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180510 FILED AS OF DATE: 20180511 DATE AS OF CHANGE: 20180511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bolch James R CENTRAL INDEX KEY: 0001341662 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12815 FILM NUMBER: 18826532 MAIL ADDRESS: STREET 1: C/O INGERSOLL-RAND COMPANY STREET 2: 155 CHESTNUT RIDGE ROAD CITY: MONTVALE STATE: NJ ZIP: 07645 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHICAGO BRIDGE & IRON CO N V CENTRAL INDEX KEY: 0001027884 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: PRINSES BEATRIXLAAN 35 CITY: THE HAGUE STATE: P7 ZIP: 2595 AK BUSINESS PHONE: 31-70-373-2010 MAIL ADDRESS: STREET 1: PRINSES BEATRIXLAAN 35 CITY: THE HAGUE STATE: P7 ZIP: 2595 AK 4 1 wf-form4_152606588333230.xml FORM 4 X0306 4 2018-05-10 0 0001027884 CHICAGO BRIDGE & IRON CO N V CBI 0001341662 Bolch James R 2103 RESEARCH FOREST DRIVE THE WOODLANDS TX 77380 1 0 0 0 Common Stock 2018-05-10 4 D 0 18073 D 0 D Phantom Stock Unit 0.0 2018-05-10 4 D 0 6175.807 D Common Stock 6175.807 0 D Chicago Bridge and Iron Company N.V. (the Company), McDermott International, Inc. (McDermott) and certain other parties entered into the Business Combination Agreement, dated December 18, 2017, as amended on January 24, 2018 (the BCA), pursuant to which the Company and McDermott combined their businesses through a series of transactions completed on May 10, 2018 (the Combination). If shares of Company common stock were disposed of pursuant to the offer (the Exchange Offer) by McDermott Technology, B.V., a wholly owned subsidiary of McDermott, to exchange each share of CB&I common stock that was validly tendered and not properly withdrawn in the Exchange Offer for the right to receive 0.82407 shares of McDermott common stock, then upon the closing of the Combination, each such tendered share was exchanged into the right to receive 0.82407 shares of McDermott common stock.If shares of Company common stock were not validly tendered in the Exchange Offer, shares of Company common stock were disposed of pursuant to a series of transactions involving a merger, share sale and liquidation, as a result of which former Company shareholders who did not validly tender in the Exchange Offer became entitled to receive, in respect of each former share of Company common stock, 0.82407 shares of McDermott common stock. Pursuant to the BCA, all vested shares held by non-employee directors for which settlement has been deferred were cancelled in exchange for the right to receive (a) a number of shares of McDermott common stock equal to the number of deferred shares of Company common stock multiplied by 0.82407, rounded to the nearest whole number of shares plus (b) a cash amount equal to the amount of accrued dividend equivalents. Cindy A. McMinn as attorney in fact 2018-05-11