UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, ~~2020~~2021

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____ .

Commission File Number: 001-37983

TechnipFMC plc

(Exact name of registrant as specified in its charter)



United Kingdom			98-1283037
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

One St. Paul’s Churchyard
London
United Kingdom			EC4M 8AP
(Address of principal executive offices)			(Zip Code)

+44~~203~~-~~429-3950~~ 203-429-3950

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Ordinary shares, $1.00 par value per share

FTI

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.



Class						Outstanding at April ~~29, 2020~~30, 2021
Ordinary shares, $1.00 par value per share						~~448,303,413~~450,668,293

TABLE OF CONTENTS



	Page
PART I — Financial Information		5
Item 1. Financial Statements (Unaudited)		5
Condensed Consolidated Statements of Income		5
Condensed Consolidated Statements of Comprehensive Income		6
Condensed Consolidated Balance Sheets		7
Condensed Consolidated Statements of Cash Flows		8
Condensed Consolidated Statements of Changes in Stockholders’ Equity		9
Notes to Condensed Consolidated Financial Statements		10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		33
Business Outlook		33
Consolidated Results of Operations		3635
Segment Results of Operations		3837
Non-GAAP Measures		4038
Inbound Orders and Order Backlog		4441
Liquidity and Capital Resources		4541
Critical Accounting Estimates		4744
Other Matters		4744
Item 3. Quantitative and Qualitative Disclosures About Market Risk		4845
Item 4. Controls and Procedures		4845
PART II — Other Information		4946
Item 1. Legal Proceedings		4946
Item 1A. Risk Factors		4946
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		5046
Item 3. Defaults Upon Senior Securities		5046
Item 4. Mine Safety Disclosures		5046
Item 5. Other Information		5046
Item 6. Exhibits		5047
Signature		5148

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q of TechnipFMC plc (the “Company,” “we,” “us,” or “our”) contains “forward-looking statements” as defined in Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements usually relate to future events and anticipated revenues, earnings, cash flows or other aspects of our operations or operating results. Forward-looking statements are often identified by the words “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could,” “may,” “estimate,” “outlook” and similar expressions, including the negative thereof. The absence of these words, however, does not mean that the statements are not forward-looking. These forward-looking statements are based on our current expectations, beliefs and assumptions concerning future developments and business conditions and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate.

All of our forward-looking statements involve risks and uncertainties (some of which are significant or beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and our present expectations or projections. Known material factors that could cause actual results to differ materially from those contemplated in the forward-looking statements include those set forth in Part II, Item 1A, “Risk Factors” and elsewhere of this Quarterly Report on Form 10-Q, as well as the following:

risks associated with disease outbreaks and other public health issues, including the coronavirus disease 2019 (“COVID-19”), their impact on the global economy and the business of our company, customers, suppliers and other partners, changes in, and the administration of, treaties, laws, and regulations, including in response to such issues and the potential for such issues to exacerbate other risks we face, including thoseRisks related to ~~the factors listed or referenced below;~~Our Business and Industry

~~risks associated with~~•demand for our ~~ability to consummate our proposed separation~~products and ~~spin-off;~~services, which depends on oil and gas industry activity and expenditure levels that are directly affected by trends in demand for and price of crude oil and natural gas;

•unanticipated changes relating to competitive factors in our ~~industry;~~industry, including ongoing industry consolidation;

~~demand for our products and services, which is affected by changes in the price of, and demand for, crude oil and natural gas in domestic and international markets;~~

•our ability to develop, implement, and ~~implement~~protect new technologies and services, as well as our ability to protect and maintain critical intellectual property assets;

~~potential liabilities arising out~~•the cumulative loss of major contracts, customers, or alliances;

•risks associated with the COVID-19 pandemic, the United Kingdom’s withdrawal from the European Union, disruptions in the political, regulatory, economic, and social conditions of the ~~installation or use~~countries in which we conduct business;

•risks associated with The Depository Trust Company and Euroclear for clearance services for shares traded on the New York Stock Exchange (the “NYSE”) and the Euronext Paris Stock Exchange, respectively;

•our existing and future debt, which may limit cash flow available to invest in the ongoing needs of our ~~products;~~business and could prevent us from fulfilling our obligations under our outstanding debt;

~~cost overruns~~

•a downgrade in our debt rating, which could restrict our ability to access the capital markets;

•risks related to our acquisition and divestiture activities;

Risks related to Our Operations

•risks related to our fixed price contracts, orsuch as cost overruns;

•risks related to capital asset construction projects ~~that may affect revenues;~~for vessels and manufacturing facilities, such as delays and cost overruns;

•our ability to timely deliver our backlog and its effect on our future sales, profitability, and ~~our relationships with our customers;~~customer relationships;

•our reliance on subcontractors, suppliers and joint venture partners in the performance of our contracts;

•failure of our ~~ability~~information technology infrastructure, including as a result of cyber-attacks, and actual or perceived failure to ~~hire~~comply with data security and ~~retain key personnel;~~privacy obligations;

•piracy risks for our maritime employees and assets;

Risks related to Legal Proceedings, Tax, and Regulatory Matters

•potential liabilities arising out of the ~~potential impacts~~installation or use of ~~seasonal and weather conditions;~~our products, which may not be covered by insurance or may be in excess of policy limits, of for which expected recoveries may not be realized;

~~the cumulative loss of major contracts or alliances;~~

•U.S. and international laws and regulations, including ~~existing or future~~those related to environmental ~~regulations,~~protection and climate change, health and safety, privacy, data protection and data security, labor and employment, import/export controls, currency change, bribery and corruption, and taxation, that may increase our costs, limit the demand for our products and services or restrict our operations;

~~disruptions in the political, regulatory, economic and social conditions of the countries in which we conduct business;~~

~~risks associated with The Depository Trust Company and Euroclear for clearance services for shares traded on the NYSE and Euronext Paris, respectively;~~

~~the United Kingdom’s withdrawal from the European Union;~~

•risks associated with being an English public limited company, including the need ~~for “distributable profits”,~~to meet certain additional financial requirements before we may declare dividends or repurchase shares and shareholder approval of certain capital structure decisions, ~~and the risk that we~~which may ~~not be able~~limit our flexibility to ~~pay dividends or repurchase shares in accordance with~~manage our ~~announced capital allocation plan;~~capital;

~~compliance with covenants under our debt instruments and conditions in the credit markets;~~

~~downgrade in the ratings of our debt could restrict our ability to access the debt capital markets;~~

•the outcome of uninsured claims and litigation against us;

~~the risks of currency exchange rate fluctuations associated with our international operations;~~

~~risks related to our acquisition and divestiture activities;~~

failure of our information technology infrastructure or any significant breach of security, including related to cyber attacks, and actual or perceived failure to comply with data security and privacy obligations;

•risks associated with tax liabilities, changes in U.S. federal or international tax laws or interpretations to which we are subject; and

Risks related to the Spin-off and the Related Transactions

•future liabilities related to the Spin-off (as defined herein) or our inability to achieve some or all of the anticipated benefits;

•risks associated with being a significant shareholder in Technip Energies N.V. (“Technip Energies”), including potential fluctuation in the value of our investment in Technip Energies;

General Risk Factors

•our ability to hire and/or retain the services of key managers and employees;

•the potential impacts of seasonal and weather conditions;

•currency exchange rate fluctuations associated with our international operations;

•such other risk factors as set forth in our filings with the U.S. Securities and Exchange Commission and in our filings with the Autorité des marchés ~~financiers or the U.K. Financial Conduct Authority.~~financiers.

We caution you not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any of our forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise, except to the extent required by law.

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)


	Three Months Ended							Three Months Ended
	March 31,							March 31,
(In millions, except per share data)	2020			2019			(In millions, except per share data)		2021		2020
Revenue							Revenue
Service revenue	$	2,307.7		$	2,051.1		Service revenue		$	826.2	$	773.6
Product revenue	771.6			799.3			Product revenue		773.0		758.0
Lease revenue	51.0			62.6			Lease revenue		32.8		51.0
Total revenue	3,130.3			2,913.0			Total revenue		1,632.0		1,582.6

Costs and expenses							Costs and expenses
Cost of service revenue	1,991.4			1,644.2			Cost of service revenue		743.8		704.4
Cost of product revenue	672.3			721.7			Cost of product revenue		671.2		661.7
Cost of lease revenue	38.0			46.0			Cost of lease revenue		26.2		38.0
Selling, general and administrative expense	293.9			297.8			Selling, general and administrative expense		147.6		195.3
Research and development expense	35.2			39.9			Research and development expense		16.5		25.4
Impairment, restructuring and other expenses (Note 17)	3,208.4			16.5
Separation costs (Note 2)	27.1			—
Merger transaction and integration costs	—			12.1
Impairment, restructuring and other expenses (Note 16)							Impairment, restructuring and other expenses (Note 16)		25.5		3,199.1
Total costs and expenses	6,266.3			2,778.2			Total costs and expenses		1,630.8		4,823.9

Other income (expense), net	(28.5		)	(26.2		)	Other income (expense), net		35.6		(7.9)
Income from equity affiliates (Note 11)	28.8			13.9			Income from equity affiliates (Note 11)		7.7		21.1
Income (Loss) before net interest expense and income taxes	(3,135.7		)	122.5
Net interest expense	(72.3		)	(88.2		)
Income from investment in Technip Energies (Note 11)							Income from investment in Technip Energies (Note 11)		470.1		0
Income (loss) before net interest expense and income taxes							Income (loss) before net interest expense and income taxes		514.6		(3,228.1)
Interest income							Interest income		4.1		9.8
Interest expense							Interest expense		(38.6)		(32.8)
Loss on early extinguishment of debt							Loss on early extinguishment of debt		(23.5)		0

Income (loss) before income taxes	(3,208.0		)	34.3			Income (loss) before income taxes		456.6		(3,251.1)
Provision for income taxes (Note 19)	37.7			14.5
Net income (loss)	(3,245.7		)	19.8
Net (income) loss attributable to non-controlling interests	(10.4		)	1.1
Net income (loss) attributable to TechnipFMC plc	$	(3,256.1	)	$	20.9
Provision (benefit) for income taxes (Note 18)							Provision (benefit) for income taxes (Note 18)		24.5		(23.2)
Income (loss) from continuing operations							Income (loss) from continuing operations		432.1		(3,227.9)
Income from continuing operations attributable to non-controlling interests							Income from continuing operations attributable to non-controlling interests		(1.8)		(6.9)
Income (loss) from continuing operations attributable to TechnipFMC plc							Income (loss) from continuing operations attributable to TechnipFMC plc		430.3		(3,234.8)
Income (loss) from discontinued operations							Income (loss) from discontinued operations		(60.2)		(17.8)
Income from discontinued operations attributable to non-controlling interests							Income from discontinued operations attributable to non-controlling interests		(1.9)		(3.5)
Net Income (loss) attributable to TechnipFMC plc							Net Income (loss) attributable to TechnipFMC plc		$	368.2	$	(3,256.1)

Earnings (loss) per share attributable to TechnipFMC plc (Note 7)
Earnings (loss) per share from continuing operations attributable to TechnipFMC plc							Earnings (loss) per share from continuing operations attributable to TechnipFMC plc
Basic	$	(7.28	)	$	0.05		Basic		$	0.96	$	(7.23)
Diluted	$	(7.28	)	$	0.05		Diluted		$	0.95	$	(7.23)

Weighted average shares outstanding (Note 7)
Earnings (loss) per share from discontinued operations attributable to TechnipFMC plc							Earnings (loss) per share from discontinued operations attributable to TechnipFMC plc
Basic and diluted							Basic and diluted		$	(0.14)	$	(0.05)

Total earnings (loss) per share attributable to TechnipFMC plc							Total earnings (loss) per share attributable to TechnipFMC plc
Basic	447.5			450.1			Basic		$	0.82	$	(7.28)
Diluted	447.5			453.3			Diluted		$	0.81	$	(7.28)

Weighted average shares outstanding (Note 6)							Weighted average shares outstanding (Note 6)
Basic							Basic		449.7		447.5
Diluted							Diluted		451.1		447.5

The accompanying notes are an integral part of the condensed consolidated financial statements.

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)


	Three Months Ended
	March 31,
(In millions)		2021		2020
Net income (loss) attributable to TechnipFMC plc		$	368.2	$	(3,256.1)
Income from continuing operations attributable to non-controlling interests		(1.8)		(6.9)
Income from discontinued operations attributable to non-controlling interests		(1.9)		(3.5)
Net Income (loss) attributable to TechnipFMC plc, including non-controlling interest		371.9		(3,245.7)




Foreign currency translation adjustments(a)		(28.1)		(217.9)

Net losses on hedging instruments
Net losses arising during the period		(14.5)		(89.3)
Reclassification adjustment for net (gains) losses included in net income		(2.7)		0.1
Net losses on hedging instruments(b)		(17.2)		(89.2)


Pension and other post-retirement benefits
Net gains (losses) arising during the period		3.5		(0.7)



Reclassification adjustment for amortization of prior service cost included in net loss		0.1		0.3
Reclassification adjustment for amortization of net actuarial loss included in net loss		4.8		2.2

Net pension and other postretirement benefits(c)		8.4		1.8
Other comprehensive income (loss), net of tax		(36.9)		(305.3)
Comprehensive income (loss)		335.0		(3,551.0)
Comprehensive (income) loss attributable to non-controlling interest		(3.8)		0.7
Comprehensive income (loss) attributable to TechnipFMC plc		$	331.2	$	(3,550.3)

Three Months Ended
March 31,
(In millions) 2020 2019
Net income (loss) $ (3,245.7 ) $ 19.8
Foreign currency translation adjustments^(a)
(217.9 ) 20.9

Net gains (losses) on hedging instruments
Net gains (losses) arising during the period (89.3 ) 16.0
Reclassification adjustment for net losses included in net income 0.1
(0.3 )
Net gains (losses) on hedging instruments^(b)
(89.2 ) 15.7

Pension and other post-retirement benefits
Net gains (losses) arising during the period (0.7 ) 0.5
Reclassification adjustment for amortization of prior service cost included in net income 0.3
0.3
Reclassification adjustment for amortization of net actuarial loss included in net income 2.2
—
Net pension and other postretirement benefits^(c)
1.8
0.8
Other comprehensive (income) losses, net of tax (305.3 ) 37.4
Comprehensive income (loss) (3,551.0 ) 57.2
Comprehensive loss attributable to non-controlling interest 0.7
0.4
Comprehensive income (loss) attributable to TechnipFMC plc $ (3,550.3 ) $ 57.6

(a)Net of income tax benefit of NaN and NaN for the three months ended March 31, 2021 and 2020, respectively.

(b)Net of income tax benefit of $4.9 million and $22.5 million for the three months ended March 31, 2021 and 2020, respectively.

(c)Net of income tax expense of $(2.1) million and $(0.6) million for the three months ended March 31, 2021 and 2020, respectively.


~~(a)~~	~~Net of income tax (expense) benefit of NaN and NaN for the three months ended March 31, 2020 and 2019, respectively.~~


~~(b)~~	~~Net of income tax (expense) benefit of $22.5 million and $0.1 million for the three months ended March 31, 2020 and 2019, respectively.~~


~~(c)~~	~~Net of income tax (expense) benefit of $(0.6) million and $(0.1) million for the three months ended March 31, 2020 and 2019, respectively.~~

The accompanying notes are an integral part of the condensed consolidated financial statements.

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)


(In millions, except par value data)	March 31, 2020			December 31, 2019			(In millions, except par value data)	March 31, 2021		December 31, 2020
Assets							Assets
Cash and cash equivalents	$	4,999.4		$	5,190.2		Cash and cash equivalents	$	752.8	$	1,269.2
Trade receivables, net of allowances of $100.8 in 2020 and $95.4 in 2019	2,208.8			2,287.1
Contract assets	1,402.9			1,520.0
Trade receivables, net of allowances of $38.5 in 2021 and $40.2 in 2020							Trade receivables, net of allowances of $38.5 in 2021 and $40.2 in 2020	1,046.4		987.1
Contract assets, net of allowances of $1.1 in 2021 and $2.4 in 2020							Contract assets, net of allowances of $1.1 in 2021 and $2.4 in 2020	1,008.7		934.1
Inventories, net (Note 8)	1,347.5			1,416.0			Inventories, net (Note 8)	1,164.8		1,252.8
Derivative financial instruments (Note 20)	353.3			101.9
Derivative financial instruments (Note 19)							Derivative financial instruments (Note 19)	203.5		268.7
Income taxes receivable	269.9			264.6			Income taxes receivable	131.6		276.8
Advances paid to suppliers	279.7			242.9			Advances paid to suppliers	80.6		96.3

Other current assets (Note 9)	968.6			863.7			Other current assets (Note 9)	625.8		662.9
Investment in Technip Energies							Investment in Technip Energies	1,249.0		0
Current assets of discontinued operations							Current assets of discontinued operations	0		5,696.8
Total current assets	11,830.1			11,886.4			Total current assets	6,263.2		11,444.7
Investments in equity affiliates	321.3			300.4			Investments in equity affiliates	316.9		305.5
Property, plant and equipment, net of accumulated depreciation of $2,355.0 in 2020 and $2,288.8 in 2019	2,852.5			3,162.0
Property, plant and equipment, net of accumulated depreciation of $2,400.6 in 2021 and $2,154.2 in 2020							Property, plant and equipment, net of accumulated depreciation of $2,400.6 in 2021 and $2,154.2 in 2020	2,690.8		2,744.7
Operating lease right-of-use assets	826.4			892.6			Operating lease right-of-use assets	750.5		784.9
Goodwill	2,461.0			5,598.3
Intangible assets, net of accumulated amortization of $779.7 in 2020 and $763.4 in 2019	1,049.5			1,086.6
Finance lease right-of-use assets							Finance lease right-of-use assets	51.5		27.5

Intangible assets, net of accumulated amortization of $422.8 in 2021 and $493.1 in 2020							Intangible assets, net of accumulated amortization of $422.8 in 2021 and $493.1 in 2020	832.7		851.3
Deferred income taxes	238.5			260.5			Deferred income taxes	57.3		49.4
Derivative financial instruments (Note 20)	84.0			39.5
Derivative financial instruments (Note 19)							Derivative financial instruments (Note 19)	35.3		29.2

Other assets	264.3			292.5			Other assets	167.3		161.8
Non-current assets of discontinued operations							Non-current assets of discontinued operations	0		3,293.6
Total assets	$	19,927.6		$	23,518.8		Total assets	$	11,165.5	$	19,692.6

Liabilities and equity							Liabilities and equity
Short-term debt and current portion of long-term debt (Note 14)	$	586.7		$	495.4
Short-term debt and current portion of long-term debt (Note 13)							Short-term debt and current portion of long-term debt (Note 13)	$	96.8	$	624.7
Operating lease liabilities	245.0			275.1			Operating lease liabilities	161.6		195.5
Finance lease liabilities							Finance lease liabilities	51.1		26.9
Accounts payable, trade	2,551.2			2,659.8			Accounts payable, trade	1,247.9		1,195.2
Contract liabilities	4,653.5			4,585.1			Contract liabilities	892.5		1,045.7
Accrued payroll	368.7			411.5			Accrued payroll	178.4		186.8
Derivative financial instruments (Note 20)	485.6			141.3
Derivative financial instruments (Note 19)							Derivative financial instruments (Note 19)	172.5		157.5
Income taxes payable	120.4			75.7			Income taxes payable	84.9		61.5
Other current liabilities (Note 9)	1,403.5			1,494.5			Other current liabilities (Note 9)	985.6		800.1
Current liabilities of discontinued operations							Current liabilities of discontinued operations	0		6,121.3
Total current liabilities	10,414.6			10,138.4			Total current liabilities	3,871.3		10,415.2
Long-term debt, less current portion (Note 14)	3,823.9			3,980.0
Operating lease liabilities	644.9			681.7
Long-term debt, less current portion (Note 13)							Long-term debt, less current portion (Note 13)	2,434.3		2,835.5
Operating lease liabilities, less current portion							Operating lease liabilities, less current portion	656.4		632.8
Deferred income taxes	57.7			138.2			Deferred income taxes	60.7		79.3
Accrued pension and other post-retirement benefits, less current portion	347.4			368.6			Accrued pension and other post-retirement benefits, less current portion	248.9		268.4
Derivative financial instruments (Note 20)	98.2			52.7
Derivative financial instruments (Note 19)							Derivative financial instruments (Note 19)	34.2		18.8
Other liabilities	416.6			430.0			Other liabilities	119.6		103.3
Non-current liabilities of discontinued operations							Non-current liabilities of discontinued operations	0		1,081.3
Total liabilities	15,803.3			15,789.6			Total liabilities	7,425.4		15,434.6
Commitments and contingent liabilities (Note 18)
Commitments and contingent liabilities (Note 17)							Commitments and contingent liabilities (Note 17)	0		0
Mezzanine equity							Mezzanine equity
Redeemable non-controlling interest	39.5			41.1			Redeemable non-controlling interest	44.6		43.7
Stockholders’ equity (Note 15)
Ordinary shares, $1.00 par value; 618.3 shares and 618.3 shares authorized in 2020 and 2019, respectively; 448.3 shares and 447.1 shares issued and outstanding in 2020 and 2019, respectively; 0.0 and 4.0 shares canceled in 2020 and 2019, respectively	448.3			447.1
Stockholders’ equity (Note 14)							Stockholders’ equity (Note 14)
Ordinary shares, $1.00 par value; 618.3 shares authorized in 2021 and 2020; 449.8 shares and 449.5 shares issued and outstanding in 2021 and 2020, respectively							Ordinary shares, $1.00 par value; 618.3 shares authorized in 2021 and 2020; 449.8 shares and 449.5 shares issued and outstanding in 2021 and 2020, respectively	449.8		449.5
Capital in excess of par value of ordinary shares	10,196.8			10,182.8			Capital in excess of par value of ordinary shares	9,152.1		10,242.4
(Accumulated deficit) retained earnings	(4,887.0		)	(1,563.1		)
Accumulated deficit							Accumulated deficit	(4,547.0)		(4,915.2)
Accumulated other comprehensive loss	(1,701.7		)	(1,407.5		)	Accumulated other comprehensive loss	(1,400.8)		(1,622.5)
Total TechnipFMC plc stockholders’ equity	4,056.4			7,659.3			Total TechnipFMC plc stockholders’ equity	3,654.1		4,154.2
Non-controlling interests	28.4			28.8			Non-controlling interests	41.4		40.4
Non-controlling interests of discontinued operations							Non-controlling interests of discontinued operations	0		19.7
Total equity	4,084.8			7,688.1			Total equity	3,695.5		4,214.3
Total liabilities and equity	$	19,927.6		$	23,518.8		Total liabilities and equity	$	11,165.5	$	19,692.6

The accompanying notes are an integral part of the condensed consolidated financial statements.

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(In millions) Three Months Ended
March 31,
2020 2019
Cash provided (required) by operating activities
Net income (loss) $ (3,245.7 ) $ 19.8
Adjustments to reconcile net income to cash provided (required) by operating activities
Depreciation 89.5
88.9
Amortization 30.9
30.5
Impairments 3,188.0
0.9
Employee benefit plan and share-based compensation costs 18.3
20.9
Deferred income tax provision (benefit), net (54.3 ) (90.8 )
Unrealized loss on derivative instruments and foreign exchange 105.6
29.2
Income from equity affiliates, net of dividends received (25.4 ) (9.9 )
Other 47.2
72.7
Changes in operating assets and liabilities, net of effects of acquisitions
Trade receivables, net and contract assets (50.5 ) 131.8
Inventories, net (30.2 ) (61.5 )
Accounts payable, trade (4.2 ) (148.6 )
Contract liabilities 181.5
186.1
Income taxes payable (receivable), net 34.0
20.8
Other current assets and liabilities, net (375.2 ) (126.3 )
Other noncurrent assets and liabilities, net 118.4
(43.1 )
Cash provided by operating activities 27.9
121.4

Cash provided (required) by investing activities
Capital expenditures (83.5 ) (178.2 )
Payment to acquire debt securities —
(59.7 )
Cash received from divestiture 2.5
—
Proceeds from sale of assets 7.5
0.9
Cash required by investing activities (73.5 ) (237.0 )

Cash required by financing activities
Net increase in short-term debt 87.0
114.5
Net decrease in commercial paper (578.5 ) (450.4 )
Proceeds from revolving credit facility 500.0

—
Proceeds from issuance of long-term debt —
96.2
Purchase of ordinary shares —
(33.0 )
Payments related to taxes withheld on share-based compensation (3.2 )
—
Settlements of mandatorily redeemable financial liability (4.2 ) (174.9 )
Cash provided (required) by financing activities 1.1
(447.6 )
Effect of changes in foreign exchange rates on cash and cash equivalents (146.3 ) (11.5 )
Decrease in cash and cash equivalents (190.8 ) (574.7 )
Cash and cash equivalents, beginning of period 5,190.2
5,540.0
Cash and cash equivalents, end of period $ 4,999.4
$ 4,965.3


(In millions)	Three Months Ended March 31,
	2021		2020
Cash provided (required) by operating activities


Net income (loss) from continuing operations	$	432.1	$	(3,227.9)
Adjustments to reconcile income (loss) from continuing operations to cash provided (required) by operating activities
Depreciation	71.1		78.4
Amortization	24.1		25.5
Impairments	18.8		3,188.0
Employee benefit plan and share-based compensation costs	4.7		16.3
Deferred income tax benefit, net	(31.9)		(58.7)
Income from investment in Technip Energies	(470.1)		0
Unrealized loss on derivative instruments and foreign exchange	(5.5)		92.6
Income from equity affiliates, net of dividends received	(7.7)		(22.1)
Loss on early extinguishment of debt	23.5		0
Other	(0.1)		(5.1)
Changes in operating assets and liabilities, net of effects of acquisitions
Trade receivables, net and contract assets	(165.6)		38.3
Inventories, net	66.0		(29.1)
Accounts payable, trade	84.8		(56.9)
Contract liabilities	(132.9)		50.3
Income taxes payable (receivable), net	165.3		43.4
Other current assets and liabilities, net	100.7		(676.7)
Other noncurrent assets and liabilities, net	4.2		103.9
Cash provided (required) by operating activities from continuing operations	181.5		(439.8)
Cash provided by operating activities from discontinued operations	66.3		467.7
Cash provided by operating activities	247.8		27.9

Cash provided (required) by investing activities
Capital expenditures	(44.2)		(75.5)
Proceeds from sale of debt securities	24.2		0
Cash received from divestiture	0		2.5
Proceeds from sale of assets	4.4		7.1
Proceed from sale of investment in Technip Energies	100.0		0
Advances from BPI	100.0		0
Proceeds from repayment of advances to joint venture	12.5		0
Other	0		1.9
Cash provided (required) by investing activities from continuing operations	196.9		(64.0)
Cash required by investing activities from discontinued operations	(4.5)		(9.5)
Cash provided (required) by investing activities	192.4		(73.5)

Cash provided (required) by financing activities
Net increase in short-term debt	6.2		73.6
Net decrease in commercial paper	(953.1)		(309.2)
Proceeds from revolving credit facility	200.0		500.0
Proceeds from issuance of long-term debt	1,000.0		0
Repayments of long-term debt	(1,065.8)		0
Payments for debt issuance costs	(53.5)		0
Payments related to taxes withheld on share-based compensation	0		(3.2)
Cash paid for finance leases	(0.4)		0

Cash provided (required) by financing activities from continuing operations	(866.6)		261.2
Cash provided (required) by financing activities from discontinued operations	(79.1)		(458.2)
Cash required by financing activities	(945.7)		(197.0)
Effect of changes in foreign exchange rates on cash and cash equivalents	(10.9)		(9.7)
Decrease in cash and cash equivalents	(516.4)		(252.3)
Cash and cash equivalents, beginning of period	1,269.2		1,188.0
Cash and cash equivalents, end of period	$	752.8	$	935.7

The accompanying notes are an integral part of the condensed consolidated financial statements.

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

THREE MONTHS ENDED MARCH 31, 2021 and 2020


(In millions)	Ordinary Shares			Ordinary Shares Held in Treasury and Employee Benefit Trust			Capital in Excess of Par Value of Ordinary Shares			(Accumulated deficit) retained earnings			Accumulated Other Comprehensive Income (Loss)			Non-controlling Interest			Total Stockholders’ Equity			(In millions)	Ordinary Shares	Capital in Excess of Par Value of Ordinary Shares	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Non-controlling Interest	Total Stockholders’ Equity
Balance as of December 31, 2018	$	450.5		$	(2.4	)	$	10,197.0		$	1,072.2		$	(1,359.7	)	$	31.3		$	10,388.9
Adoption of accounting standards	—			—			—			1.8			—			—			1.8
Net income (loss)	—			—			—			20.9			—			(1.1		)	19.8
Other comprehensive income	—			—			—			—			36.7			0.7			37.4
Cancellation of ordinary shares	(2.2		)	—			(47.9		)	—			—			—			(50.1		)
Net sales of ordinary shares for employee benefit trust	—			2.4			—			—			—			—			2.4
Cash dividends declared ($0.13 per share)	—			—			—			(58.5		)	—			—			(58.5		)
Share-based compensation (Note 16)	—			—			20.4			—			—			—			20.4
Other	—			—			—			11.5			—			—			11.5
Balance as of March 31, 2019	$	448.3		$	—		$	10,169.5		$	1,047.9		$	(1,323.0	)	$	30.9		$	10,373.6

Balance as of December 31, 2019	$	447.1		$	—		$	10,182.8		$	(1,563.1	)	$	(1,407.5	)	$	28.8		$	7,688.1		Balance as of December 31, 2019	447.1	10,182.8	(1,563.1)	(1,407.5)	28.8	7,688.1
Adoption of accounting standards (Note 4)	—			—			—			(7.8		)	—			—			(7.8		)
Adoption of accounting standards (Note 3)																						Adoption of accounting standards (Note 3)	—	—	(7.8)	—	—	(7.8)
Net income (loss)	—			—			—			(3,256.1		)	—			10.4			(3,245.7		)	Net income (loss)	—	—	(3,256.1)	—	10.4	(3,245.7)
Other comprehensive loss	—			—			—			—			(294.2		)	(11.1		)	(305.3		)	Other comprehensive loss	—	—	—	(294.2)	(11.1)	(305.3)
Issuance of ordinary shares	1.2			—			(7.6		)	—			—			—			(6.4		)	Issuance of ordinary shares	1.2	(7.6)	—	—	—	(6.4)
Cash dividends declared ($0.13 per share)	—			—			—			(59.2		)	—			—			(59.2		)	Cash dividends declared ($0.13 per share)	—	—	(59.2)	—	—	(59.2)
Share-based compensation (Note 16)	—			—			21.6			—			—			—			21.6
Share-based compensation (Note 15)																						Share-based compensation (Note 15)	—	21.6	—	—	—	21.6
Other	—			—			—			(0.8		)	—			0.3			(0.5		)	Other	—	—	(0.8)	—	0.3	(0.5)
Balance as of March 31, 2020	$	448.3		$	—		$	10,196.8		$	(4,887.0	)	$	(1,701.7	)	$	28.4		$	4,084.8		Balance as of March 31, 2020	448.3	10,196.8	(4,887.0)	(1,701.7)	28.4	4,084.8

Balance as of December 31, 2020																						Balance as of December 31, 2020	449.5	10,242.4	(4,915.2)	(1,622.5)	60.1	4,214.3

Net income (loss)																						Net income (loss)	—	—	368.2	—	3.7	371.9
Other comprehensive loss																						Other comprehensive loss	—	—	—	(37.0)	0.1	(36.9)
Issuance of ordinary shares																						Issuance of ordinary shares	0.3	—	—	—	—	0.3
Share-based compensation (Note 15)																						Share-based compensation (Note 15)	—	3.4	—	—	—	3.4
Spin-off of Technip Energies (Note 2)																						Spin-off of Technip Energies (Note 2)	—	(1,093.7)	0	258.7	(19.9)	(854.9)

Other																						Other	—	—	—	—	(2.6)	(2.6)
Balance as of March 31, 2021																						Balance as of March 31, 2021	449.8	9,152.1	(4,547.0)	(1,400.8)	41.4	3,695.5

The accompanying notes are an integral part of the condensed consolidated financial statements.

TECHNIPFMC PLC AND CONSOLIDATED SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements of TechnipFMC plc and its consolidated subsidiaries (“TechnipFMC”, the “Company,” “we,” “us,” or “our”) have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) and rules and regulations of the Securities and Exchange Commission (“SEC”) pertaining to interim financial information. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted. These unaudited condensed consolidated financial statements should be read together with our audited consolidated financial statements contained in our Annual Report on Form 10-K (“Form 10-K”) for the year ended December 31, ~~2019.~~2020.

Our accounting policies are in accordance with GAAP. The preparation of financial statements in conformity with these accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Ultimate results could differ from our estimates.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, as well as adjustments to our financial position pursuant to a business combination, necessary for a fair statement of our financial condition and operating results as of and for the periods presented. Revenue, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these financial statements may not be representative of the results that may be expected for the year ending December 31, ~~2020.~~2021.

~~Reclassifications –~~ ~~Certain prior-year amounts have been reclassified to conform to the current year’s presentation.~~

NOTE 2. ~~PLANNED SEPARATION TRANSACTION~~DISCONTINUED OPERATIONS

The Spin-off

On ~~August 26, 2019,~~February 16, 2021, we ~~announced that~~completed our ~~Board of Directors had unanimously approved a plan to separate our Onshore/Offshore segment and Loading Systems and process automation businesses~~separation into antwo independent publicly traded ~~company~~companies: TechnipFMC, a fully integrated technology and service provider, and Technip Energies, a leading engineering and technology player (“Technip Energies”). The transaction was structured as a spin-off (the “Spin-off”), which occurred by way of a pro rata dividend (the “Distribution”) to our shareholders of 50.1 percent of the outstanding shares in Technip Energies N.V. Each of our shareholders received one ordinary share of Technip Energies N.V. for every five ordinary shares of TechnipFMC held at 5:00 p.m., Eastern Standard time on the record date, February 17, 2021. Technip Energies N.V. is now an independent public company and its shares trade under the ticker symbol “TE” on the Euronext Paris Stock Exchange.

In connection with the ~~planned transaction, we renamed our Onshore/Offshore segment to~~Spin-off, TechnipFMC and Technip Energies entered into a separation and distribution agreement, as well as various other agreements, including among others a tax matters agreement, an employee matters agreement and a transition services agreement and certain agreements relating to intellectual property. These agreements provide for the allocation between TechnipFMC and Technip Energies of assets, employees, liabilities and obligations attributable to periods prior to, at and after the Spin-off.

Discontinued Operations

The Spin-off represented a strategic shift that will have a major impact to our operations and consolidated financial statements, accordingly Technip Energies has been presented as discontinued operations in the ~~first quarter~~consolidated statements of ~~2020. Due to the COVID-19 pandemic, the sharp decline in commodity prices,~~income, consolidated balance sheets and the ~~heightened volatility in global equity markets, on March 15, 2020, we announced~~consolidated statements of cash flows. Therefore, the ~~postponement~~results of the completion of the transaction until the markets sufficiently recover. The transaction will be subject to general market conditions, regulatory approvals, consultation of employee representatives, where applicable, and final approval from our Board of Directors. We have incurred $27.1 million of separation costs associated with the planned transactionTechnip Energies were presented as discontinued operations for the three months ended March 31, ~~2020.~~2021 and 2020 including the historical results of Technip Energies prior to the Distribution on February 16, 2021. Our condensed consolidated balance sheets, condensed consolidated statements of income, condensed consolidated statements of cash flows and notes to the condensed consolidated financial statements have been updated to reflect continuing operations only.

The following table summarizes the components of income from discontinued operations, net of tax:

~~NOTE 3. BUSINESS COMBINATION TRANSACTIONS~~


	Three Months Ended
	March 31,
(In millions)	2021		2020
Revenue	$	906.0	$	1,547.7
Costs and expenses	889.3		1,442.4
Other income and interest expense, net	(18.6)		(62.2)
Income (loss) from discontinued operations before income taxes	$	(1.9)	$	43.1
Income (loss) from discontinued operations, net of income taxes	$	(60.2)	$	(17.8)

Assets and liabilities of discontinued operations are summarized below:


	December 31,
(In millions)	2020
Assets
Cash and cash equivalents	$	3,538.6
Trade receivables, net of allowances	1,302.7
Contract assets	333.5
Other current assets	522.0
Total current assets of discontinued operations	5,696.8
Property, plant and equipment, net of accumulated depreciation	117.1
Goodwill	2,512.5
Other assets	664.0
Total non-current assets of discontinued operations	3,293.6
Total assets of discontinued operations	$	8,990.4

Liabilities
Accounts payable, trade	$	1,545.1
Contract liabilities	3,690.4
Other current liabilities	885.8
Total current liabilities of discontinued operations	6,121.3
Long-term debt, less current portion	482.2
Operating lease liabilities	248.2
Other liabilities	350.9
Total non-current liabilities of discontinued operations	1,081.3
Total liabilities of discontinued operations	$	7,202.6

On ~~December 30, 2019, we completed the acquisition~~February 16, 2021, all assets and liabilities of ~~the remaining 50% interest in~~ Technip ~~Odebrecht PLSV CV (“TOP CV”). TOP CV was formed~~Energies were spun-off, therefore, as a joint venture between Technip SA and Ocyan SA to provide pipeline installation ships to Petroleo Brasileiro SA (“Petrobras”) for their work in oil and gas fields offshore Brazil with results reported in our Subsea segment using the equity method of accounting. Subsequent to this transaction the investment became a fully consolidated entity. In connection with the acquisition, we acquired $391.0 million in assets, including two vessels valued at $335.2 million. In addition, we assumed $239.9 million of liabilities, including a $203.1 million term loan.

~~There~~March 31, 2021, there were no ~~significant acquisitions or other type of business combinations during the three months ended March 31, 2020~~assets and ~~2019.~~liabilities classified as discontinued operations.

NOTE 4.3. NEW ACCOUNTING STANDARDS

Recently Adopted ~~Accounting Standards under GAAP~~

~~Effective January 1, 2020, we adopted ASU No. 2018-13,~~ ~~“Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement.”~~ This update modifies the disclosure requirement on fair value measurements in Topic 820. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively. The adoption of this update concerns presentation and disclosure only as it relates to our consolidated financial statements. See Note 21 for our fair value measurements disclosure.

~~Effective January 1, 2020, we adopted ASU No. 2018-15,~~ “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force).” This update requires that the implementation costs incurred in a cloud computing arrangement that is a service contract are deferred if they would be capitalized based on the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of this update did not have a material impact on our consolidated financial statements.

~~Effective January 1, 2020, we adopted ASU No. 2018-18,~~ ~~“Collaborative Arrangements (Topic 808)—Clarifying the Interaction between Topic 808 and Topic 606.”~~ This update clarifies the interaction between the guidance for certain collaborative arrangements and the Revenue Recognition financial accounting and reporting standard. An entity should recognize the cumulative effect of initially applying the amendments as an adjustment to the opening balance of retained earnings of the later of the earliest annual period presented and the annual period that includes the date of the entity’s initial application of Topic 606. The adoption of this update concerns presentation and disclosure only with no material impact to our consolidated results.

~~Effective January 1, 2020, we adopted ASU No. 2019-04,~~ ~~“Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments.” The update clarifies and improves areas of guidance related to the recently issued standards including (1) ASU No. 2016-01,~~ ~~“Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Liabilities”, (2) ASU No. 2016-13,~~ ~~“Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.”, and (3) ASU No. 2017-12,~~ ~~“Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities”.~~ ~~The adoption of this update concerns presentation and disclosure only with no material impact to our consolidated financial results.~~

~~Effective January 1, 2020, we adopted ASU No. 2016-13,~~ ~~“Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”.~~ ~~This update introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses.~~

~~Adoption of ASU No. 2016-13 “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments~~

~~In June 2016, the Financial Accounting Standard Board (“FASB”) issued ASU No. 2016-13,~~ ~~“Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments~~.” This update introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The updated guidance applies to (1) loans, accounts receivable, trade receivables, and other financial assets measured at amortized cost, (2) loan commitments and other off-balance sheet credit exposures, (3) debt securities and other financial assets measured at fair value through other comprehensive income, and (4) beneficial interests in securitized financial assets.

Topic 326 was subsequently amended to provide a practical expedient for transition and targeted improvements to the new credit losses standard (ASU 2018-19). We adopted the new credit losses standard as of January 1, 2020, using a modified retrospective transition method through a cumulative-effect adjustment to beginning retained earnings in the period of adoption. The effect of adopting Topic 326 was a decrease in retained earnings of $7.8 million, which includes a $2.1 million increase in noncurrent deferred tax assets, with a corresponding decrease in trade receivables, loans, and debt notes receivable.

Financial assets at amortized cost include trade receivables, loans issued to third or related parties, and held to maturity debt securities. These financial assets were presented under other current assets or other assets, as applicable. Contract assets are subject to the credit losses standard per revenue recognition standard.

Trade receivables and contracts assets constitute a homogeneous portfolio, and therefore, to measure the expected credit losses, trade receivables and contract assets have been grouped together. The contract assets relate to unbilled work in progress and have substantially the same risk characteristics as the trade receivables for the same types of contracts. We have therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.

~~The following table summarizes the balances of financial assets and non-financial asset at amortized cost as of January 1, 2020:~~

(In millions) As reported at December 31, 2019 Impact of ASC 326 Balance at January 1, 2020
Asset category
Loans and Receivables:
Trade receivables, net 2,287.1
$ (3.8 ) $ 2,283.3
Loans receivable, net 138.5
(1.5 ) 137.0
Security deposits and other, net 36.6
(1.0 ) 35.6
Held-to-maturity
Debt securities at amortized cost 71.9
(1.1 ) 70.8
Total financial assets $ 2,534.1
$ (7.4 ) $ 2,526.7

Non-financial assets
Contract assets, net $ 1,520.0
$ (2.5 ) $ 1,517.5

We manage our receivable portfolios using published default risk as a key credit quality indicator for our loans and receivables. Our loans receivable and security deposits were related to sales of fixed assets or businesses, loans to related parties for capital expenditure purposes, or security deposits for lease arrangements. Trade receivables due within one year or less are not required to be included in this disclosure.

~~We manage our held-to-maturity debt securities using published credit ratings as a key credit quality indicator as our held-to-maturity debt securities consist of government bonds.~~

~~The table below summarizes the amortized cost basis of financial assets by years of origination and credit quality. The key credit quality indicator is updated as of March 31, 2020.~~

(In millions) Year of origination Balance at March 31, 2020
Loans receivables, security deposits and other
Moody’s rating Ba2 2019 $ 169.3

Debt securities at amortized cost
Moody’s rating B3 2019 70.8
Total financial assets $ 240.1

~~Credit Losses~~

For contract assets, trade receivables, loans receivable, and security deposits and other, we have elected to calculate an expected credit loss based on loss rates from historical data. We develop loss-rate statistics on the basis of the amount written off over the life of the financial assets and contract assets and adjust these historical credit loss trends for forward-looking factors specific to the debtors and the economic environment to determine lifetime expected losses.

For held-to-maturity debt securities at amortized cost we evaluate whether the debt securities are considered to have low credit risk at the reporting date using available, reasonable, and supportable information.

~~The table below shows the roll-forward of allowance for credit losses for the three months ended March 31, 2020.~~

Balance at March 31, 2020
(In millions) Trade receivables Contract assets Loans receivable Security deposit and other Held-to-maturity debt securities
Beginning balance in allowance for credit losses $ 99.2
$ 4.0
$ 9.5
$ 1.6
$ 1.1
Current period provision for expected credit losses 3.7
1.4
(0.5 ) (0.2 ) —
Write-offs charged against the allowance (0.8 ) —
—
—
—
Recoveries (1.3 ) —
—
—
—
Ending balance in the allowance for credit losses $ 100.8
$ 5.4
$ 9.0
$ 1.4
$ 1.1

~~Other than trade receivables due in one year or less, we do not have any financial assets that are past due or are on non-accrual status~~.

~~Recently Issued~~ Accounting Standards under GAAP

In August 2018, the FASB issued ASU No. 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans.” This update amends ASC 715 to add, remove, and clarify disclosure requirements related to defined benefit pension and other post-retirement plans. ~~The amendments in~~We adopted this ~~ASU are effective for us~~amendment as of January 1, ~~2021. Early adoption is permitted. The amendments in this update are required to be adopted retrospectively. We are currently evaluating the~~2021, which did not have a material impact ~~of this ASU~~ on our condensed consolidated financial statements.

In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes to Topic 740—Simplifying the Accounting for Income ~~Taxes”.~~Taxes.” The amendments simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. This update also improves and simplifies areas of generally accepted accounting principles (GAAP) for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. ~~This update is effective for us~~We adopted this amendment as of January 1, 2021, ~~and early adoption is permitted. We are currently evaluating the~~which did not have a material impact ~~of this ASU~~ on our condensed consolidated financial statements.

In January 2020, the FASB issued ASU No. 2020-01, "Investments—Equity Securities (Topic 321),", “Investments—Equity Method and Joint Ventures (Topic 323),”, and “Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic ~~815”~~815,”, and made targeted improvements to address certain aspects of accounting for financial instruments. This update clarifies that a company should consider observable transactions that require a company to either apply or discontinue the equity method of accounting under Topic 323, Investments—Equity Method and Joint Ventures, for the purposes of applying the measurement alternative in accordance with Topic 321 immediately before applying or upon discontinuing the equity method. The new ASU also clarifies that, when determining the accounting for certain forward contracts and purchased options, a company should not consider whether underlying securities would be accounted for under the equity method or fair value option upon settlement or exercise. ~~The~~We adopted this amendment ~~is effective from~~as of January 1, 2021, ~~and early adoption is permitted. We are currently evaluating the~~which did not have a material impact ~~of this ASU~~ on our condensed consolidated financial statements.

In October 2020, the FASB issued ASU No. 2020-10, “Codification Improvements.” The amendments in this update improve consistency by amending the accounting standards codification (the “Codification”) to include all disclosure guidance in the appropriate sections and clarify the application of various provisions in the Codification by amending and adding new headings, cross referencing to other guidance, and refining or correcting terminology. We adopted this update at January 1, 2021, which did not have a material impact on our condensed consolidated financial statements.

Recently Issued Accounting Standards under GAAP

In March 2020, the FASB issued ASU No. 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848).” In addition, in January 2021, FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848)” which clarifies the scope of Topic 848. The amendments in ~~this update~~these updates apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendments in this update are effective as of March 12, 2020 through December 31, 2022. We are currently evaluating the impact of this ASU on our condensed consolidated financial statements.

In August 2020, the FASB issued ASU No. 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40)”. This update simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. The amendments in this update are effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. We do not anticipate the adoption of this update to have a material impact on our condensed consolidated financial statements.

NOTE 5.4. REVENUE

The majority of our revenue is from long-term contracts associated with designing and manufacturing products and systems and providing services to customers involved in exploration and production of crude oil and natural gas.

Disaggregation of Revenue

Revenues are disaggregated by geographic location and contract types.

The following tables present products and services revenue by geography for each reportable segment for the three months ended March 31, ~~2020~~2021 and ~~2019:~~

2020:


	Reportable Segments
	Three Months Ended													Three Months Ended
	March 31, 2020						March 31, 2019							March 31, 2021				March 31, 2020
(In millions)	Subsea		Technip Energies		Surface Technologies		Subsea		Technip Energies		Surface Technologies		(In millions)	Subsea		Surface Technologies		Subsea		Surface Technologies
Europe, Russia, Central Asia	$	423.1	$	607.3	$	50.3	$	399.6	$	641.6	$	55.8	Europe, Russia, Central Asia	$	255.9	$	42.1	$	423.1	$	50.3
Americas	436.5		296.7		149.3		377.1		160.4		193.2		Americas	561.7		75.2		436.5		149.3
Asia Pacific	137.6		283.8		34.3		99.7		301.9		45.0		Asia Pacific	241.6		24.0		137.6		34.3
Africa	214.6		209.8		13.6		145.8		60.4		11.3		Africa	292.2		8.2		214.6		13.6
Middle East	21.8		150.1		50.5		135.2		170.8		52.6		Middle East	23.8		74.5		21.8		50.5
Total products and services revenue	$	1,233.6	$	1,547.7	$	298.0	$	1,157.4	$	1,335.1	$	357.9	Total products and services revenue	$	1,375.2	$	224.0	$	1,233.6	$	298.0

The following tables ~~represent~~present revenue by contract type for each reportable segment for the three months ended March 31, ~~2020~~2021 and ~~2019:~~2020:

Reportable Segments
Three Months Ended
March 31, 2020 March 31, 2019
(In millions) Subsea Technip Energies Surface Technologies Subsea Technip Energies Surface Technologies
Services $ 717.5
$ 1,534.1
$ 56.1
$ 645.6
$ 1,335.1
$ 70.4
Products 516.1
13.6
241.9
511.8
—
287.5
Total products and services revenue 1,233.6
1,547.7
298.0
1,157.4
1,335.1
357.9
Lease 19.5
—
31.5
27.9
—
34.7
Total revenue $ 1,253.1
$ 1,547.7
$ 329.5
$ 1,185.3
$ 1,335.1
$ 392.6


	Three Months Ended
	March 31, 2021				March 31, 2020
(In millions)	Subsea		Surface Technologies		Subsea		Surface Technologies
Services	$	793.4	$	32.8	$	717.5	$	56.1
Products	581.8		191.2		516.1		241.9
Total products and services revenue	1,375.2		224.0		1,233.6		298.0
Lease	11.3		21.5		19.5		31.5
Total revenue	$	1,386.5	$	245.5	$	1,253.1	$	329.5

Contract Balances

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, costs and estimated earnings in excess of billings on uncompleted contracts (contract assets), and billings in excess of costs and estimated earnings on uncompleted contracts (contract liabilities) on the condensed consolidated balance sheets.

Contract Assets - Contract Assets include unbilled amounts typically resulting from sales under long-term contracts when revenue is recognized over time and revenue recognized exceeds the amount billed to the customer, and right to payment is not just subject to the passage of time. Amounts may not exceed their net realizable value. Costs and estimated earnings in excess of billings on uncompleted contracts are generally classified as current.

Contract Liabilities - We sometimes receive advances or deposits from our customers, before revenue is recognized, resulting in contract liabilities.

The following table provides information about net contract ~~liabilities~~assets (liabilities) as of March 31, ~~2020~~2021 and December 31, ~~2019:~~2020:

(In millions) March 31,
2020 December 31,
2019 $ change % change
Contract assets $ 1,402.9
$ 1,520.0
$ (117.1 ) (7.7 )
Contract (liabilities) (4,653.5 ) (4,585.1 ) (68.4 ) (1.5 )
Net contract liabilities $ (3,250.6 ) $ (3,065.1 ) $ (185.5 ) (6.1 )


(In millions)	March 31, 2021		December 31, 2020		$ change		% change
Contract assets	$	1,008.7	$	934.1	$	74.6	8.0
Contract (liabilities)	(892.5)		(1,045.7)		153.2		14.7
Net contract assets (liabilities)	$	116.2	$	(111.6)	$	227.8	204.1

The ~~decrease~~increase in our contract assets from December 31, ~~2019~~2020 to March 31, ~~2020~~2021 was primarily due to the timing of project milestones.

The ~~increase~~decrease in our contract liabilities was primarily due to ~~additional cash~~completion of performance obligations for contracts, for which consideration was received ~~excluding amounts recognized as revenue~~in advance of the work performed during the period.

In order to determine revenue recognized in the period from contract liabilities, we first allocate revenue to the individual contract liability balance outstanding at the beginning of the period until the revenue exceeds that balance. Any subsequent revenue we recognize increases contract asset balance. Revenue recognized for the three months ended March 31, 2021 that was included in the contract liabilities balance at December 31, 2020 was $128.4 million. Revenue recognized for the three months ended March 31, 2020 ~~and 2019~~ that was included in the contract liabilities balance at December 31, 2019 ~~and 2018~~ was ~~$417.1 million and $867.2 million, respectively.~~$143.4 million.

~~In addition, net revenue recognized for~~For the three months ended March 31, 2021 and 2020, ~~and 2019 from our performance obligations satisfied in previous periods had favorable impacts of $57.3~~we recognized $(5.3) million and ~~$167.7~~$(11.8) million, ~~respectively. This primarily relates~~respectively, related to the unfavorable changes in ~~the estimate~~estimates of ~~the stage of completion that impacted~~contract revenue.

Transaction Price Allocated to the Remaining Unsatisfied Performance Obligations

Remaining unsatisfied performance obligations (“RUPO” or “order backlog”) represent the transaction price for products and services for which we have a material right but work has not been performed. ~~Transaction~~The transaction price of the order backlog includes the base transaction price, variable consideration and changes in transaction price. The order backlog table does not include contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. The transaction price of order backlog related to unfilled, confirmed customer orders is estimated at each reporting date. As of March 31, ~~2020,~~2021, the aggregate amount of the transaction price allocated to order backlog was ~~$21,962.1~~$7,221.4 million. We expect to recognize revenue on approximately ~~37.4%~~44.7% of the order backlog through ~~2020~~2021 and ~~62.6%~~55.3% thereafter.

The following table details the order backlog for each business segment as of March 31, ~~2020:~~

(In millions) 2020 2021 Thereafter
Subsea $ 3,100.0
$ 2,800.0
$ 1,873.5
Technip Energies 4,828.3
5,232.0
3,706.3
Surface Technologies 283.8
136.8
1.4
Total order backlog $ 8,212.1
$ 8,168.8
$ 5,581.2

2021:


(In millions)	2021		2022		Thereafter
Subsea	$	2,954.0	$	2,534.2	$	1,368.9
Surface Technologies	274.5		87.9		1.9
Total order backlog	$	3,228.5	$	2,622.1	$	1,370.8

NOTE 6.5. BUSINESS SEGMENTS

Management’s determination of our reporting segments was made on the basis of our strategic priorities within each segment and the differences in the products and services we provide, which corresponds to the manner in which our Chairman and Chief Executive Officer, as our chief operating decision maker, reviews and evaluates operating performance to make decisions about resources to be allocated to the segment. Subsequent to the Spin-off, we now operate under 2 reporting segments: Subsea and Surface Technologies:

•Subsea - designs and manufactures products and systems, and provides services used by oil and gas companies involved in offshore deep water exploration and production of crude oil and natural gas, while developing renewable alternatives to serve new energy industries.

~~We report the results of operations in the following segments:~~


•	~~Subsea -~~ designs and manufactures products and systems, performs engineering, procurement and project management, and provides services used by oil and gas companies involved in offshore exploration and production of crude oil and natural gas.


•	~~Technip Energies -~~ offers extensive experience, knowledge and unique project management capabilities in Onshore and Offshore hydrocarbon infrastructure businesses; it also combines its leading engineering and construction capabilities with its technological know-how, products and services to develop new solutions that will support the world’s energy transition.


•	Surface Technologies - designs and manufactures products and systems and provides services used by oil and gas companies involved in land and shallow water exploration and production of crude oil and natural gas; designs, manufactures, and supplies technologically advanced high-pressure valves and fittings for oilfield service companies; and also provides flowback and well testing services.

Beginning in the first quarter of 2020, in anticipation of our separation transaction, we renamed our Onshore/Offshore segment to Technip Energies, which includes our Loading Systems business that was previously reported in the Surface Technologies segment and our process automation business, Cybernetix, that was previously reported in the Subsea segment. Prior year information has not been restated due to these businesses not being material.

Segment operating profit (loss) is defined as total segment revenue less segment operating expenses. Income (loss) from equity method investments is included in computing segment operating profit. The following items have been excluded in computing segment operating ~~profit:~~profit (loss): corporate staff expense, foreign exchange gains (losses), income from investment in Technip Energies, net interest income (expense) associated with corporate debt facilities and income ~~taxes, and other revenue and other expense, net.~~taxes.

Segment revenue and segment operating profit (loss) were as follows:


	Three Months Ended
	March 31,
(In millions)		2021		2020
Segment revenue
Subsea		$	1,386.5	$	1,253.1
Surface Technologies		245.5		329.5
Total revenue		$	1,632.0	$	1,582.6

Segment operating profit (loss)
Subsea		$	37.0	$	(2,750.7)
Surface Technologies		8.2		(424.0)
Total segment operating profit (loss)		$	45.2	$	(3,174.7)

Corporate items


Corporate expense(a)		(28.8)		(30.3)
Net interest expense		(34.5)		(23.0)
Loss on early extinguishment of debt		(23.5)		0
Income from investment in Technip Energies		470.1		0
Foreign exchange gains (losses)		28.1		(23.1)
Total corporate items		411.4		(76.4)
Income (loss) before income taxes(b)		$	456.6	$	(3,251.1)

(a)Corporate expense primarily includes corporate staff expenses, share-based compensation expenses, impairment, restructuring and other expense, and other employee benefits.

Three Months Ended
March 31,
(In millions) 2020 2019
Segment revenue
Subsea $ 1,253.1
$ 1,185.3
Technip Energies 1,547.7
1,335.1
Surface Technologies 329.5
392.6
Total revenue $ 3,130.3
$ 2,913.0

Segment operating profit (loss)
Subsea $ (2,750.7 ) $ 49.9
Technip Energies 151.2
155.7
Surface Technologies (424.0 ) 10.5
Total segment operating profit (loss) $ (3,023.5 ) $ 216.1

Corporate items
Corporate expense^(a)
$ (112.2 ) $ (93.6 )
Net interest expense (72.3 ) (88.2 )
Total corporate items (184.5 ) (181.8 )
Income (loss) before income taxes^(b)
$ (3,208.0 ) $ 34.3
(b)Includes amounts attributable to non-controlling interests.


~~(a)~~	Corporate expense primarily includes corporate staff expenses, legal reserve, stock-based compensation expenses, other employee benefits, certain foreign exchange gains and losses, and merger transaction integration and separation expenses.


~~(b)~~	~~Includes amounts attributable to non-controlling interests.~~

~~Segment assets were as follows:~~

(In millions) March 31,
2020 December 31, 2019
Segment assets
Subsea $ 7,510.5
$ 10,824.2
Technip Energies 4,747.7
4,448.8
Surface Technologies 1,739.6
2,246.4
Intercompany eliminations (26.4 ) (33.9 )
Total segment assets 13,971.4
17,485.5
Corporate ^(a)
5,956.2
6,033.3
Total assets $ 19,927.6
$ 23,518.8


~~(a)~~	Corporate includes cash, LIFO adjustments, deferred income tax balances, property, plant and equipment not associated with a specific segment, pension assets and the fair value of derivative financial instruments.

NOTE 7.6. EARNINGS (LOSS) PER SHARE

A reconciliation of the number of shares used for the basic and diluted earnings (loss) per share calculation was as follows:

Three Months Ended
March 31,
(In millions, except per share data) 2020 2019
Net income (loss) attributable to TechnipFMC plc $ (3,256.1 ) $ 20.9

Weighted average number of shares outstanding 447.5
450.1
Dilutive effect of restricted stock units —
1.0
Dilutive effect of performance shares —
2.2
Total shares and dilutive securities 447.5
453.3

Basic earnings (loss) per share attributable to TechnipFMC plc $ (7.28 ) $ 0.05
Diluted earnings (loss) per share attributable to TechnipFMC plc $ (7.28 ) $ 0.05

~~As of~~


	Three Months Ended
	March 31,
(In millions, except per share data)		2021		2020
Income (loss) from continuing operations attributable to TechnipFMC plc		$	430.3	$	(3,234.8)
Income (loss) from discontinued operations attributable to TechnipFMC plc		(62.1)		(21.3)
Net Income (loss) attributable to TechnipFMC plc		$	368.2	$	(3,256.1)



Weighted average number of shares outstanding		449.7		447.5
Dilutive effect of restricted stock units		1.4		0



Total shares and dilutive securities		451.1		447.5

Basic and diluted earnings (loss) per share attributable to TechnipFMC plc:
Earnings (loss) per share from continuing operations attributable to TechnipFMC plc
Basic		$	0.96	$	(7.23)
Diluted		$	0.95	$	(7.23)

Earnings (loss) per share from discontinued operations attributable to TechnipFMC plc
Basic and diluted		$	(0.14)	$	(0.05)

Total earnings (loss) per share attributable to TechnipFMC plc
Basic		$	0.82	$	(7.28)
Diluted		$	0.81	$	(7.28)

For the three months ended March 31, 2020, we incurred a loss from continuing operations; therefore, the ~~net result was a loss. Certain restricted stock units and performance~~impact of 2.7 million shares ~~had an anti-dilutive effect; as a consequence, potential~~were anti-dilutive.

Weighted average shares ~~linked to those instruments~~of the following share-based compensation awards were ~~not taken into account in~~excluded from the calculation of diluted weighted average number of shares ~~or in~~where the assumed proceeds exceed the average market price from the calculation of diluted ~~earnings (loss) per share.~~weighted average number of shares, because their effect would be anti-dilutive:


	Three Months Ended
	March 31,
(millions of shares)		2021	2020
Share option awards		1.7	4.7
Restricted share units		4.9	1.1
Performance shares		0	2.5
Total		6.6	8.3

NOTE 7. RECEIVABLES

We manage our receivables portfolios using published default risk as a key credit quality indicator for our loans and receivables. Our loans receivable and security deposits were related to sales of long-lived assets or businesses, loans to related parties for capital expenditure purposes, or security deposits for lease arrangements.

We manage our held-to-maturity debt securities using published credit ratings as a key credit quality indicator as our held-to-maturity debt securities consist of government bonds.

The table below summarizes the amortized cost basis of financial assets by years of origination and credit quality. The key credit quality indicator is updated as of March 31, 2021.


(In millions)	Year of origination	Balance as of March 31, 2021		Balance as of December 31, 2020
Loans receivables, security deposits and other
Moody’s rating Ba2	2019	$	98.5	$	107.6

Debt securities at amortized cost
Moody’s rating B3	2019	0		23.7
Total financial assets		$	98.5	$	131.3

Credit Losses

For held-to-maturity debt securities at amortized cost, we evaluate whether the debt securities are considered to have low credit risk at the reporting date using available, reasonable, and supportable information.

The table below shows the roll-forward of allowance for credit losses as of March 31, 2021 and 2020, respectively.


	Balance as of March 31, 2021
(In millions)	Trade receivables		Contract assets		Loans receivable		Security deposit and other		Held-to-maturity debt securities
Beginning balance in allowance for credit losses	$	40.2	$	2.4	$	7.5	$	0.4	$	0.5
Current period provision (release) for expected credit losses	3.8		(0.6)		(0.5)		0.2		(0.5)

Recoveries	(5.5)		(0.7)		(1.1)		0		0
Ending balance in the allowance for credit losses	$	38.5	$	1.1	$	5.9	$	0.6	$	0


	Balance as of March 31, 2020
(In millions)	Trade receivables		Contract assets		Loans receivable		Security deposit and other		Held-to-maturity debt securities
Beginning balance in allowance for credit losses	$	59.4	$	4.5	$	9.5	$	0.7	$	1.1
Current period provision for expected credit losses	1.6		0		0		0		0

Recoveries	(2.6)		0		(0.5)		0		0
Ending balance in the allowance for credit losses	$	58.4	$	4.5	$	9.0	$	0.7	$	1.1

Other than certain trade receivables due in one year or less, we do not have any financial assets that are past due or are on non-accrual status.

NOTE 8. INVENTORIES

Inventories consisted of the following:


(In millions)	March 31, 2020		December 31, 2019		(In millions)	March 31, 2021		December 31, 2020
Raw materials	$	301.4	$	347.5	Raw materials	$	222.6	$	270.3
Work in process	304.9		290.2		Work in process	227.5		242.7
Finished goods	741.2		778.3		Finished goods	714.7		739.8

Inventories, net	$	1,347.5	$	1,416.0	Inventories, net	$	1,164.8	$	1,252.8

NOTE 9. OTHER CURRENT ASSETS & OTHER CURRENT LIABILITIES

Other current assets consisted of the following:

(In millions) March 31,
2020 December 31,
2019
Value-added tax receivables 438.0
395.2
Sundry receivables 112.0
69.6
Prepaid expenses 110.1
66.8
Other taxes receivables 89.7
100.7
Held-to-maturity investments 49.7
49.7
Current financial assets at amortized cost 41.1
42.0
Asset held for sale 11.2
25.8
Other 116.8
113.9
Total other current assets $ 968.6
$ 863.7


(In millions)	March 31, 2021		December 31, 2020
Value - added tax receivables	$	260.1	$	236.4
Prepaid expenses	95.4		78.1
Other tax receivables	80.0		73.8
Sundry receivables	74.1		138.4
Assets held for sale	47.4		47.3
Current financial assets at amortized cost	30.9		40.6
Held-to-maturity investments	0		24.2
Other	37.9		24.1
Total other current assets	$	625.8	$	662.9

Other current liabilities consisted of the following:


(In millions)	March 31, 2020		December 31, 2019		(In millions)	March 31, 2021		December 31, 2020
Value added tax and other taxes payable	257.7		240.4
Warranty accruals and project contingencies	219.6		310.1		Warranty accruals and project contingencies	$	193.2	$	168.8
Legal provisions	173.1		183.6		Legal provisions	129.6		127.6
Redeemable financial liability	131.4		129.1
Value - added tax and other taxes payable					Value - added tax and other taxes payable	126.2		91.4
BPI Share Purchase Agreement payable					BPI Share Purchase Agreement payable	100.0		0
Social security liability	121.5		116.5		Social security liability	65.9		67.9
Provision	43.1		53.2
Taxes payable to Technip Energies due to separation					Taxes payable to Technip Energies due to separation	59.0		0
Provisions					Provisions	36.1		53.0
Compensation accrual	21.6		89.6		Compensation accrual	18.6		54.3
Current portion of accrued pension and other post-retirement benefits	19.8		14.9		Current portion of accrued pension and other post-retirement benefits	7.1		6.9
Liabilities held for sale	9.3		9.3

Other accrued liabilities	406.4		347.8		Other accrued liabilities	249.9		230.2
Total other current liabilities	$	1,403.5	$	1,494.5	Total other current liabilities	$	985.6	$	800.1

NOTE 10. WARRANTY OBLIGATIONS

Warranty obligations are included within “Other current liabilities” in our consolidated balance sheets as of March 31, 2021 and December 31, 2020. A reconciliation of warranty obligations for the three months ended March 31, ~~2020~~2021 and ~~2019~~2020 is as ~~following:~~follows:


	Three Months Ended							Three Months Ended
	March 31,							March 31,
(In millions)	2020			2019			(In millions)		2021		2020
Balance at beginning of period	$	193.5		$	234.4		Balance at beginning of period		$	109.5	$	121.7
Warranty expenses	10.6			7.2			Warranty expenses		12.5		6.1
Adjustment to existing accruals	(52.4		)	(56.1		)	Adjustment to existing accruals		(12.3)		23.8
Claims paid	(3.1		)	(4.0		)	Claims paid		(3.0)		(0.9)
Balance at end of period	$	148.6		$	181.5		Balance at end of period		$	106.7	$	150.7

NOTE 11. EQUITY METHOD INVESTMENTS

Our income from equity affiliates during the three months ended March 31, 2021 and 2020 was $7.7 million and $21.1 million, respectively, and included within our Subsea segment.

Investment in ~~each~~Technip Energies

As discussed in Note 2, immediately following the completion of the Spin-off, we owned 49.9% of the outstanding shares of Technip Energies. On January 7, 2021, Bpifrance Participations SA (“BPI”) entered into a share purchase agreement with us (the “Share Purchase Agreement”) pursuant to which BPI agreed to purchase a portion of our ~~reporting segments~~retained stake in Technip Energies N.V. (the “BPI Investment”) for $200.0 million (the “Purchase Price”), subject to certain adjustments. On March 31, 2021, BPI ultimately purchased 7.5 million shares in Technip Energies from us for $100.0 million. Accordingly, on April 8, 2021, we refunded $100.0 million to BPI as a result of their revised level of investment. As of March 31, 2021, we owned 82.3 million shares, representing 45.7% of the outstanding shares of Technip Energies.

On April 27, 2021 we further reduced our ownership in Technip Energies and agreed to sell Technip Energies shares, representing approximately a total of 15% of Technip Energies’ share capital, through a private placement and the concurrent sale to Technip Energies. See Note 21 for details. We do not intend to remain a long-term shareholder of Technip Energies and will exit our ownership stake in a timely and orderly manner within a year.

At the Spin-off date, on initial recognition of the investment, we elected to account for our investment in Technip Energies at fair value with all subsequent changes in fair value for the investment reported in our consolidated statement of income.

For the three months ended March 31, 2021, we recognized $470.1 million of income related to our investment in Technip Energies. The amount recognized was comprised of a purchase price discount on sale of shares to BPI and a fair value revaluation gain of our investment. The carrying amount of the investment as ~~follows:~~of March 31, 2021 was $1,249.0 million.

Three Months Ended
March 31,
(In millions) 2020 2019
Subsea $ 21.1
$ 15.1
Technip Energies 7.7
(1.2 )
Income from equity affiliates $ 28.8
$ 13.9

NOTE 12. RELATED PARTY TRANSACTIONS

Receivables, payables, revenues, and expenses, which are included in our condensed consolidated financial statements for all transactions with related parties, defined as entities related to our directors and main shareholders as well as the partners of our consolidated joint ventures, were as follows.

~~Trade receivables~~Accounts receivable consisted of receivables due from the following related parties:

(In millions) March 31,
2020 December 31, 2019
TP JGC Coral France SNC $ 45.8
$ 40.1
TTSJV W.L.L. 23.0
22.4
Others 12.6
14.3
Total trade receivables $ 81.4
$ 76.8

~~TP JGC Coral France SNC and TTSJV W.L.L. are~~


(In millions)	March 31, 2021		December 31, 2020
Technip Energies	$	130.5	$	0
Equinor ASA	32.1		24.1
Dofcon Navegacao	2.9		4.2
Techdof Brasil AS	6.5		8.0

Others	2.1		1.7
Total accounts receivable	$	174.1	$	38.0

Dofcon Navegacao is an equity method ~~affiliates.~~affiliate. Techdof Brasil AS is a wholly owned subsidiary of Dofcon Brasil AS, our equity method affiliate. In October 2020, a prior member of our Board of Directors was an executive of Equinor ASA. One member of our Board of Directors serves on the Board of Directors for Storengy.

~~Trade payables~~Accounts payable consisted of payables due to the following related parties:

(In millions) March 31,
2020 December 31, 2019
Chiyoda $ 26.5
$ 24.8
JGC Corporation 15.1
15.1
IFP Energies nouvelles 1.2
2.4
Dofcon Navegacao 0.2
2.1
Others 2.7
6.7
Total trade payables $ 45.7
$ 51.1


(In millions)	March 31, 2021		December 31, 2020
Technip Energies	$	216.7	$	0
Dofcon Navegacao	1.9		1.5
Others	4.0		3.1
Total accounts payable	$	222.6	$	4.6

Chiyoda and JGC Corporation are joint venture partners on our Yamal project. A member of our Board of Directors is an executive officer of IFP Energies nouvelles. Dofcon Navegacao is an equity method affiliate.

Additionally, we have a note ~~receivables balance of $40.2~~receivable from Dofcon Brasil AS for $25.3 million and ~~$65.2~~$37.6 million ~~at March 31, 2020 and December 31, 2019, respectively. The note receivables balance includes~~ ~~$37.5 million~~ ~~and $62.5 million with Dofcon Brasil AS~~ as of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively. Dofcon Brasil AS is a variable interest entity ~~(“VIE”)~~ and accounted for as an equity method ~~affiliate. These are included in other assets on our consolidated balance sheets.~~investment.

Revenue consisted of amounts from the following related parties:


	Three Months Ended
	March 31,
(In millions)		2021		2020
Equinor ASA		$	95.5	$	0
Technip Energies		1.5		0
Techdof Brasil AS		3.5		1.3



Others		3.1		3.0
Total revenue		$	103.6	$	4.3

Three Months Ended
March 31,
(In millions) 2020 2019
TTSJV W.L.L. $ 15.6
$ 52.8
TP JGC Coral France SNC 12.6
26.7
Anadarko Petroleum Company —
44.5
TOP CV —
1.3
Others 8.7
14.2
Total revenue $ 36.9

$ 139.5

A member of our Board of Directors (the “Director”) served on the Board of Directors of Anadarko Petroleum Company (“Anadarko”) until August 2019. In August 2019, Anadarko was acquired by Occidental Petroleum Corporation (“Occidental”). As a result, the Director no longer serves as a member of the Board of Directors of Anadarko. The Director is not an officer or director of Occidental.

~~TOP CV was previously an equity method affiliate that became a fully consolidated subsidiary on December 30, 2019. Refer to Note 3 for more information related to this transaction.~~

Expenses consisted of ~~amount~~amounts to the following related parties:

Three Months Ended
March 31,
(In millions) 2020 2019
Dofcon Navegacao $ 8.0
$ —
Chiyoda 3.5
14.2
IFP Energies nouvelles 1.1
1.0
Magma Global Limited 0.7
1.9
Arkema S.A. 0.4
—
JGC Corporation 0.2
14.3
Serimax Holdings SAS 0.2
17.5
Others 6.4
3.8
Total expenses $ 20.5
$ 52.7


	Three Months Ended
	March 31,
(In millions)		2021		2020
Technip Energies		$	0.6	$	0
Dofcon Navegacao		6.6		8.0
Arkema S.A.		0.7		0.4
Magma Global Limited		1.5		0.7
IFP Energies Nouvelles		0.9		1.1
Serimax Holdings SAS		0		0.2
Others		6.6		5.9
Total expenses		$	16.9	$	16.3

Serimax Holdings SAS and Magma Global Limited ~~and Serimax Holdings SAS~~ are equity method ~~affiliates.~~investments. A former member of our Board of Directors serves on the Board of Directors for Arkema S.A. A former member of our Board of Directors served as an executive officer of IFP Energies nouvelles until June 2020.

NOTE 13. ~~GOODWILL AND INTANGIBLE ASSETS~~DEBT

During the first quarter of 2020, triggering events were identified which led to performing interim goodwill impairment testing in our reporting units as of March 31, 2020. These events included the COVID-19 pandemic breakout, commodity price declines, and a significant decrease in our market capitalization as well as those of our peers and customers.

The fair value for our reporting units was valued using a market approach. An appropriate control premium was considered for each of the reporting units and applied to the output of the market approach.

The impairment assessment resulted in a conclusion that goodwill in the Subsea and Surface Technologies segments was impaired by $2,747.5 million and $335.9 million, respectively. The impairment assessment also concluded the fair value of the Technip Energies reporting unit was in excess of its carrying amount.

~~The following table summarizes the movements of the carrying values of the goodwill of our reporting segments for the three months ended March 31, 2020:~~

(In millions) Subsea Technip Energies Surface Total
December 31, 2019 2,814.1
2,423.6
$ 360.6
5,598.3
Transfers ^(a)
(21.2 ) 46.1
(24.9 ) —
Impairments (2,747.5 ) —
(335.9 ) (3,083.4 )
Translation (45.4 ) (8.7 ) 0.2
(53.9 )
March 31, 2020 $ —
$ 2,461.0
$ —
$ 2,461.0


~~(a)~~	Beginning in the first quarter of 2020, Technip Energies includes our Loading Systems business that was previously reported in the Surface Technologies segment and our process automation business, Cybernetix, that was previously reported in the Subsea segment. Refer to Note 6 for more information.

~~NOTE 14. DEBT~~Overview

Long-term debt consisted of the following:


(In millions)	March 31, 2021		December 31, 2020
Senior secured revolving credit facility	$	200.0	$	0

Commercial paper	21.2		1,043.7
Synthetic bonds due 2021	0		551.2
3.45% Senior Notes due 2022	0		500.0
3.40% 2012 Private placement notes due 2022	176.1		184.0
3.15% 2013 Private placement notes due 2023	299.3		312.9
5.75% 2020 Private placement notes due 2025	234.8		245.4
6.50% Senior notes due 2026	1,000.0		0
4.00% 2012 Private placement notes due 2027	88.0		92.0
4.00% 2012 Private placement notes due 2032	117.4		122.7
3.75% 2013 Private placement notes due 2033	117.4		122.7
Bank borrowings and other	313.7		298.4

Unamortized debt issuance costs and discounts	(36.8)		(12.8)
Total debt	2,531.1		3,460.2
Less: current borrowings (a)	96.8		624.7
Long-term debt	$	2,434.3	$	2,835.5

(In millions) March 31,
2020 December 31,
2019
Revolving credit facility $ 500.0
$ —
Bilateral credit facilities —
—
Commercial paper 1,374.1
1,967.0
Synthetic bonds due 2021 483.5
492.9
3.45% Senior Notes due 2022 500.0
500.0
5.00% 2010 Private placement notes due 2020 218.9
224.6
3.40% 2012 Private placement notes due 2022 164.3
168.5
3.15% 2013 Private placement notes due 2023 141.9
146.0
3.15% 2013 Private placement notes due 2023 136.9
140.4
4.00% 2012 Private placement notes due 2027 82.2
84.2
4.00% 2012 Private placement notes due 2032 109.5
112.3
3.75% 2013 Private placement notes due 2033 109.5
112.3
Bank borrowings 555.6
513.3
Other 41.7
23.0
Unamortized issuing fees (7.5 ) (9.1 )
Total debt 4,410.6
4,475.4
Less: current borrowings 586.7
495.4
Long-term debt $ 3,823.9
$ 3,980.0
(a) As of March 31, 2021 and December 31, 2020, current borrowings consisted primarily of bank borrowings and notes with current maturities of 12 months.

Debt Financing Transactions in Connection with the Spin-off

In connection with the Spin-off, we executed a series of refinancing transactions, in order to provide a capital structure with sufficient cash resources to support future operating and investment plans.

Debt Issuance

~~Revolving~~•On February 16, 2021, we entered into a credit agreement, which provides for a $1.0 billion three-year senior secured multicurrency revolving credit facility (“Revolving Credit Facility”) including a $450.0 million letter of credit subfacility; and

•On January ~~17, 2017,~~29, 2021, we ~~acceded~~issued $1.0 billion of 6.50% senior notes due 2026 (the “2021 Notes”).

Repayment of Debt

The proceeds from the debt issuance described above along with the available cash on hand were used to fund:

•The repayment of all $542.4 million of the outstanding Synthetic Convertible Bonds that matured in January 2021;

•The repayment of all $500.0 million aggregate principal amount of outstanding 3.45% Senior Notes due 2022. In connection with the repayment, we recorded a ~~new~~loss on extinguishment of debt of $23.5 million related to the difference between the amount paid and the net carrying value of the debt; and

•The termination of the $2.5 billion senior unsecured revolving credit facility agreement (“facility agreement”) between FMC Technologies, Inc., Technip Eurocash SNC (the “Borrowers”), and TechnipFMC plc (the “Additional Borrower”) with JPMorgan Chase Bank, National Association (“JPMorgan”), as agent and an arranger, SG Americas Securities LLC as an arranger,entered into on January 17, 2017; and the ~~lenders party thereto.~~termination of the €500.0 million Euro Facility entered into on May 19, 2020; and the termination of the CCFF Program entered into on May 19, 2020. In connection with the termination of these credit facilities, we repaid $830.9 million of the outstanding commercial paper borrowings.

~~The facility~~

Credit Facilities and Debt

Revolving Credit Facility - On February 16, 2021, we entered into a credit agreement, which provides for ~~the establishment of~~ a $1.0 billion three-year senior secured multicurrency ~~revolving credit facility, which includes~~Revolving Credit Facility including a ~~$1.5 billion~~$450.0 million letter of credit subfacility. ~~Subject~~We incurred $27.9 million of debt issuance costs in connection with the Revolving Credit Facility. These debt issuance costs are deferred and are included in Other Assets in our condensed consolidated balance sheet as of March 31, 2021. The deferred debt issuance costs are amortized to ~~certain conditions,~~interest expense over the ~~Borrowers may request~~term of the ~~aggregate commitments~~Revolving Credit Facility.

Availability of borrowings under the ~~facility agreement be increased~~Revolving Credit Facility is reduced by ~~an additional $500.0~~the outstanding letters of credit issued against the facility. As of March 31, 2021, there were 0 letters of credit outstanding and availability of borrowings under the Revolving Credit Facility was $800.0 million. ~~On November 26, 2018, we entered into an agreement which extends the expiration date to January 2023.~~

Borrowings under the ~~facility agreement~~Revolving Credit Facility bear interest at the following rates, plus an applicable margin, depending on currency:

•U.S. dollar-denominated loans bear interest, at the ~~Borrowers’~~Company’s option, at a base rate or an adjusted rate linked to the London interbank offered rate (“Adjusted LIBOR”);

~~sterling-denominated~~

•Sterling denominated loans bear interest at Adjusted LIBOR; and

~~euro-denominated~~

•Euro-denominated loans bear interest aton an adjusted rate linked to the Euro interbank offered ~~rate (“EURIBOR”).~~rate.

~~Depending on our credit rating, the~~

The applicable margin for ~~revolving~~borrowings under the Revolving Credit Facility ranges from 2.50% to 3.50% for eurocurrency loans ~~varies (i) in the case of Adjusted LIBOR~~ and ~~EURIBOR loans, from 0.820%~~1.50% to ~~1.300% and (ii) in the case of~~2.50% for base rate loans, ~~from 0.000%~~depending on a total leverage ratio. The Revolving Credit Facility is subject to 0.300%. The “base rate” is the highest of (a) the prime rate announced by JPMorgan, (b) the greater of the Federal Funds Rate and the Overnight Bank Funding Rate plus 0.50% or (c) one-month Adjusted LIBOR plus 1.00%.

~~The facility agreement contains usual and~~ customary ~~covenants,~~ representations and warranties, ~~and~~covenants, events of default, ~~for credit facilities of this type, including~~mandatory repayment provisions and financial covenants requiring that our total capitalization ratio not exceed 60% at the end of any financial quarter. The facility agreement also contains covenants restricting our ability and our subsidiaries’ ability to incur additional liens and indebtedness, enter into asset sales or make certain investments.

covenants. As of March 31, ~~2020,~~2021, we were in compliance with all restrictive covenants under ~~our revolving credit facility.~~the Revolving Credit Facility.

~~Bilateral credit facilities~~2021 Notes - ~~We have access to a €100.0 million bilateral credit facility expiring in May 2021.~~

~~The bilateral credit facility contains usual and customary covenants, representations and warranties and events of default for credit facilities of this type.~~

~~Commercial paper -~~ ~~Under our commercial paper program,~~On January 29, 2021, we ~~have the ability to access $1.5 billion and €1.0~~issued $1.0 billion of ~~short-term financing through our commercial paper dealers, subject to~~6.50% senior notes due 2026. The interest on the ~~limit~~2021 Notes is paid semi-annually on February 1 and August 1 of ~~unused capacity~~each year, beginning on August 1, 2021. The 2021 Notes are senior unsecured obligations and are guaranteed on a senior unsecured basis by substantially all of our ~~revolving facility agreement. As we have both~~wholly-owned U.S. subsidiaries and non-U.S. subsidiaries in Brazil, the ~~ability~~Netherlands, Norway, Singapore and ~~intent to refinance these obligations on a long-term basis, our commercial paper borrowings were classified as long-term~~the United Kingdom. We incurred $25.7 million of debt issuance costs in connection with issuance of the 2021 Notes. These debt issuance costs are deferred and are included in Long-term debt in ~~the~~our condensed consolidated balance ~~sheets~~sheet as of March 31, ~~2020~~2021. The deferred debt issuance costs are amortized to interest expense over the term of the 2021 Notes, which approximates the effective interest method.

Commercial paper - As of March 31, 2021 and December 31, ~~2019.~~2020, we had $21.2 million and $1,043.7 million of commercial paper outstanding, respectively. Commercial paper borrowings ~~are~~were issued at market interest rates. As of March 31, ~~2020,~~2021, our commercial paper borrowings had a weighted average interest rate of ~~2.57% on~~0.48% on the U.S.

dollar denominated ~~borrowings and (0.27)% on~~borrowings. In accordance with the ~~Euro denominated borrowings.~~

~~Synthetic bonds -~~ Asterms of the new Revolving Credit Facility, we do not have ~~both the~~an ability ~~and intent~~ to ~~refinance this obligation on a long-term basis, our synthetic bonds due January 2021 are classified as long-term debt in the consolidated balance sheets as of March 31, 2020.~~issue any new commercial paper notes going forward.

Bank borrowings - ~~In December 2016, we entered into a £160.0 million~~Include term loan agreement to finance the Deep Explorer, a diving support vessel (“DSV”), maturing December 2028. Under the loan agreement, interest accrues at an annual rate of 2.813%. This loan agreement contains usual and customary covenants and events of default for loans ~~of this type.~~

~~On December 30, 2019, we completed the acquisition of the remaining 50% interest~~issued in ~~TOP CV. In~~ connection with ~~the acquisition, we assumed liabilities that included a $203.1 million term loan~~financing for certain of ~~which $16.0 million is due June 30, 2020 with the remaining balance due September 30, 2020. Immediately following the acquisition, we paid $13.1 million towards the~~our vessels and amounts outstanding ~~balance. The debt is fully collateralized against~~under our ~~two vessels, Coral do Atlantico and Deep Star.~~

In January 2019, we executed a sale-leaseback transaction to finance the purchase of a deepwater DSV, Deep Discoverer (the “Vessel”) for the full transaction price of $116.8 million. The sale-leaseback agreement (“Charter”) was entered into with a French joint-stock company owned by Credit Industrial et Commercial (“CIC”) which was formed for the sole purpose to purchase and act as the lessor of the Vessel. It is a VIE, which is fully consolidated in our condensed consolidated financial statements. The transaction was funded through debt of $96.2 million which is primarily long-term, expiring on January 8, 2031.

~~Foreign~~foreign committed credit - We have committed credit lines at many of our international subsidiaries for immaterial amounts. We utilize these facilities for asset financing and to provide a more efficient daily source of liquidity. The effective interest rates depend upon the local national market.lines.

NOTE ~~15.~~14. STOCKHOLDERS’ EQUITY

There were no cash dividends paid during the three months ended March 31, 2020 and 2019. Dividends declared on February 25, 2020 were subsequently paid on April 8, 2020. Dividends declared on February 19, 2019 were subsequently paid on April 3, 2019.

As an English public limited company, we are required under U.K. law to have available “distributable reserves” to conduct share repurchases or pay dividends to shareholders. Distributable reserves are a statutory requirement and are not linked to a GAAP reported amount (e.g., retained earnings). The declaration and payment of dividends require the authorization of our Board of Directors, provided that such dividends on issued share capital may be paid only out of our “distributable reserves” on our statutory balance sheet. Therefore, we are not permitted to pay dividends out of share capital, which includes share premium. On November 27, 2019, we redeemed 50,000 redeemable shares of £1 each and cancelled one deferred ordinary share of £1 in the capital of the Company.

In April 2017, the Board of Directors authorized the repurchase of $500.0 million in ordinary shares under our share repurchase program. We implemented our share repurchase plan in September 2017. The Board of Directors authorized an extension of this program, adding $300.0 million in December 2018 for a total of $800.0 million in ordinary shares. There were no ordinary shares repurchased during the three months ended March 31, 2020 under our authorized share repurchase program. The $500.0 million part of the program was completed on December 20, 2018. We intend to cancel repurchased shares and not hold them in treasury. Canceled treasury shares are accounted for using the constructive retirement method.

Accumulated other comprehensive income (loss) consisted of the following:


(In millions)	Foreign Currency Translation			Hedging			Defined Pension and Other Post-Retirement Benefits			Accumulated Other Comprehensive Loss attributable to TechnipFMC plc			Accumulated Other Comprehensive Loss attributable to non-controlling interest			(In millions)	Foreign Currency Translation		Hedging		Defined Pension and Other Post-Retirement Benefits		Accumulated Other Comprehensive Loss Attributable to TechnipFMC plc		Accumulated Other Comprehensive Loss Attributable to Non-Controlling Interest
December 31, 2019	$	(1,230.1	)	$	(5.8	)	$	(171.6	)	$	(1,407.5	)	$	(4.7	)
December 31, 2020																December 31, 2020	$	(1,401.2)	$	34.0	$	(255.3)	$	(1,622.5)	$	(4.1)
Other comprehensive income (loss) before reclassifications, net of tax	(206.8		)	(89.3		)	(0.7		)	(296.8		)	(11.1		)	Other comprehensive income (loss) before reclassifications, net of tax	(28.2)		(14.5)		3.5		(39.2)		0.1
Reclassification adjustment for net losses (gains) included in net income (loss), net of tax	—			0.1			2.5			2.6			—
Reclassification adjustment for net losses included in net income (loss), net of tax																Reclassification adjustment for net losses included in net income (loss), net of tax	0		(2.7)		4.9		2.2		0
Other comprehensive income (loss), net of tax	(206.8		)	(89.2		)	1.8			(294.2		)	(11.1		)	Other comprehensive income (loss), net of tax	(28.2)		(17.2)		8.4		(37.0)		0.1
March 31, 2020	$	(1,436.9	)	$	(95.0	)	$	(169.8	)	$	(1,701.7	)	$	(15.8	)
Spin-off of Technip Energies																Spin-off of Technip Energies	241.2		(19.7)		37.2		258.7		0
March 31, 2021																March 31, 2021	$	(1,188.2)	$	(2.9)	$	(209.7)	$	(1,400.8)	$	(4.0)

Reclassifications out of accumulated other comprehensive income (loss) consisted of the following:


	Three Months Ended
	March 31,
(In millions)		2021		2020
Details about Accumulated Other Comprehensive Income (loss) Components		Amount Reclassified out of Accumulated Other Comprehensive Loss				Affected Line Item in the Condensed Consolidated Statements of Income
Gains (losses) on hedging instruments
Foreign exchange contracts		$	(10.4)	$	(11.1)	Revenue
		8.3		9.8		Cost of sales
		0.1		0		Selling, general and administrative expense

		4.0		1.0		Other income (expense), net
		2.0		(0.3)		Income (loss) before income taxes
		(0.7)		(0.2)		Provision for income taxes
		$	2.7	$	(0.1)	Net income (loss)
Pension and other post-retirement benefits

Amortization of prior service credit (cost)		(0.1)		(0.3)		(a)
Amortization of net actuarial loss		(6.9)		(2.8)		(a)

		(7.0)		(3.1)		Income (loss) before income taxes
		(2.1)		(0.6)		Provision for income taxes
		$	(4.9)	$	(2.5)	Net income (loss)

(a)These accumulated other comprehensive income components are included in the computation of net periodic pension cost.

Three Months Ended
March 31,
(In millions) 2020 2019
Details about Accumulated Other Comprehensive Income (loss) Components
Amount Reclassified out of Accumulated Other
Comprehensive Loss
Affected Line Item in the Condensed Consolidated Statements of Income
Gains (losses) on hedging instruments
Foreign exchange contracts $ (11.1 ) $ 0.7
Revenue
9.8
2.6
Cost of sales
—
0.1
Selling, general and administrative expense
1.0
(2.4 ) Other income (expense), net
(0.3 ) 1.0
Income (loss) before income taxes
(0.2 ) 0.7
Provision for income taxes (Note 19)
$ (0.1 ) $ 0.3
Net income (loss)
Pension and other post-retirement benefits
Amortization of prior service credit (cost) (0.3 ) (0.4 ) (a)
Amortization of net actuarial loss (2.8 ) —
(a)
(3.1 ) (0.4 ) Income (loss) before income taxes
(0.6 ) (0.1 ) Provision for income taxes (Note 19)
$ (2.5 ) $ (0.3 ) Net income (loss)


~~(a)~~	~~These accumulated other comprehensive income components are included in the computation of net periodic pension cost.~~

NOTE ~~16.~~15. SHARE-BASED COMPENSATION

Under the Amended and Restated TechnipFMC plc Incentive Award Plan (the “Plan”), we may grant certain incentives and awards to our officers, employees, non-employee directors, and consultants of the Company and its subsidiaries. Awards may include share options, share appreciation rights, performance stock units, restricted stock units, restricted shares or other awards authorized under the Plan. Under the Plan, 24.1 million ordinary shares were authorized for ~~awards.~~awards in 2017. On the record date of the Spin-off, 11.9 million shares remained available under the Plan, which were adjusted to reflect the Spin-off using an adjustment ratio, calculated as the ratio of the closing price of shares of TechnipFMC common stock on the NYSE on the date immediately prior to the Spin-off to the closing price of shares of TechnipFMC on the NYSE on the date immediately after the Spin-off. After this adjustment, 15.2 million ordinary shares remained authorized for awards under the Plan as of February 17, 2021.

We recognize compensation expense and the corresponding tax benefits for awards under the Plan. Share-based compensation expense for non-vested share options and time-based and performance-based restricted stock units was ~~$21.6~~$3.4 million and ~~$20.4~~$21.6 million for the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, respectively.

NOTE ~~17.~~16. IMPAIRMENT, RESTRUCTURING AND OTHER EXPENSES

Impairment, restructuring and other expenses were as follows:


	Three Months Ended					Three Months Ended
	March 31,					March 31,
(In millions)	2020		2019		(In millions)		2021		2020
Subsea	$	2,773.6	$	2.3	Subsea		$	19.7	2,773.6
Technip Energies	6.8		3.8
Surface Technologies	424.4		1.5		Surface Technologies		2.8		424.4
Corporate and other	3.6		8.9		Corporate and other		3.0		1.1
Total impairment, restructuring and other expenses	$	3,208.4	$	16.5	Total impairment, restructuring and other expenses		$	25.5	$	3,199.1

Goodwill and Long-Lived Assets Impairments

Goodwill and long-lived assets impairments were as follows:


		Three Months Ended
	March 31,
(In millions)		2021		2020
Subsea		$	15.7	$	2,776.5
Surface Technologies		0.1		411.5
Corporate and other		3.0		0
Total impairments		$	18.8	$	3,188.0

During the ~~first quarter~~three months ended March 31, 2021, subsequent to the spin-off, certain real estate realization decisions were made and as a result, we recorded $18.8 million of impairment charges relating to our operating lease right-of-use assets.

During the three months ended March 31, 2020, triggering events were identified ~~which~~that led to impairments of certain long-lived assets, including goodwill.

During the three months ended March 31, 2020, impairment charges of $3,188.0 million were recorded. These charges included goodwill impairment charges of $2,747.5 million and $335.9 million in our Subsea and Surface Technologies segments, respectively. ~~Refer to Note 13 for more information on the methods used in goodwill impairment testing.~~

For other long-lived assets, a conclusion was made that the market uncertainty was a triggering event for certain asset groups that serve short-cycle businesses in our Subsea and Surface Technologies segments. ~~When assessing~~Assessing these asset groups for recoverability ~~this~~ required the use of unobservable inputs that require significant judgment. Such judgments include expected future asset utilization while taking into account reduced future capital spending by certain customers in response to market conditions. As a result of this assessment, impairment charges of $29.0 million for Subsea, consisting mostly of installation and service equipment, and $75.6 million for Surface

Technologies, consisting of North America-based fracturing and wellhead assets were ~~recorded.~~

~~During~~recorded during the three months ended March 31, ~~2020 restructuring~~2020.

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that carrying amounts of such assets may not be recoverable. Assessing the recoverability of assets to be held and used requires the use of unobservable inputs that involves significant judgment. Such judgments include expected future asset utilization while taking into account reduced future capital spending by certain customers in response to market conditions.

Restructuring and Other Expenses

Restructuring and other ~~expenses of $20.4 million~~charges primarily consisted of severance and other employee related costs and COVID-19 related expenses across all segments. Restructuring and other expenses were as follows:


	Three Months Ended March 31,
	2021		2020
(In millions)	Restructuring and other charges		Restructuring and other charges		COVID-19 expenses
Subsea	$	4.0	$	(6.9)	$	4.0
Surface Technologies	2.7		11.8		1.1
Corporate and other	0		1.1		0
Total	$	6.7	$	6.0	$	5.1

During the three months ended March 31, 2020, we incurred $5.1 million of COVID-19 related expenses. These expenses represent unplanned, one-off, incremental and non-recoverable costs incurred solely as a result of the COVID-19 pandemic situation, which would not have been incurred otherwise.

Prolonged uncertainty in energy markets could lead to further ~~future~~ reductions in capital spending from our customer base. In turn, this may lead to changes in our strategy. ~~Such~~We will continue to take actions to mitigate the adverse effects of the changing market environment and expect to continue to adjust our cost structure to market conditions. If market conditions deteriorate, we may ~~result in further~~record additional restructuring ~~and/or impairment~~ charges ~~in future periods.~~and additional impairments of our long-lived assets, operating lease right-of-use assets and equity method investments.

NOTE ~~18.~~17. COMMITMENTS AND CONTINGENT LIABILITIES

Contingent liabilities associated with guarantees - In the ordinary course of business, we enter into standby letters of credit, performance bonds, surety bonds, and other guarantees with financial institutions for the benefit of our customers, vendors, and other parties. The majority of these financial instruments expire within five years. Management does not expect any of these financial instruments to result in losses that, if incurred, would have a material adverse effect on our condensed consolidated financial position, results of operations, or cash flows.

Guarantees consisted of the following:


(In millions)	March 31, 2020		December 31, 2019		(In millions)	March 31, 2021		December 31, 2020
Financial guarantees ^(a)	$	930.0	$	945.5	Financial guarantees (a)	$	98.4	$	104.9
Performance guarantees ^(b)	4,969.2		4,916.0		Performance guarantees (b)	1,146.8		1,353.9
Maximum potential undiscounted payments	$	5,899.2	$	5,861.5	Maximum potential undiscounted payments	$	1,245.2	$	1,458.8


~~(a)~~	Financial guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on changes in an underlying agreement that is related to an asset, a liability or an equity security of the guaranteed party. These tend to be drawn down only if there is a failure to fulfill our financial obligations.


~~(b)~~	Performance guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on another entity's failure to perform under a nonfinancial obligating agreement. Events that trigger payment are performance-related, such as failure to ship a product or provide a service.

~~Management believes~~(a)Financial guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on changes in an underlying agreement that is related to an asset, a liability or an equity security of the guaranteed party. These tend to be drawn down only if there is a failure to fulfill our financial obligations.

(b)Performance guarantees represent contracts that contingently require a guarantor to make payments to a guaranteed party based on another entity's failure to perform under a nonfinancial obligating agreement. Events that trigger payment are performance-related, such as failure to ship a product or provide a service.

We believe the ultimate resolution of our known contingencies will not materially ~~adverse~~adversely affect our consolidated financial position, results of operations, or cash flows.

Contingent liabilities associated with legal and tax matters - We are involved in various pending or potential legal and tax actions or disputes in the ordinary course of our business. These actions and disputes can involve our agents, suppliers, clients, and venture partners, and can include claims related to payment of fees, service quality, and ownership arrangements, including certain put or call options. ~~Management is~~We are unable to predict the ultimate outcome of these actions because of their inherent uncertainty. However, ~~management believes~~we believe that the most probable, ultimate resolution of these matters will not have a material adverse effect on our consolidated financial position, results of operations or cash flows.

On March 28, 2016, FMC Technologies received an inquiry from the U.S. Department of Justice (“DOJ”) related to the DOJ's investigation of whether certain services Unaoil S.A.M. provided to its clients, including FMC Technologies, violated the U.S. Foreign Corrupt Practices Act (“FCPA”). On March 29, 2016, Technip S.A. also received an inquiry from the DOJ related to Unaoil. We cooperated with the DOJ's investigations and, with regard to FMC Technologies, a related investigation by the ~~U.S. Securities and Exchange Commission (“SEC”).~~SEC.

In late 2016, Technip S.A. was contacted by the DOJ regarding its investigation of offshore platform projects awarded between 2003 and 2007, performed in Brazil by a joint venture company in which Technip S.A. was a minority participant, and we have also raised with the DOJ certain other projects performed by Technip S.A. subsidiaries in Brazil between 2002 and 2013. The DOJ has also inquired about projects in Ghana and Equatorial Guinea that were awarded to Technip S.A. subsidiaries in 2008 and 2009, respectively. We cooperated with the DOJ in its investigation into potential violations of the FCPA in connection with these projects. We contacted and cooperated with the Brazilian authorities (Federal Prosecution Service (“MPF”), the Comptroller General of Brazil (“CGU”) and the Attorney General of Brazil (“AGU”)) with their investigation concerning the projects in Brazil and have also contacted and are cooperating with French authorities (the Parquet National Financier (“PNF”)) with their investigation about these existing matters.

On June 25, 2019, we announced a global resolution to pay a total of $301.3 million to the DOJ, the SEC, the MPF, and the CGU/AGU to resolve these anti-corruption investigations. We will not be required to have a monitor and will, instead, provide reports on our anti-corruption program to the Brazilian and U.S. authorities for two and three years, respectively.

As part of this resolution, we entered into a three-year Deferred Prosecution Agreement (“DPA”) with the DOJ related to charges of conspiracy to violate the FCPA related to conduct in Brazil and with Unaoil. In addition, Technip USA, Inc., a U.S. subsidiary, pled guilty to one count of conspiracy to violate the FCPA related to conduct in Brazil. We will also provide the DOJ reports on our anti-corruption program during the term of the DPA.

In Brazil, our subsidiaries Technip Brasil - Engenharia, Instalações E Apoio Marítimo Ltda. and Flexibrás Tubos Flexíveis Ltda. entered into leniency agreements with both the MPF and the CGU/AGU. We have committed, as part of those agreements, to make certain enhancements to their compliance programs in Brazil during a two-year self-reporting period, which aligns with our commitment to cooperation and transparency with the compliance community in Brazil and globally.

In September 2019, the SEC approved our previously disclosed agreement in principle with the SEC Staff and issued an Administrative Order, pursuant to which we paid the SEC $5.1 million, which was included in the global resolution of $301.3 million.

To date, the investigation by PNF related to historical projects in Equatorial Guinea and Ghana has not reached resolution. We remain committed to finding a resolution with the PNF and will maintain a $70.0 million provision related to this investigation. As we continue to progress our discussions with PNF towards resolution, the amount of a settlement could exceed this provision.

There is no certainty that a settlement with PNF will be reached or that the settlement will not exceed current accruals. The PNF has a broad range of potential sanctions under ~~anticorruption~~anti-corruption laws and regulations that it may seek to impose in appropriate circumstances including, but not limited to, fines, penalties, and modifications to business practices and compliance programs. Any of these measures, if applicable to us, as well as potential customer reaction to such measures, could have a material adverse impact on our business, results of operations, and financial condition. If we cannot reach a resolution with the PNF, we could be subject to criminal proceedings in France, the outcome of which cannot be predicted.

Contingent liabilities associated with liquidated damages - Some of our contracts contain provisions that require us to pay liquidated damages if we are responsible for the failure to meet specified contractual milestone dates and the applicable customer asserts a conforming claim under these provisions. These contracts define the conditions under which our customers may make claims against us for liquidated damages. Based upon the evaluation of our performance and other commercial and legal analysis, management believes we have appropriately recognized probable liquidated damages at March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, and that the ultimate resolution of such matters will not materially affect our consolidated financial position, results of operations, or cash flows.

NOTE ~~19.~~18. INCOME TAXES

Our provision for income taxes for the three months ended March 31, ~~2020~~2021 and ~~2019~~2020 reflected effective tax rates of ~~(1.2)%~~5.4% and ~~42.2%~~0.7%, respectively. The year-over-year ~~decrease~~increase in the effective tax rate was primarily due to the increased impact of ~~nondeductible goodwill~~losses including certain impairments in jurisdictions with a full valuation allowance, and a ~~favorable~~ change in ~~actual country mix of~~the forecasted earnings. mix.

Our effective tax rate can fluctuate depending on our country mix of earnings, since our foreign earnings are generally subject to higher tax rates than in the United Kingdom.

NOTE ~~20.~~19. DERIVATIVE FINANCIAL INSTRUMENTS

For purposes of mitigating the effect of changes in exchange rates, we hold derivative financial instruments to hedge the risks of certain identifiable and anticipated transactions and recorded assets and liabilities in our condensed consolidated balance sheets. The types of risks hedged are those relating to the variability of future earnings and cash flows caused by movements in foreign currency exchange rates. Our policy is to hold derivatives only for the purpose of hedging risks associated with anticipated foreign currency purchases and sales created in the normal course of business, and not for trading purposes where the objective is solely to generate profit.

Generally, we enter into hedging relationships such that changes in the fair values or cash flows of the transactions being hedged are expected to be offset by corresponding changes in the fair value of the derivatives. For derivative instruments that qualify as a cash flow hedge, the effective portion of the gain or loss of the derivative, which does not include the time value component of a forward currency rate, is reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. For derivative instruments not designated as hedging instruments, any change in the fair value of those instruments ~~are~~is reflected in earnings in the period such change occurs.

We hold the following types of derivative instruments:

Foreign exchange rate forward contracts - The purpose of these instruments is to hedge the risk of changes in future cash flows of anticipated purchase or sale commitments denominated in foreign currencies and recorded assets and liabilities in our condensed consolidated balance sheets. AtAs of March 31, ~~2020,~~2021, we held the following material net positions:

Net Notional Amount
Bought (Sold)
(In millions) USD Equivalent
Euro 618.1
677.0
Brazilian real 1,396.2
268.6
Norwegian krone 2,572.8
245.1
British pound 120.2
148.4
Singapore dollar 153.1
107.4
Malaysian ringgit 323.8
75.0
Japanese yen 2,158.2
19.9
Hong Kong dollar (94.5 ) (12.2 )
Mexican peso (310.0 ) (12.9 )
Canadian dollar (87.2 ) (61.2 )
U.S. dollar (1,820.5 ) (1,820.5 )


	Net Notional Amount Bought (Sold)
(In millions)		USD Equivalent
Euro	464.4	544.8
British pound	287.2	395.5
Brazilian real	1,320.1	231.8
Norwegian krone	1,155.3	135.7

Singapore dollar	103.5	77.0
Canadian dollar	31.2	24.7
Indian rupee	752.9	10.2


Kuwaiti dinar	(3.0)	(10.0)
Indonesian rupiah	(191,631.6)	(13.2)
Australian dollar	(157.1)	(119.6)
Malaysian ringgit	(732.2)	(176.6)
U.S. dollar	(105.2)	(105.2)

Foreign exchange rate instruments embedded in purchase and sale contracts - The purpose of these instruments is to match offsetting currency payments and receipts for particular projects or comply with government restrictions on the currency used to purchase goods in certain countries. AtAs of March 31, ~~2020,~~2021, our portfolio of these instruments included the following material net positions:

Net Notional Amount
Bought (Sold)
(In millions) USD Equivalent
Brazilian real 59.6
11.5
Euro (7.1 ) (7.7 )
Norwegian krone (109.9 ) (10.5 )
U.S. dollar 6.1
6.1


	Net Notional Amount Bought (Sold)
(In millions)		USD Equivalent
Brazilian real	64.8	11.4
Norwegian krone	(138.8)	(16.3)
Euro	(14.4)	(16.9)
U.S. dollar	20.7	20.7

Fair value amounts for all outstanding derivative instruments have been determined using available market information and commonly accepted valuation methodologies. ~~Refer to~~See Note ~~21 to these consolidated financial statements~~20 for ~~more information related to the fair value measurement process.~~further details. Accordingly, the estimates presented may not be indicative of the amounts that we would realize in a current market exchange and may not be indicative of the gains or losses we may ultimately incur when these contracts are settled.

The following table presents the location and fair value amounts of derivative instruments reported in the condensed consolidated balance sheets:

March 31, 2020 December 31, 2019
(In millions) Assets Liabilities Assets Liabilities
Derivatives designated as hedging instruments
Foreign exchange contracts
Current - Derivative financial instruments $ 342.8
$ 465.8
$ 94.3
$ 125.0
Long-term - Derivative financial instruments 82.7
97.7
34.8
48.0
Total derivatives designated as hedging instruments 425.5
563.5
129.1
173.0
Derivatives not designated as hedging instruments
Foreign exchange contracts
Current - Derivative financial instruments 10.5
19.8
7.6
16.3
Long-term - Derivative financial instruments 1.0
0.2
0.4
0.4
Total derivatives not designated as hedging instruments 11.5
20.0
8.0
16.7
Long-term - Derivative financial instruments - Synthetic Bonds - Call Option Premium 0.3
—
4.3
—
Long-term - Derivative financial instruments - Synthetic Bonds - Embedded Derivatives —
0.3
—
4.3
Total derivatives $ 437.3
$ 583.8
$ 141.4
$ 194.0


	March 31, 2021				December 31, 2020
(In millions)	Assets		Liabilities		Assets		Liabilities
Derivatives designated as hedging instruments
Foreign exchange contracts
Current - Derivative financial instruments	$	199.7	$	164.8	$	189.5	$	141.9
Long-term - Derivative financial instruments	35.3		33.8		28.9		18.8
Total derivatives designated as hedging instruments	235.0		198.6		218.4		160.7
Derivatives not designated as hedging instruments
Foreign exchange contracts
Current - Derivative financial instruments	3.8		7.7		79.2		15.6
Long-term - Derivative financial instruments	0		0.4		0.3		—
Total derivatives not designated as hedging instruments	3.8		8.1		79.5		15.6
Total derivatives	$	238.8	$	206.7	$	297.9	$	176.3

Cash flow hedges of forecasted transactions qualifying for hedge accounting, net of tax, resulted in accumulated other comprehensive losses of ~~$95.0~~$4.4 million and ~~$5.8~~$12.9 million atas of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively. We expect to transfer an approximate ~~$63.7~~$36.0 million loss from accumulated OCI to earnings during the next 12 months when the anticipated transactions actually occur. All anticipated transactions currently being hedged are expected to occur by the second half of 2023.

The following ~~tables present~~table presents the ~~location of~~ gains (losses) ~~on the consolidated statements of~~recognized in other comprehensive income related to derivative instruments designated as cash flow hedges:

Gain (Loss) Recognized in OCI
Three Months Ended
March 31,
(In millions) 2020 2019
Foreign exchange contracts $ (112.0 ) $ 16.6


		Gain (Loss) Recognized in OCI
	Three Months Ended
	March 31,
(In millions)		2021		2020
Foreign exchange contracts		$	(20.2)	$	(91.7)

The following represents the effect of cash flow hedge accounting onin the condensed consolidated statements of income for the three months ended March 31, ~~2020~~2021 and ~~2019:~~2020:


(In millions)	Three Months Ended March 31, 2021								Three Months Ended March 31, 2020
Total amount of income (expense) presented in the consolidated statements of income associated with hedges and derivatives	Revenue		Cost of sales		Selling, general and administrative expense		Other income (expense), net		Revenue		Cost of sales		Selling, general and administrative expense		Other income (expense), net





Cash Flow hedge gain (loss) recognized in income
Foreign Exchange Contracts
Amounts reclassified from accumulated OCI to income	$	(10.4)	$	8.3	$	0.1	$	4.0	$	(11.1)	$	9.8	$	0	$	0.5
Amounts excluded from effectiveness testing	1.0		(1.2)		0.9		(0.6)		1.2		(2.2)		0		(12.6)
Total cash flow hedge gain (loss) recognized in income	(9.4)		7.1		1.0		3.4		(9.9)		7.6		0		(12.1)
Total hedge gain (loss) recognized in income	$	(9.4)	$	7.1	$	1.0	$	3.4	$	(9.9)	$	7.6	$	0	$	(12.1)

Gain (loss) recognized in income on derivatives not designated as hedging instruments	0.2		0.5		0		(11.4)		0		0		0		0
Total	$	(9.2)	$	7.6	$	1.0	$	(8.0)	$	(9.9)	$	7.6	$	0	$	(12.1)

(In millions) Three Months Ended March 31, 2020 Three Months Ended March 31, 2019
Total amount of income (expense) presented in the consolidated statements of income associated with hedges and derivatives Revenue Cost of sales Selling,
general
and
administrative
expense Other income (expense), net Revenue Cost of sales Selling,
general
and
administrative
expense Other income (expense), net
Cash Flow hedge gain (loss) recognized in income
Foreign Exchange Contracts
Amounts reclassified from accumulated OCI to income $ (11.1 ) $ 9.8
$ —
$ 1.0
$ 0.7
$ 2.6
$ 0.1
$ (2.4 )
Amounts excluded from effectiveness testing 1.2
(2.2 ) —
(11.6 ) (0.3 ) (4.1 ) —
(9.6 )
Total cash flow hedge gain (loss) recognized in income (9.9 ) 7.6
—
(10.6 ) 0.4
(1.5 ) 0.1
(12.0 )
Total hedge gain (loss) recognized in income $ (9.9 ) $ 7.6
$ —
$ (10.6 ) $ 0.4
$ (1.5 ) $ 0.1
$ (12.0 )

Gain (loss) recognized in income on derivatives not designated as hedging instruments (0.1 ) 0.6
—
(8.7 ) (1.0 ) —
—
(3.3 )
Total $ (10.0 ) $ 8.2
$ —
$ (19.3 ) $ (0.6 ) $ (1.5 ) $ 0.1
$ (15.3 )

Balance Sheet Offsetting - We execute derivative contracts with counterparties that consent to a master netting agreement, which permits net settlement of the gross derivative assets against gross derivative liabilities. Each instrument is accounted for individually and assets and liabilities are not offset. As of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, we had no collateralized derivative contracts. The following tables present both gross information and net information of recognized derivative instruments:

March 31, 2020 December 31, 2019
(In millions) Gross Amount Recognized Gross Amounts Not Offset, Permitted Under Master Netting Agreements Net Amount Gross Amount Recognized Gross Amounts Not Offset, Permitted Under Master Netting Agreements Net Amount
Derivative assets $ 437.3
$ (349.2 ) $ 88.1
$ 141.4
$ (112.5 ) $ 28.9
Derivative liabilities $ 583.8
$ (349.2 ) $ 234.6
$ 194.0
$ (112.5 ) $ 81.5


	March 31, 2021						December 31, 2020
(In millions)	Gross Amount Recognized		Gross Amounts Not Offset, Permitted Under Master Netting Agreements		Net Amount		Gross Amount Recognized		Gross Amounts Not Offset, Permitted Under Master Netting Agreements		Net Amount
Derivative assets	$	238.8	$	(125.2)	$	113.6	$	297.9	$	(128.7)	$	169.2
Derivative liabilities	$	206.7	$	(125.2)	$	81.5	$	176.3	$	(99.3)	$	77.0

NOTE ~~21.~~20. FAIR VALUE MEASUREMENTS

Assets and liabilities measured at fair value on a recurring basis were as follows:


	March 31, 2021								December 31, 2020
(In millions)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets
Investments

Investment in Technip Energies	$	1,249.0	$	1,249.0	$	0	$	0	$	0	$	0	$	0	$	0
Equity securities(a)	24.3		24.3		0		0		23.4		23.4		0		0
Money market fund	1.9		0		1.9		0		1.7		0		1.7		0
Stable value fund(b)	0.8		0		0		0		0.9		0		0		0

Held-to-maturity debt securities	0		0		0		0		24.2		0		24.2		0
Derivative financial instruments
Foreign exchange contracts	238.8		0		238.8		0		297.9		0		297.9		0
Assets held for sale	47.4		0		0		47.4		47.3		0		0		47.3
Total assets	$	1,562.2	$	1,273.3	$	240.7	$	47.4	$	395.4	$	23.4	$	323.8	$	47.3
Liabilities
Derivative financial instruments
Foreign exchange contracts	206.7		0		206.7		0		176.3		0		176.3		0

Total liabilities	$	206.7	$	0	$	206.7	$	0	$	176.3	$	0	$	176.3	$	0

(a)

March 31, 2020 December 31, 2019
(In millions) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Assets
Investments
Equity securities^(a)
$ 35.9
$ 35.9
$ —
$ —
$ 54.8
$ 54.8
$ —
$ —
Money market fund 1.7
—
1.7
—
1.5
—
1.5
—
Stable value fund^(b)
1.8
—
—
—
2.1
—
—
—
Held-to-maturity debt securities 71.9
—
71.9
—
71.9
—
71.9
—
Derivative financial instruments
Synthetic bonds - call option premium 0.3
—
0.3
—
4.3
—
4.3
—
Foreign exchange contracts 437.0
—
437.0
—
137.1
—
137.1
—
Assets held for sale 11.2
—
—
11.2
25.8
—
—
25.8
Total assets $ 559.8
$ 35.9
$ 510.9
$ 11.2
$ 297.5
$ 54.8
$ 214.8
$ 25.8
Liabilities
Redeemable financial liability $ 300.1
$ —
$ —
$ 300.1
$ 268.8
$ —
$ —
$ 268.8
Derivative financial instruments
Synthetic bonds - embedded derivatives 0.3
—
0.3
—
4.3
—
4.3
—
Foreign exchange contracts 583.5
—
583.5
—
189.7
—
189.7
—
Liabilities held for sale 9.3
—
—
9.3
9.3
—
—
9.3
Total liabilities $ 893.2
$ —
$ 583.8
$ 309.4
$ 472.1
$ —
$ 194.0
$ 278.1

Includes fixed income and other investments measured at fair value.


~~(a)~~	~~Includes fixed income and other investments measured at fair value.~~


~~(b)~~	~~Certain investments that are measured at fair value using net asset value per share (or its equivalent) have not been classified in the fair value hierarchy.~~

(b)Certain investments that are measured at fair value using net asset value per share (or its equivalent) have not been classified in the fair value hierarchy.

Investment in Technip Energies - The fair value of our investment in Technip Energies is based on quoted prices that we have the ability to access in public markets, see Note 11 for further details.

Equity ~~securities and Available-for-sale~~ securities - The fair value measurement of our traded ~~securities and Available-for-sale~~ securities is based on quoted prices that we have the ability to access in public markets.

Stable value fund and Money market fund - ~~Stable~~The stable value fund and money market fund are valued at the net asset value of the shares held at the end of the quarter, which is based on the fair value of the underlying investments using information reported by our investment advisor at quarter-end.

Held-to-maturity debt securities - Held-to-maturity debt securities consist of government bonds. These investments are stated at amortized cost, which approximates fair value.

Assets ~~and liabilities~~ held for sale - The fair value of our assets ~~and liabilities~~ held for sale was determined using a market approach that took into consideration the expected sales price.

~~Mandatorily redeemable financial liability -~~ In the fourth quarter of 2016, we obtained voting control interests in legal Technip Energies contract entities which own and account for the design, engineering and construction of the Yamal LNG plant. As part of this transaction, we recognized the fair value of the mandatorily redeemable financial liability using a discounted cash flow model. The key assumptions used in applying the income approach are the selected discount rates and the expected dividends to be distributed in the future to the non-controlling interest holders. Expected dividends to be distributed are based on the non-controlling interests’ share of the expected profitability of the underlying contract, a 16.8% discount rate and the overall timing of completion of the project.

~~A mandatorily redeemable financial liability of $300.1 million was recognized as~~ of March 31, ~~2020~~2021, our G1200 vessel is classified as held for sale. In March 2021, we entered into a Memorandum of Agreement to ~~account for~~sell the ~~fair value of~~vessel. The agreement is subject to certain conditions precedent to complete the ~~non-controlling interests. See Note 9~~transaction. We expect to ~~our condensed consolidated financial statements of this Quarterly Report for additional disclosure related to~~complete the ~~short-term portion of the mandatorily redeemable financial liability.~~

~~A decrease of one percentage point~~sale in the ~~discount rate would have increased the liability by $2.7 million as~~first half of ~~March 31, 2020. The fair value measurement is based upon significant unobservable inputs not observable in the market and is consequently classified as a Level 3 fair value measurement.~~2021.

~~Change in the fair value of our Level 3 mandatorily redeemable financial liability is recorded as interest expense on the consolidated statements of income and is presented below:~~

Three Months Ended
March 31,
(In millions) 2020 2019
Balance at beginning of period $ 268.8
$ 408.5
Less: Gains (losses) recognized in net interest expense (35.5 ) (84.7 )
Less: Settlements 4.2
174.9
Balance at end of period $ 300.1
$ 318.3

Redeemable non-controlling interest - ~~In the first quarter of 2018, we acquired~~We own a 51% share in Island Offshore Subsea AS that was subsequently renamed to TIOS AS. The non-controlling interest is recorded as mezzanine equity at fair value. The fair value measurement is based upon significant unobservable inputs not observable in the market and is consequently classified as a Level 3 in the fair value ~~measurement.~~measurements hierarchy. As of March 31, ~~2020~~2021 and December 31, ~~2019,~~2020, the fair value of our redeemable non-controlling interest was ~~$39.5~~$44.6 million and ~~$41.1~~$43.7 million, respectively.

Derivative financial instruments - We use the income approach as the valuation technique to measure the fair value of foreign currency derivative instruments on a recurring basis. This approach calculates the present value of the future cash flow by measuring the change from the derivative contract rate and the published market indicative currency rate, multiplied by the contract notional values. Credit risk is then incorporated by reducing the derivative’s fair value in asset positions by the result of multiplying the present value of the portfolio by the counterparty’s published credit spread. Portfolios in a liability position are adjusted by the same calculation; however, a spread representing our credit spread is used. Our credit spread, and the credit spread of other counterparties not publicly available, are approximated by using the spread of similar companies in the same industry, of similar size and with the same credit rating.

~~At the present time,~~ weWe currently have no credit-risk-related contingent features in our agreements with the financial institutions that would require us to post collateral for derivative positions in a liability position.

See Note ~~20 to our condensed consolidated financial statements of this Quarterly Report~~19 for ~~additional disclosure related to derivative financial instruments.~~

further details.

Nonrecurring Fair Value Measurements

Fair value of long-lived, non-financial assets - Long-lived ~~non-financial~~ assets are ~~measured at~~reviewed for impairment whenever events or changes in circumstances indicate that carrying amounts of such assets may not be recoverable.

The following summarizes impairments of long-lived assets and related post-impairment fair value ~~on a non-recurring basis~~ for the ~~purposes of calculating impairment, when the recoverable amount~~three

months ended March 31, 2021 and 2020:


	Three Months Ended March 31,
	2021				2020
(In millions)	Impairment		Fair Value (a)		Impairment		Fair Value (a)
Long-lived assets	$	18.8	$	31.6	$	104.6	$	269.6

(a)Measured as of the ~~assets has been determined to be less than~~impairment date using the ~~book value of the assets. During 2019, we recorded certain long-lived asset impairments primarily related to vessels~~income approach and ~~machinery and equipment in our Subsea segment. Due to the intent to sell our G1201 vessel and subsequently signed Memorandum of Agreement (MOA) with~~ a third party, we reviewed the carrying value of its sister vessel, the G1200, as of September 30, 2019. As a result of this assessment, an impairment charge was recorded on the two vessels to bring their carrying value to a combined fair value of $104.0 million as of September 30, 2019. The fair value measurements of these vessels were based on the transaction price in the MOA, which is a Level 2 observable input as per the fair value hierarchy. For the remaining long-lived assets which we impaired in 2019, we measured their fair value by estimating the amount and timing of net future cash flows, which are Level 3 unobservable inputs, and discounting them using a10.8% risk-adjusted rate of interest, ~~of 10.8%. As of December 31, 2019, these impaired assets were recorded at their~~resulting in a Level 3 fair value ~~of $238.5 million.~~measurement.

During the first quarter of 2020 we recorded impairments to installation and service equipment assets in our Subsea segment and North America-based fracturing and wellhead assets in our Surface Technologies segments. As of March 31, 2020, these impaired assets were recorded at their fair value of $269.6 million. We measured their fair value by estimating the amount and timing of net future cash flows, which are Level 3 unobservable inputs, and discounting them using a risk-adjusted rate of interest of 10.8%.

Other fair value disclosures

~~Fair value of debt -~~ The respective carrying value and fair value of our Synthetic bonds and our Senior Notes and private placement notes on a combined basis as of March 31, 2020 was $1,946.7 million and $1,893.8 million, respectively. The respective carrying value and fair value of our Synthetic bonds and our Senior Notes and private placement notes on a combined basis as of December 31, 2019 were $1,981.2 million and $2,078.2 million, respectively.

~~Other fair value disclosures -~~ The carrying amounts of cash and cash equivalents, trade receivables, accounts payable, short-term debt, commercial paper, debt associated with our bank borrowings, credit facilities, as well as amounts included in other current assets and other current liabilities that meet the definition of financial instruments, approximate fair value.

Fair value of debt - We use a market approach to determine the fair value of our fixed-rate debt using observable market data, which results in a Level 2 fair value measurement. The estimated fair value of our private placement notes, senior notes and synthetic bonds was $2,097.3 million and $2,199.2 million as of March 31, 2021 and December 31, 2020, respectively.

Credit risk - By their nature, financial instruments involve risk, including credit risk, for non-performance by counterparties. Financial instruments that potentially subject us to credit risk primarily consist of trade receivables and derivative contracts. We manage the credit risk on financial instruments by transacting only with what management believes are financially secure counterparties, requiring credit approvals and credit limits, and monitoring counterparties’ financial condition. Our maximum exposure to credit loss in the event of non-performance by the counterparty is limited to the amount drawn and outstanding on the financial instrument. Allowances for losses on trade receivables are established based on collectability assessments. We mitigate credit risk on derivative contracts by executing contracts only with counterparties that consent to a master netting agreement, which permits the net settlement of gross derivative assets against gross derivative liabilities.

NOTE 21. SUBSEQUENT EVENT

On April 8, 2021, Pursuant to the “Share Purchase Agreement” with BPI, we refunded $100.0 million to BPI as a result of their revised level of investment.

On April 27, 2021 we sold 25 million Technip Energies shares, representing 14% of Technip Energies’ share capital, through a private placement by way of an accelerated bookbuild offering (the “Placement”). The sale price of the shares in the Placement was set at €11.10 per share, yielding total gross proceeds of €277.5 million or $335.2 million.

Concurrently with the Placement, Technip Energies purchased from TechnipFMC 1.8 million shares (equivalent to 1% of share capital) at €11.10 per share, corresponding to the price of the Placement (the “Concurrent Sale to Technip Energies”). The sale of shares to Technip Energies yielded total gross proceeds of €20.0 million or $24.2 million. This purchase was separate from the Placement.

Upon completion of the Placement and the Concurrent Sale to Technip Energies, TechnipFMC retains a direct stake of 55.5 million shares, representing 31% of Technip Energies’ share capital.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

BUSINESS OUTLOOK

Overall Outlook - T~~The price of crude oil dropped significantly during the first quarter of 2020 as a result of excess~~

~~market supply. Continued strength in supply from OPEC+ countries came at a time of significant demand~~

~~destruction related to the outbreak of the COVID-19 pandemic. The~~he short-term outlook for crude oil has improved. Economic activity continues to expand, driven by strong fiscal stimulus, COVID vaccinations, and re-openings of local economies. Additionally, oil supply has been constrained due to the industry’s more disciplined capital spend, particularly for OPEC+ countries which appear to be focused on realizing a price ~~recovery is largely~~that supports both economic growth and continued energy investment. These conditions could also provide greater price stability over the intermediate term.

~~dependent on COVID-19 developments and the resumption of normal business activities. Global oil and gas~~

~~producers will also need to reduce output to balance the oversupplied market.~~ Long-term demand for energy is ~~still forecast~~forecasted to

~~rise,~~ increase. Our conversations with clients remains constructive, and we believe ~~this~~the current outlook ~~will ultimately provide our customers~~is providing them with the confidence to increase investments in new sources of oil and natural gas production. ~~We continue to believe that offshore and deepwater developments will remain a significant part of our customers’ portfolios in~~

On February 16, 2021, we completed the ~~long-term. TechnipFMC’s strong positioning in transition fuels, such as natural gas, will also allow us to play a key role in the energy transition markets.~~

~~COVID-19 -~~ During the first quarter, we experienced operational impacts as a result of COVID-19. These impacts included supply chain disruptions; productivity declines; and logistics constraints. There has been a resumption of activity from some suppliers, and we expect that other supply chain impacts will subside as regional restrictions are removed. We believe, given the long-cycle nature of our projects, that we will be able to mitigate a majorityseparation of the ~~impacts related to supply chain disruption.~~

~~Even though many of our offices remained open, we experienced productivity declines as a result of the pandemic. The energy sector was deemed to be an essential~~Technip Energies business in most countries, which provided us the flexibility to keep offices and manufacturing centers open. We allowed all non-essential personnel to work from home but in some cases we experienced reduced productivity as employees transitionedsegment. Subsequent to the ~~new work environment. We also experienced productivity declines in our manufacturing facilities as employee groups were isolated where there was an event of COVID-19 exposure.~~Spin-off, we now operate under two reporting segments: Subsea and Surface Technologies. See Notes 2 and 11 for further details.

We also experienced logistics impacts related to the movement of personnel and equipment due to new COVID-19 regulations. Specifically, these impacts included delays in crew changes on vessels due to quarantine periods and limitations on travel to and from points of embarkation.

In addition to these operational impacts, we incurred incremental, direct costs related to voluntary measures implemented to ensure the safety of employees, contractors, suppliers, and clients. We activated a COVID-19 Incident Management Team in order to administer a consistent response throughout our global operations and provide coordinated support to localized events. Specific actions taken by the team included the following:


–	~~Established a thorough Business Continuity Planning process, which included the work from home initiative, when practical, to support continuity of operations;~~


–	Adopted enhanced sanitation practices across all offices and facilities, implemented personal hygiene protocols and measures to restrict non-essential business travel, and restricted non-essential visitors from visiting our offices and facilities;


–	Provided personal protective equipment and performed proactive health screening and testing of offshore personnel and required employees to self-quarantine when they may have been exposed to, or shown any symptoms of COVID-19;


–	~~Collaborated more closely with clients to mitigate COVID-19 impacts in order to advance projects and meet customer requirements, albeit at reduced productivity in some instances; and~~


–	~~Engaged with critical vendors regarding their own pandemic preparedness plans to minimize the impact to our business operations.~~

Senior management is continuously monitoring the situation and providing frequent communications to both employees and external clients and partners. Regulatory directives and COVID-19 case management continued to result in the periodic full or partial operational disruption of some of our facilities, vessels, and suppliers beyond the first quarter, and we expect some level of disruption to continue in the second quarter.

~~More specific impacts of COVID-19 and the commodity price decline as well as the outlook for the business segments are provided below.~~

Subsea - – The ~~impact of the~~volatile, and generally low crude oil price environment ~~has~~of the last several years led many of our customers to ~~significantly~~ reduce their capital spending ~~plans. TechnipFMC continues~~plans and defer new deepwater projects. The trajectory and pace of further recovery and expansion in the subsea market is subject to ~~engage with its customers~~more stringent capital discipline and ~~alliance partners as they work~~the allocation of capital our clients dedicate to ~~update~~developing offshore oil and gas fields among their ~~business plans. We did not receive any cancellations for~~entire portfolio of projects. The risk of project sanctioning delays still exists in the current environment; however, innovative approaches to subsea projects, ~~in backlog during the period.~~

~~We believe that deepwater will become an even more prevalent piece of the energy mix as~~like our iEPCI™ solution, have improved project economics, ~~remain attractive, particularly for brownfield developments. Sanctioning on a number of greenfield projects is likely to shift from~~and many offshore discoveries can be developed economically at today’s crude oil prices. In the current year, impacting our previous projection for 2020 orders. We continue to evaluate nearly $15 billion of large project opportunities, of which approximately 50% are still likely to move forward over the next 24 months. All other projects remain active but potentially extend beyond this timeframe. Over the next 12 months,long-term, we believe ~~as much as 20%~~deepwater development is expected to remain a significant part of ~~the $15 billion of project opportunities are likely to reach Final Investment Decision, and TechnipFMC is well-positioned for~~ many of ~~these opportunities.~~our customers’ portfolios.

Beyond project activity, we generate additional revenue from subsea services activity where we benefit from the industry’s largest installed base of subsea equipment in operation today. We anticipate resiliency in services activity as a result of the expected shift by some clients from greenfield developments to brownfield intervention.

We continue to work closely with our customers through early engagement in iFEED™ and the use of iEPCI™ to allow more project Final Investment Decisions through the cycle. iEPCI™ can support our clients’ initiatives to improve subsea project economics by helping to reduce cost and accelerate time to first oil. TechnipFMC’s integrated commercial model now accounts for a significant portion of its orders and revenue and will serve as our standard approach to new business going forward.

As the subsea industry continues to evolve, we ~~are taking additional~~have taken actions to further streamline our organization, achieve standardization, and reduce cycle times. ~~Continued~~The rationalization of our global footprint will also further leverage the benefits of ~~the~~our integrated offering. We aim to continuously align our operations with activity levels, while preserving our core capacity in order to deliver current projects in backlog and future order activity.

~~Technip Energies -~~ ~~Given the long cycle nature~~We have experienced renewed operator confidence in advancing subsea activity as a result of the ~~business,~~improved economic outlook, lower market volatility and higher oil price. With crude now trending above $60 per barrel, the ~~resilience~~opportunity set of large subsea projects to be sanctioned over the next 24 months has expanded.

Front-end engineering and ~~maturity~~design (“FEED”) activity continues to improve, with solid momentum experienced in the second half of 2020. FEED activity in the current year is expected to return to the more robust levels seen in 2019, which further supports our view of a sustainable recovery for deepwater. We expect at least 60% of the projects undergoing studies in ~~backlog and~~2021 to include an iEPCI™ solution, many of which could be directly awarded to our diversified global footprint, we have been able to mitigate a significant portion of COVID-19 operational impacts. The near-term effects relate more to operational efficiencies and timing issues and not the stoppage of projects.Company upon reaching final investment decision.

~~Onshore market~~TechnipFMC is increasingly less dependent on larger, publicly tendered projects.

•We anticipate that an increasing share of our inbound orders will result from projects that will be directly awarded to our Company, many of which may come from our alliance partners;

•We anticipate higher activity ~~continues to provide a tangible set of opportunities, albeit at lower levels than previously forecast.~~ in subsea services, with the industry’s largest installed base; and

•We expect ~~natural gas~~a higher mix of EPCI™ project awards, demonstrating strong geographic diversity and ~~renewables~~new adopters of our unique, integrated approach to ~~take a larger share~~subsea development.

For the remainder of ~~global energy demand as evidenced~~2021, we believe that Subsea inbound orders will exceed the $4 billion achieved in 2020. We expect Brazil to be the most active region of the world for new project orders, driven by continued investment in the record level of new LNG capacity sanctioned in 2019. Although the near-term outlook for project sanctioning has changed due to COVID-19 and the challenging macroeconomic backdrop, the long-term fundamentals for natural gas - and LNG in particular - remain strong given its critical role as a transition fuel.

As an industry leader, TechnipFMC is well positioned for growth in new liquefaction and regasification capacity as well as opportunities in biofuels, green chemistry, and other energy alternatives. Our active engagement in several LNG FEED studies across multiple geographies provides a platform for early engagement with clients and can significantly de-risk project execution while also supporting our pursuit of EPC contracts.pre-salt field discoveries. We anticipate one of these project opportunities to be sanctioned in the current year. Additionally, we continue to selectively pursue refining, petrochemical, fertilizer and renewables project opportunities in the Middle East, Africa, Asia and North America as these sectors typically prove to be more resilient through a downturn.

~~Offshore~~additional market ~~activity is expected to weaken in the near-term as sanctioning on a number of greenfield projects is likely to shift~~growth potential coming from the ~~current year. Recent discoveries of offshore fields with reserves in regions such as Australia~~North Sea, Asia Pacific and ~~East Africa~~Africa. The strong front end activity we are expected to benefit future activity; however, the timing of increased investment in these regions could be deferred. In the long-term, new upstream investment will also be required as gas becomes a bigger portion of the global energy mix.experiencing today should further support project award momentum into 2022.

Surface Technologies -– Surface Technologies’ performance is typically driven by variations in global drilling activity, creating a dynamic environment. Operating results can be further impacted by stimulation activity and the completions intensity of shale applications in the Americas.

The North ~~American activity continued~~America shale market is sensitive to ~~decline sequentially~~oil price fluctuations. The rig count exited 2020 below prior year-end levels but increased in the first quarter of ~~2020 in both drilling and completions related activity, negatively impacting volume and pricing. As a result~~2021.

In 2021, we expect our completions-related revenue to outperform the overall market, driven by increased market adoption of ~~the~~iComplete™ – our fully integrated, digitally enabled pressure control system. iComplete™ has already achieved significant ~~reductions to operator’s capital spending,~~ market ~~expectations now suggest the U.S. rig count for the second quarter could be down approximately 50% versus the end of 2019 and decline further over the remainder of the~~

year. We are taking aggressive actions in response to these market conditions to reduce working capital investment and structural costs, and this will result in reductions to both workforce and facility capacity.

~~Activity outside North America slowed~~penetration since its introduction in the ~~first~~third quarter of 2020, ~~primarily due to COVID-19 related disruptions. However, we still expect~~with more than 10 customers utilizing the new integrated system.

Drilling activity in international markets ~~to be more resilient~~is less cyclical than North ~~America. TechnipFMC believes~~America as most activity is driven by national oil companies, which tend to maintain a longer term view that exhibits less variability in capital spend. Additionally, we ~~will~~continue to benefit from our ~~high level~~exposure to the Middle East and Asia Pacific, both of ~~vertical integration outside of North America~~ which ~~provides us with more control over manufacturing and product deliveries and less dependency on external supply chains. We anticipate that~~are being supported by strong gas-related activity.

In recent years, our ~~business mix outside of North America will account for as much as 60%~~international revenue has become a greater proportion of total segment revenue. We expect a gradual and steady recovery in well count in 2021 to drive modest international market growth, with spending increases led by national oil companies, particularly in the Middle East.

Our unique capabilities in the international markets, which demand higher specification equipment, global services and local content, provide a platform for us to extend our leadership positions. We remain levered to these more resilient markets where we expect to source approximately 65% of our full year Surface Technologies revenue in ~~2020.~~2021.

CONSOLIDATED RESULTS OF OPERATIONS OF TECHNIPFMC PLC

THREE MONTHS ENDED MARCH 31, ~~2020~~2021 AND ~~2019~~2020


	Three Months Ended											Three Months Ended
	March 31,						Change					March 31,				Change
(In millions, except %)	2020			2019			$		%		(In millions, except %)	2021		2020		$	%
Revenue	$	3,130.3		$	2,913.0		217.3		7.5		Revenue	$	1,632.0	$	1,582.6	49.4	3.1

Costs and expenses											Costs and expenses
Cost of sales	2,701.7			2,411.9			289.8		12.0		Cost of sales	1,441.2		1,404.1		37.1	2.6
Selling, general and administrative expense	293.9			297.8			(3.9	)	(1.3	)	Selling, general and administrative expense	147.6		195.3		(47.7)	(24.4)
Research and development expense	35.2			39.9			(4.7	)	(11.8	)	Research and development expense	16.5		25.4		(8.9)	(35.0)
Impairment, restructuring and other expenses (Note 17)	3,208.4			16.5			3,191.9		19,344.8
Separation costs (Note 2)	27.1			—			27.1		n/a
Merger transaction and integration costs	—			12.1			(12.1	)	n/a
Impairment, restructuring and other expenses (Note 16)											Impairment, restructuring and other expenses (Note 16)	25.5		3,199.1		(3,173.6)	(99.2)

Total costs and expenses	6,266.3			2,778.2			3,488.1		125.6		Total costs and expenses	1,630.8		4,823.9		(3,193.1)	(66.2)

Other income (expense), net	(28.5		)	(26.2		)	(2.3	)	(8.8	)	Other income (expense), net	35.6		(7.9)		43.5	550.6
Income from equity affiliates (Note 11)	28.8			13.9			14.9		107.2		Income from equity affiliates (Note 11)	7.7		21.1		(13.4)	(63.5)
Income from investment in Technip Energies (Note 11)											Income from investment in Technip Energies (Note 11)	470.1		—		n/a	n/a
Loss on early extinguishment of debt											Loss on early extinguishment of debt	(23.5)		—		n/a	n/a
Net interest expense	(72.3		)	(88.2		)	15.9		18.0		Net interest expense	(34.5)		(23.0)		(11.5)	(50.0)
Income (loss) before income taxes	(3,208.0		)	34.3			(3,242.3	)	(9,452.8	)	Income (loss) before income taxes	456.6		(3,251.1)		3,707.7	114.0
Provision for income taxes (Note 19)	37.7			14.5			23.2		160.0
Net income (loss)	(3,245.7		)	19.8			(3,265.5	)	(16,492.4	)
Net (income) loss attributable to non-controlling interests	(10.4		)	1.1			(11.5	)	(1,045.5	)
Net income (loss) attributable to TechnipFMC plc	$	(3,256.1	)	$	20.9		(3,277.0	)	(15,679.4	)
Provision (benefit) for income taxes (Note 18)											Provision (benefit) for income taxes (Note 18)	24.5		(23.2)		47.7	205.6
Income (loss) from continuing operations											Income (loss) from continuing operations	432.1		(3,227.9)		3,660.0	113.4
Income from continuing operations attributable to non-controlling interests											Income from continuing operations attributable to non-controlling interests	(1.8)		(6.9)		5.1	73.9
Income (loss) from continuing operations attributable to TechnipFMC plc											Income (loss) from continuing operations attributable to TechnipFMC plc	430.3		(3,234.8)		3,654.9	113.0
Income (loss) from discontinued operations											Income (loss) from discontinued operations	(60.2)		(17.8)		(42.4)	(238.2)
Income from discontinued operations attributable to non-controlling interests											Income from discontinued operations attributable to non-controlling interests	(1.9)		(3.5)		1.6	45.7
Net Income (loss) attributable to TechnipFMC plc											Net Income (loss) attributable to TechnipFMC plc	368.2		(3,256.1)		3,624.3	111.3

Revenue

Revenue increased ~~$217.3~~$49.4 million induring the ~~first~~ three months ~~of 2020~~ended March 31, 2021, compared to the ~~prior-year~~same period ~~primarily as a result of increased project activity.~~in 2020. Subsea revenue increased year-over-year primarily, due to ~~higher project-related activity, including~~ increased ~~revenue from integrated~~ project ~~execution (iEPCI™) in the United States~~ and ~~Norway, partially~~services activity. This increase was offset by ~~foreign exchange translation due to the strengthening U.S. dollar and COVID-19 related disruptions. Increased~~a decrease in revenue in ~~Technip Energies was primarily driven by higher activity in Europe, and North America and in~~ our Process Technology business. The continued ramp up of Arctic LNG 2 and increased activity on downstream projects more than offset the decline in revenue from Yamal LNG which continues to progress through the warranty phase. Technip Energies revenue was also negatively impacted by COVID-19 related disruptions. Surface Technologies ~~revenue decreased versus the prior-year period,~~segment, primarily as a result of the ~~sharp~~significant decline in operator activity in North ~~America activity, the reallocation of the Loading Systems business to Technip Energies, and the impact of COVID-19 related disruptions.~~America.

Gross Profit

Gross profit (revenue less cost of sales) as a percentage of sales ~~decreased~~increased to ~~13.7% in~~11.7% during the ~~first~~ three months ~~of 2020,~~ended March 31, 2021, compared to ~~17.2%~~11.3% in the prior-year period. Subsea gross profit ~~decreased~~as a percentage of sales increased due to astronger operational performance and from lower ~~priced backlog as well as impacts from supply chain delays, including disruption from the COVID-19 pandemic.~~operating costs. Gross profit declined in Technip Energies due in large part to a reduced contribution from Yamal LNG as the project has reached physical completion last year and is progressing through the warranty phase. Surface Technologies gross profit ~~was negatively impacted primarily by the~~as a percentage of sales increased year-over-year ~~decline in North American drilling~~despite lower sales volume due to improved execution and ~~completions activity.~~benefits from prior year cost reduction.

Selling, General and Administrative Expense

Selling, general and administrative expense decreased ~~$3.9~~$47.7 million year-over-year, primarily as a result of decreased ~~corporate expenses.~~expenses associated with our support functions. During the first half of 2020, in response to a deteriorated market environment driven in part by the COVID-19 pandemic, we implemented a series of cost reduction initiatives that resulted in significant savings and extended to all business segments and support functions.

Impairment, Restructuring and Other Expense

We incurred ~~$3,208.4~~$25.5 million of restructuring, impairment and ~~impairment~~other charges ~~primarily related to goodwill and fixed asset impairments~~ during the ~~first~~ three months ended March 31, 2021 compared to $3,199.1 million of restructuring, impairment and other charges incurred during the three months ended March 31, 2020. See Note 1716 for further details.

~~Merger Transaction and Integration Costs~~

We incurred merger transaction and integration costs of $12.1 million during the first three months of 2019, before the announcement of the planned separation transaction due to the continuation of the integration activities pertaining to combining the two legacy companies.

~~Separation Costs~~

We incurred $27.1 million of separation costs associated with the preparation of the separation transaction during the first three months of 2020. Due to the COVID-19 pandemic, the sharp decline in commodity prices, and the heightened volatility in global equity markets, we have postponed the completion of the transaction until the markets sufficiently recover. Refer to Note 2 for more information regarding the planned transaction.

Other Income (expense), Net

Other income (expense), net, primarily reflects foreign currency gains and losses, including gains and losses associated with the remeasurement of net cash ~~positions. In~~positions and other non-operating gains and losses. During the ~~first~~ three months ~~of 2020,~~ended March 31, 2021, we recognized ~~$43.3~~$35.6 million of other income, which primarily included $28.1 million of net foreign exchange ~~losses, compared with $11.6~~gains. During the three months ended March 31, 2020, we recognized $7.9 million of other expenses, which primarily included $23.1 million of net foreign exchange ~~losses in the prior year period.~~losses. The ~~increase~~change in foreign exchange gains and losses ~~during the first three months of 2020 resulted~~is primarily due to foreign exchange gains from unhedged currencies and the effects of ~~the strengthening~~a stronger U.S. dollar on naturally hedged ~~projects~~projects.

Income from Investment in Technip Energies

During the three months ended March 31, 2021, we recorded $470.1 million as income from our investment in Technip Energies. The amount recognized was comprised of purchase price discount on sale of shares to BPI and ~~increased hedging costs due to high volatility in the currency and interest rate markets.~~a fair value revaluation gain of our investment. See Note 11 for further details.

Net Interest Expense

Net interest expense ~~decreased $15.9~~of $34.5 million increased $11.5 million in the ~~first~~ three months ~~of 2020~~ended March 31, 2021, compared to ~~2019,~~the same period in 2020, primarily due to higher interest expense associated with the ~~change in~~$1.0 billion senior notes issued during the fair value of the redeemable financial liability. We revalued the mandatorily redeemable financial liability to reflect current expectations about the obligation and recognized a charge of $35.5 million. See Note 21 for further information regarding the fair value measurement assumptions of the mandatorily redeemable financial liability and related changes in its fair value. Interest income decreased as a result of a $9.0 million decrease in Yamal deposits as well as a $13.7 million impact due to the valuation of marketable securities.three months ended March 31, 2021.

Provision for Income Taxes

~~The~~Our provision for income taxes for the three months ended March 31, 2021 and 2020 reflected effective tax ~~rate was (1.2)%~~rates of 5.4% and ~~42.2% for the first three months of 2020 and 2019,~~0.7%, respectively.The year-over-year change in the effective tax rate was primarily due to the impact of nondeductible goodwill impairments, offset in part by the reduced impact of losses in jurisdictions with a full valuation allowance and a favorable change in ~~actual country mix of~~the forecasted earnings mix.

Our effective tax rate can fluctuate depending on our country mix of earnings, since our foreign earnings are generally subject to higher tax rates than in the United Kingdom.

Discontinued Operations

Income (loss) from discontinued operations, net of income taxes was $(60.2) million and $17.8 million for the three months ended March 31, 2021 and 2020, respectively. Income (loss) from discontinued operations included results for Technip Energies, which was spun-off on February 16, 2021. See Note 2 for further details.

SEGMENT RESULTS OF OPERATIONS OF TECHNIPFMC PLC

THREE MONTHS ENDED MARCH 31, ~~2020~~2021 AND ~~2019~~2020

Segment operating profit is defined as total segment revenue less segment operating expenses. Certain items have been excluded in computing segment operating profit and are included in corporate items. See Note ~~6 to our condensed consolidated financial statements of this Quarterly Report~~5 for ~~more information.~~further details.

Subsea


	Three Months Ended										Three Months Ended
	March 31,						Favorable/(Unfavorable)				March 31,						Favorable/(Unfavorable)
(In millions, except %)	2020			2019			$		%	(In millions, except %)	2021			2020			$	%
Revenue	$	1,253.1		$	1,185.3		67.8		5.7	Revenue	$	1,386.5		$	1,253.1		133.4	10.6
Operating profit (loss)	$	(2,750.7	)	$	49.9		(2,800.6	)	n/a	Operating profit (loss)	$	37.0		$	(2,750.7)		2,787.7	101.3

Operating profit (loss) as a percentage of revenue	(219.5		)%	4.2		%			(223.7) pts.	Operating profit (loss) as a percentage of revenue	2.7		%	(219.5)		%		222.2 pts.

Subsea revenue increased ~~$67.8~~$133.4 million, or ~~5.7%~~10.6%, year-over-year, primarily due to ~~growth in integrated~~higher project ~~execution (iEPCI~~and services activity.

^TM~~) revenue in~~

Subsea operating profit for the ~~United States and Norway. Revenue growth was negatively impacted by foreign exchange translation of $66 million~~three months ended March 31, 2021 improved versus the prior year, primarily due to the ~~strengthening U.S. dollar~~significant reduction in non-cash impairment charges as well as benefits from prior year cost reduction activities and delays in supply chain affecting project progress, partially due to disruptions related to COVID-19. Execution saw some impact from labor mobility and transportation delays due to COVID-19, with further impact from our efforts to safeguard the health and safety of our employees, contractors, and customer personnel.increased installation activity.

Subsea operating loss is primarily due to significant impairment charges. This operating loss included $2,773.6 million of asset impairment, restructuring and other charges primarily related to the impairment of goodwill and long-lived assets compared to $2.3 million in 2019. Refer to Note 17 to our consolidated financial statements for more information related to these asset impairments.

Refer to ‘Non-GAAP Measures’ below for more information regarding our segment operating results.

~~Technip Energies~~^(a)

Surface Technologies


	Three Months Ended											Three Months Ended
	March 31,						Favorable/(Unfavorable)					March 31,						Favorable/(Unfavorable)
(In millions, except %)	2020			2019			$		%		(In millions, except %)	2021			2020			$	%
Revenue	$	1,547.7		$	1,335.1		212.6		15.9		Revenue	$	245.5		$	329.5		(84.0)	(25.5)
Operating profit	$	151.2		$	155.7		(4.5	)	(2.9	)
Operating profit (loss)											Operating profit (loss)	$	8.2		$	(424.0)		432.2	101.9

Operating profit as a percentage of revenue	9.8		%	11.7		%			(1.9) pts.
Operating profit (loss) as a percentage of revenue											Operating profit (loss) as a percentage of revenue	3.3		%	(128.7)		%		132.0 pts.

_{(a) In connection withSurface Technologies revenue decreased $84.0 million, or 25.5%, year-over-year, primarily driven by the planned separation transaction,significant reduction in operator activity in North America. Revenue outside of North America displayed resilience. Nearly 70% of total segment revenue was generated outside of North America in the first quarter of 2020, we renamed our Onshore/Offshore segment Technip Energies. Refer to Note 2 for more information onperiod.}

Surface Technologies operating profit improved versus the ~~planned separation transaction.~~

~~Technip Energies revenue increased $212.6 million, or 15.9% year-over-year, primarily driven~~by higher activity in Europe and North America and in our Process Technology business. The continued ramp-up of Arctic LNG 2 and increased activity on downstream projects more than offset the decline in revenues from Yamal LNG which continues to progress through the warranty phase.

~~Operating profit decreased year-over-year,~~prior year, primarily due to ~~a reduced contribution~~the significant reduction in non-cash impairment charges as well as improvements in execution, benefits from ~~Yamal LNG~~prior year cost reduction initiatives and ~~lower margin realization on early stage projects, including Arctic LNG 2. Project execution remained strong across the portfolio.~~

ongoing cost control measures.

Refer to ‘Non-GAAP Measures’ below for more information regarding our segment operating results.

Corporate Expenses


	Three Months Ended
	March 31,				Favorable/(Unfavorable)
(In millions, except %)	2021		2020		$	%
Corporate expenses	$	(28.8)	$	(30.3)	1.5	5.0

~~Surface Technologies~~

Three Months Ended
March 31, Favorable/(Unfavorable)
(In millions, except %) 2020 2019 $ %
Revenue $ 329.5
$ 392.6
(63.1 ) (16.1 )
Operating profit (loss) $ (424.0 ) $ 10.5
(434.5 ) n/a

Operating profit (loss) as a percentage of revenue (128.7 )% 2.7 % (131.4) pts.

Surface Technologies revenue decreased $63.1 million, or 16.1% year-over-year, primarily driven by the sharp decline in North America activity and the reallocation of the Loading Systems business to Technip Energies. Despite travel and supply chain impacts of COVID-19, revenue outside North America increased modestly and represented just over 50% of total Surface Technologies revenue in the period.

Surface Technologies operating loss was primarily due to impairment and restructuring and other charges, in particular related to goodwill. Refer to Note 7 for more information. Operating profit was also negatively impacted by the reduced demand in North America.

Corporate expenses remained flat year-over-year.

Refer to ‘‘Non-GAAP ~~Measures’~~Measures ~~below~~’ for ~~more~~further information regarding our segment operating results.

~~Corporate Items~~

Three Months Ended
March 31, Favorable/(Unfavorable)
(In millions, except %) 2020 2019 $ %
Corporate expense $ (112.2 ) $ (93.6 ) (18.6 ) (19.9 )

Corporate expense excluding foreign exchange losses and credits decreased by $22.8 million as shown in the below non-GAAP table, primarily due to cost cutting measures implemented during the first three months of 2020.

Three Months Ended
March 31,
2020 2019
Corporate expense, reported $ 112.2
$ 93.6
Less charges and (credits) 30.7
21.0
Corporate expense, adjusted 81.5
72.6
Less foreign exchange losses 43.3
11.6
Corporate expense, adjusted and before foreign exchange losses $ 38.2
$ 61.0

NON-GAAP MEASURES

In addition to financial results determined in accordance with U.S. generally accepted accounting principles (“GAAP”), we provide non-GAAP financial measures (as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended) ~~below.~~


–	~~Net income, excluding charges and credits, as well as measures derived from it (excluding charges and credits;~~


–	~~Income before net interest expense and taxes, excluding charges and credits ("Adjusted Operating profit");~~


–	~~Depreciation and amortization, excluding charges and credits (“Adjusted Depreciation and amortization”);~~


–	~~Earnings before net interest expense, income taxes, depreciation and amortization, excluding charges and credits ("Adjusted EBITDA");~~


–	~~Corporate expenses excluding charges and credits and excluding foreign exchange losses; and~~


–	~~Net (debt) cash~~

~~are non-GAAP financial measures.~~below:

–Income from continuing operations, excluding charges and credits, as well as measures derived from it (excluding charges and credits;

–Income before net interest expense and taxes, excluding charges and credits ("Adjusted Operating profit");

–Depreciation and amortization, excluding charges and credits (“Adjusted Depreciation and amortization”);

–Earnings before net interest expense, income taxes, depreciation and amortization, excluding charges and credits ("Adjusted EBITDA");

–Corporate expenses excluding charges and credits and foreign exchange impacts; and

–Net (debt) cash.

Management believes that the exclusion of charges and credits from these financial measures enables investors and management to more effectively evaluate our operations and consolidated results of operations period-over-period, and to identify operating trends that could otherwise be masked or misleading to both investors and management by the excluded items. These measures are also used by management as performance measures in determining certain incentive compensation. The foregoing non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, other measures of financial performance prepared in accordance with GAAP.

The following is a reconciliation of the most comparable financial measures under GAAP to the non-GAAP financial measures.

CONSOLIDATED RESULTS OF OPERATIONS OF TECHNIPFMC PLC

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES


	Three Months Ended
	March 31, 2021
	Income (loss) from continuing operations attributable to TechnipFMC plc		Income attributable to non-controlling interest from continuing operations		Provision (benefit) for income taxes		Net interest expense and loss on early extinguishment of debt		Income (loss) before net interest expense and income taxes (Operating profit)		Depreciation and amortization		Earnings before net interest expense, income taxes, depreciation and amortization (EBITDA)
TechnipFMC plc, as reported	$	430.3	$	1.8	$	24.5	$	58.0	$	514.6	$	95.2	$	609.8

Charges and (credits):
Impairment and other charges	18.8		—		—		—		18.8		—		18.8
Restructuring and other charges	6.5		—		0.2		—		6.7		—		6.7
(Income) loss from investment in Technip Energies	(470.1)		—		—		—		(470.1)		—		(470.1)





Adjusted financial measures	$	(14.5)	$	1.8	$	24.7	$	58.0	$	70.0	$	95.2	$	165.2

Diluted earnings (loss) per share from continuing operations attributable to TechnipFMC plc, as reported	$	0.95
Adjusted diluted earnings per share from continuing operations attributable to TechnipFMC plc	$	(0.03)


	Three Months Ended																				Three Months Ended
	March 31, 2020																				March 31, 2020
	Net income (loss) attributable to TechnipFMC plc			Net income (loss) attributable to non-controlling interests		Provision (benefit) for income taxes			Net interest expense		Income (loss) before net interest expense and income taxes (Operating profit)			Depreciation and amortization			Earnings before net interest expense, income taxes, depreciation and amortization (EBITDA)				Income (loss) from continuing operations attributable to TechnipFMC plc		Income attributable to non-controlling interest from continuing operations		Provision (benefit) for income taxes		Net interest expense		Income (loss) before net interest expense and income taxes (Operating profit)		Depreciation and amortization		Earnings before net interest expense, income taxes, depreciation and amortization (EBITDA)
TechnipFMC plc, as reported	$	(3,256.1	)	$	10.4	$	37.7		$	72.3	$	(3,135.7	)	$	120.4		$	(3,015.3	)	TechnipFMC plc, as reported	$	(3,234.8)	$	6.9	$	(23.2)	$	23.0	$	(3,228.1)	$	108.7	$	(3,119.4)

Charges and (credits):																				Charges and (credits):
Impairment and other charges	3,159.9			—		28.1			—		3,188.0			—			3,188.0			Impairment and other charges	3,159.9		—		28.1		—		3,188.0		—		3,188.0
Restructuring and other charges	8.6			—		2.8			—		11.4			—			11.4			Restructuring and other charges	4.5		—		1.5		—		6.0		—		6.0
Direct COVID-19 expenses	6.8			—		2.2			—		9.0			—			9.0			Direct COVID-19 expenses	3.9		—		1.2		—		5.1		—		5.1
Separation costs	20.2			—		6.9			—		27.1			—			27.1
Purchase price accounting adjustment	6.5			—		2.0			—		8.5			(8.5		)	—			Purchase price accounting adjustment	6.5		—		2.0		—		8.5		(8.5)		—
Valuation allowance	5.0			—		(5.0		)	—		—			—			—

Adjusted financial measures	$	(49.1	)	$	10.4	$	74.7		$	72.3	$	108.3		$	111.9		$	220.2		Adjusted financial measures	$	(60.0)	$	6.9	$	9.6	$	23.0	$	(20.5)	$	100.2	$	79.7

Diluted earnings (loss) per share attributable to TechnipFMC plc, as reported	$	(7.28	)
Adjusted diluted earnings per share attributable to TechnipFMC plc	$	(0.11	)
Diluted earnings (loss) per share from continuing operations attributable to TechnipFMC plc, as reported																				Diluted earnings (loss) per share from continuing operations attributable to TechnipFMC plc, as reported	$	(7.23)
Adjusted diluted earnings per share from continuing operations attributable to TechnipFMC plc																				Adjusted diluted earnings per share from continuing operations attributable to TechnipFMC plc	$	(0.13)

Three Months Ended
March 31, 2019
Net income (loss) attributable to TechnipFMC plc Net income (loss) attributable to non-controlling interests Provision (benefit) for income taxes Net interest expense Income (loss) before net interest expense and income taxes (Operating profit) Depreciation and amortization Earnings before net interest expense, income taxes, depreciation and amortization (EBITDA)
TechnipFMC plc, as reported $ 20.9
$ (1.1 ) $ 14.5
$ 88.2
$ 122.5
$ 119.4
$ 241.9

Charges and (credits):
Impairment and other charges 0.5
—
0.2
—
0.7
—
0.7
Restructuring and other severance charges 11.6
—
4.2
—
15.8
—
15.8
Business combinations transaction and integration costs 8.9
—
3.2
—
12.1
—
12.1
Reorganization 19.2
—
6.1
—
25.3
—
25.3
Purchase price accounting adjustment 6.5
—
2.0
—
8.5
(8.5 ) —
Valuation allowance (40.3 ) —
40.3
—
—
—
—
Adjusted financial measures $ 27.3
$ (1.1 ) $ 70.5
$ 88.2
$ 184.9
$ 110.9
$ 295.8

Diluted earnings (loss) per share attributable to TechnipFMC plc, as reported $ 0.05

Adjusted diluted earnings per share attributable to TechnipFMC plc $ 0.06

CONSOLIDATED RESULTS OF OPERATIONS OF TECHNIPFMC PLC

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES


	Three Months Ended
	March 31, 2021
	Subsea			Surface Technologies			Corporate Expense		Foreign Exchange, net and Other		Total
Revenue	$	1,386.5		$	245.5		$	—	$	—	$	1,632.0

Operating profit (loss), as reported (pre-tax)	$	37.0		$	8.2		$	(28.8)	$	498.2	$	514.6

Charges and (credits):
Impairment and other charges	15.7			0.1			3.0		—		18.8
Restructuring and other charges	4.0			2.7			—		—		6.7
(Income) loss from investment in Technip Energies	—			—			—		(470.1)		(470.1)




Subtotal	19.7			2.8			3.0		(470.1)		(444.6)

Adjusted Operating profit (loss)	56.7			11.0			(25.8)		28.1		70.0

Depreciation and amortization	78.4			15.9			0.9		—		95.2

Adjusted EBITDA	$	135.1		$	26.9		$	(24.9)	$	28.1	$	165.2

Operating profit margin, as reported	2.7		%	3.3		%					31.5		%

Adjusted Operating profit margin	4.1		%	4.5		%					4.3		%

Adjusted EBITDA margin	9.7		%	11.0		%					10.1		%


	Three Months Ended
	March 31, 2020
	Subsea			Surface Technologies			Corporate Expense		Foreign Exchange, net		Total
Revenue	$	1,253.1		$	329.5		$	—	$	—	$	1,582.6

Operating profit (loss), as reported (pre-tax)	$	(2,750.7)		$	(424.0)		$	(30.3)	$	(23.1)	$	(3,228.1)

Charges and (credits):
Impairment and other charges	2,776.5			411.5			—		—		3,188.0
Restructuring and other charges*	(6.9)			11.8			1.1		—		6.0
Direct COVID-19 expenses	4.0			1.1			—		—		5.1



Purchase price accounting adjustments	8.5			—			—		—		8.5
Subtotal	2,782.1			424.4			1.1		—		3,207.6

Adjusted Operating profit (loss)	31.4			0.4			(29.2)		(23.1)		(20.5)

Adjusted Depreciation and amortization	73.4			24.1			2.7		—		100.2

Adjusted EBITDA	$	104.8		$	24.5		$	(26.5)	$	(23.1)	$	79.7

Operating profit margin, as reported	-219.5		%	-128.7		%					-204.0		%

Adjusted Operating profit margin	2.5		%	0.1		%					-1.3		%

Adjusted EBITDA margin	8.4		%	7.4		%					5.0		%

Three Months Ended
March 31, 2020
Subsea Technip Energies Surface Technologies Corporate and Other Total
Revenue $ 1,253.1
$ 1,547.7
$ 329.5
$ —
$ 3,130.3

Operating profit (loss), as reported (pre-tax) $ (2,750.7 ) $ 151.2
$ (424.0 ) $ (112.2 ) $ (3,135.7 )

Charges and (credits):
Impairment and other charges 2,776.5
—
411.5
—
3,188.0
Restructuring and other charges* (6.9 ) 2.9
11.8
3.6
11.4
Direct COVID-19 expenses 4.0
3.9
1.1
—
9.0
Separation costs —
—
—
27.1
27.1
Reorganization —
—
—
—
—
Legal provision, net —
—
—
—
—
Purchase price accounting adjustments 8.5
—
—
—
8.5
Subtotal 2,782.1
6.8
424.4
30.7
3,244.0

Adjusted Operating profit (loss) 31.4
158.0
0.4
(81.5 ) 108.3

Adjusted Depreciation and amortization 73.4
9.1
24.1
5.3
111.9

Adjusted EBITDA $ 104.8
$ 167.1
$ 24.5
$ (76.2 ) $ 220.2

Operating profit margin, as reported (219.5 )% 9.8 % (128.7 )% (100.2 )%

Adjusted Operating profit margin 2.5 % 10.2 % 0.1 % 3.5 %

Adjusted EBITDA margin 8.4 % 10.8 % 7.4 % 7.0 %

*On December 30, 2019, we completed the acquisition of the remaining 50% of Technip Odebrecht PLSV CV. A $7.3 million gain recorded within restructuring and other charges in the Subsea segment during the three months ended March 31, 2020 relates to this transaction.

Three Months Ended
March 31, 2019
Subsea Technip Energies Surface Technologies Corporate and Other Total
Revenue $ 1,185.3
$ 1,335.1
$ 392.6
$ —
$ 2,913.0

Operating profit (loss), as reported (pre-tax) $ 49.9
$ 155.7
$ 10.5
$ (93.6 ) $ 122.5

Charges and (credits):
Impairment and other charges 0.7
—
—
—
0.7
Restructuring and other severance charges 1.6
3.8
1.5
8.9
15.8
Business combination transaction and integration costs —
—
—
12.1
12.1
Reorganization —
25.3
—
—
25.3
Purchase price accounting adjustments - amortization related 8.5
—
—
—
8.5
Subtotal 10.8
29.1
1.5
21.0
62.4

Adjusted Operating profit (loss) 60.7
184.8
12.0
(72.6 ) 184.9

Adjusted Depreciation and amortization 79.0
10.0
18.1
3.8
110.9

Adjusted EBITDA $ 139.7
$ 194.8
$ 30.1
$ (68.8 ) $ 295.8

Operating profit margin, as reported 4.2 % 11.7 % 2.7 % 4.2 %

Adjusted Operating profit margin 5.1 % 13.8 % 3.1 % 6.3 %

Adjusted EBITDA margin 11.8 % 14.6 % 7.7 % 10.2 %

INBOUND ORDERS AND ORDER BACKLOG

Inbound orders - Inbound orders represent the estimated sales value of confirmed customer orders received during the reporting period.COVID-19 has had a minimal impact on our ability to finalize sales contracts required to recognize new inbound orders in the quarter. However, the significant decline in commodity prices, due in part to the lower demand resulting from COVID-19, is expected to negatively impact the near-term outlook for inbound orders.


	Inbound Orders						Inbound Orders
	Three Months Ended					Three Months Ended
	March 31,					March 31,
(In millions)	2020		2019		(In millions)		2021		2020
Subsea	$	1,172.1	2,677.6		Subsea		$	1,518.8	$	1,172.1
Technip Energies	560.6		3,138.9
Surface Technologies	366.3		368.0		Surface Technologies		203.3		366.3
Total inbound orders	$	2,099.0	$	6,184.5	Total inbound orders		$	1,722.1	$	1,538.4

Order backlog - Order backlog is calculated as the estimated sales value of unfilled, confirmed customer orders at the reporting date. Backlog reflects the current expectations for the timing of project execution. ~~The scheduling of some future work included in our backlog has been impacted by COVID-19 related disruptions and remains subject to future adjustment.~~ See~~“Transaction Price Allocated to the Remaining Unsatisfied Performance Obligations”~~ Note 5 ~~to our condensed consolidated financial statements of this Quarterly Report~~ for ~~more information on order backlog.~~further details.


	Order Backlog					Order Backlog
(In millions)	March 31, 2020		December 31, 2019		(In millions)	March 31, 2021		December 31, 2020
Subsea	$	7,773.5	$	8,479.8	Subsea	$	6,857.1	$	6,876.0
Technip Energies	13,766.6		15,298.1
Surface Technologies	422.0		473.2		Surface Technologies	364.3		413.5
Total order backlog	$	21,962.1	$	24,251.1	Total order backlog	$	7,221.4	$	7,289.5

Subsea - ~~Order backlog for Subsea at March 31, 2020 decreased by $0.7 billion compared to December 31, 2019.~~ Subsea backlog of ~~$7.8~~$6.9 billion atas of March 31, ~~2020~~2021 was composed of various subsea projects, including Total ~~Golfinho;~~Mozambique LNG; Eni Coral and Merakes; Petrobras Mero I;I and Mero II; Energean ~~Karish;~~Karish North, El Amriya and Idku; ExxonMobil ~~Liza Phase 2; Neptune Duva & Giøa P1 and Seagull;~~Payara; Petronas Limbayong; Reliance ~~MJ1; Lundin Edvard Grieg; BP Thunderhorse South Extension 2;~~MJ-1; Equinor ~~Johan Sverdrup Phase 2;~~Breidablikk; Husky West White Rose; ~~BP Platina, and~~Chevron Gorgon Stage 2; Santos Barossa Phase I; Woodside Pyxis and Lambert Deep.

~~Technip Energies -~~ Technip Energies order backlog at March 31, 2020 decreased by $1.5 billion compared to December 31, 2019. Technip Energies backlog of $13.8 billion at March 31, 2020 was composed of various projects, including Arctic LNG 2, Yamal LNG; Midor refinery expansion; BP Tortue FPSO; Long Son Petrochemicals; ExxonMobil Beaumont refinery expansion; HURL fertilizer plants; Petronas Kasawari; Energean Karish; Neste bio-diesel expansion; and Motor Oil Hellas New Naphta Complex.

Surface Technologies - Order backlog for Surface Technologies atas of March 31, ~~2020~~2021 decreased by ~~$51.2~~$49.2 million compared to December 31, ~~2019.~~2020. Given the short-cycle nature of the business, most orders are quickly converted into sales revenue; longer contracts are typically converted within 12 months.

Non-consolidated backlog - As of March 31, 2021, we had $611.6 million of non-consolidated order backlog in our Subsea segment. Non-consolidated order backlog reflects the proportional share of backlog related to joint ventures that is not consolidated due to our minority ownership position.

Non-consolidated backlog
(In millions) March 31,
2020
Subsea $ 761.6
Technip Energies 2,350.2
Total order backlog $ 3,111.8

LIQUIDITY AND CAPITAL RESOURCES

Most of our cash is managed centrally and ~~flowed~~flows through centralized bank accounts controlled and maintained by TechnipFMC globally and in many operating jurisdictions to best meet the liquidity needs of our global operations.

We expect to meet the continuing funding requirements of our global operations with cash generated by such operations and our existing ~~revolving credit facility.~~Revolving Credit Facility.

Net (Debt) Cash - Net (debt) cash, is a non-GAAP financial measure reflecting cash and cash equivalents, net of debt. Management uses this non-GAAP financial measure to evaluate our capital structure and financial leverage. We believe net debt, or net cash, is a meaningful financial measure that may assist investors in understanding our financial condition and recognizing underlying trends in our capital structure. Net (debt) cash should not be considered an alternative to, or more meaningful than, cash and cash equivalents as determined in accordance with GAAP or as an indicator of our operating performance or liquidity.

The following table provides a reconciliation of our cash and cash equivalents to net ~~(debt) cash,~~debt, utilizing details of classifications from our condensed consolidated balance sheets:


(In millions)	March 31, 2020			December 31, 2019			(In millions)	March 31, 2021		December 31, 2020
Cash and cash equivalents	$	4,999.4		$	5,190.2		Cash and cash equivalents	$	752.8	$	1,269.2
Short-term debt and current portion of long-term debt	(586.7		)	(495.4		)	Short-term debt and current portion of long-term debt	(96.8)		(624.7)
Long-term debt, less current portion	(3,823.9		)	(3,980.0		)	Long-term debt, less current portion	(2,434.3)		(2,835.5)
Net cash	$	588.8		$	714.8
Net debt							Net debt	$	(1,778.3)	$	(2,191.0)

Cash Flows

Operating cash flows from continuing operations - During the three months ended March 31, ~~2020~~2021 and ~~2019,~~2020, we generated ~~$27.9~~$181.5 million and ~~$121.4~~used $439.8 million, respectively, in operating cash flows from ~~operating activities, respectively.~~continuing operations. The ~~decrease~~increase of ~~$93.5~~$621.3 million in cash generated by operating activities from continuing operations was primarily due to timing differences on project milestones and vendor payments.

Investing cash flows from continuing operations - Investing activities provided $196.9 million during the three months ended March 31, 2021 and used ~~$73.5 million and $237.0~~$64.0 million of cash during the three months ended March 31, ~~2020 and 2019, respectively.~~2020. The ~~decrease~~increase of ~~$163.5~~$260.9 million in cash ~~used~~provided by investing activities was primarily due to ~~decreased~~the proceeds received from BPI and a reduction of capital expenditures ~~and decreased payments to acquire debt securities~~ during the three months ended March 31, ~~2020.~~2021.

Financing cash flows from continuing operations - Financing activities ~~generated $1.1~~used $866.6 million and provided $261.2 million of cash during the three months ended March 31, 2021 and 2020, ~~as compared~~respectively. The increase in cash used by financing activities was primarily due to ~~$447.6 million required~~the increased debt pay down activity during the three months ended March 31, 2019, resulting in a $448.7 million increase compared to the three months ended March 31, 2019. The increase was primarily due to increased proceeds from the revolving credit facility, decreased settlement of the mandatorily redeemable financial liability and decreased purchases of ordinary shares, partially offset by decreased borrowings of commercial paper and short-term debt.2021.

Debt and Liquidity

Debt Financing Transactions in Connection with the Spin-off

Debt Issuance

~~Credit Facility -~~ •~~The following is~~On February 16, 2021, we entered into a ~~summary of our~~credit agreement, which provides for a $1.0 billion three-year senior secured multicurrency revolving credit facility ~~at March 31, 2020:~~(“Revolving Credit Facility”) including a $450.0 million letter of credit subfacility; and

(In millions)
Description
Amount
Debt
Outstanding

Commercial
Paper
Outstanding^(a)

Letters
of
Credit

Unused
Capacity
Maturity
Five-year revolving credit facility $ 2,500.0
$ 500.0
$ 1,374.1
$ —
$ 625.9
January 2023

~~(a)~~

~~Under our commercial paper program, we have~~

•On January 29, 2021, we issued $1.0 billion of 6.50% senior notes due 2026 (the “2021 Notes”).

Repayment of Debt

The proceeds from the debt issuance described above along with the ability to access up to $1.5 billion and €1.0 billion of financing through our commercial paper dealers. Our available capacity under our revolving credit facility is reduced by any outstanding commercial paper.

~~Committed credit~~ available ~~under our~~cash on hand were used to fund:

•The repayment of all $542.4 million of the outstanding Synthetic Convertible Bonds that matured in January 2021;

•The repayment of all $500.0 million aggregate principal amount of outstanding 3.45% Senior Notes due 2022. In connection with the repayment, we recorded a loss on extinguishment of debt of $23.5 million related to the difference between the amount paid and the net carrying value of the debt; and

•The termination of the $2.5 billion senior unsecured revolving credit facility ~~provides~~we entered into on January 17, 2017; and the ~~ability to issue our~~termination of the €500.0 million Euro Facility entered into on May 19, 2020; and the termination of the CCFF Program entered into on May 19, 2020. In connection with the termination of these credit facilities, we repaid $830.9 million of the outstanding commercial paper ~~obligations on a long-term basis. We had $1,374.1 million~~borrowings.

Availability of ~~commercial paper~~borrowings under the Revolving Credit Facility is reduced by the outstanding letters of credit issued ~~under our facility at~~against the facility. As of March 31, ~~2020~~2021, there were no letters of credit outstanding and ~~had drawn down $500.0 million from~~availability of borrowings under the revolving credit facility in response to the challenged conditions in the commercial paper markets. As we had both the ability and intent to refinance these obligations on a long-term basis, our commercial paper borrowings were classified as long-term debt in the accompanying condensed consolidated balance sheets at March 31, 2020.

Revolving Credit Facility was $800.0 million.

As of March 31, ~~2020,~~2021, we were in compliance with all restrictive covenants under ~~our revolving credit facility.~~

the Revolving Credit Facility. See Note ~~14 to~~13 for further details.

Credit Ratings - Our credit ratings with Standard and Poor’s (S&P) are BB+ for our ~~condensed consolidated financial statements of this Quarterly Report~~long-term unsecured debt and B for ~~more information related to~~ our short-term debt and commercial paper program. Our credit ~~facility.~~ratings with Moody’s are Ba1 for our long-term unsecured debt and NP for our commercial paper program.

Credit Risk Analysis

For the purposes of mitigating the effect of the changes in exchange rates, we hold derivative financial instruments. Valuations of derivative assets and liabilities reflect the fair value of the instruments, including the values associated with counterparty risk. These values must also take into account our credit standing, thus including in the valuation of the derivative instrument and the value of the net credit differential between the counterparties to the derivative contract. Adjustments to our derivative assets and liabilities related to credit risk were not material for any period presented.

The income approach was used as the valuation technique to measure the fair value of foreign currency derivative instruments on a recurring basis. This approach calculates the present value of the future cash flow by measuring the change from the derivative contract rate and the published market indicative currency rate, multiplied by the contract notional values. Credit risk is then incorporated by reducing the derivative’s fair value in asset positions by the result of multiplying the present value of the portfolio by the counterparty’s published credit spread. Portfolios in a liability position are adjusted by the same calculation; however, a spread representing our credit spread is used. Our credit spread, and the credit spread of other counterparties not publicly available, are approximated by using the spread of similar companies in the same industry, of similar size, and with the same credit rating. See Note 20 for further details.

~~Additional information about credit risk is incorporated herein by reference to Note 21 to our condensed consolidated financial statements of this Quarterly Report.~~

Financial Position Outlook

~~In the current, uncertain market environment due to the COVID-19 pandemic and the oil price decline, we are strategically focused on cash and liquidity preservation.~~

We ~~reduced~~are committed to a strong balance sheet and ample liquidity that that will enable us to avoid distress in cyclical troughs and access capital markets throughout the cycle. We believe our ~~expectations for~~liquidity has and continues to exceed the level required to achieve this goal.

Our objective in financing our business is to maintain sufficient liquidity, adequate financial resources and financial flexibility in order to fund the requirements of our business. Our capital expenditures ~~in the~~can be adjusted and managed to match market demand and activity levels. Based on current ~~year by more than 30%~~market conditions and our future expectations, our capital expenditures for 2021 are estimated to be approximately ~~$300.0~~$250.0 million. Projected capital expenditures ~~for 2020~~ do not include any contingent capital that may be needed to respond to a contract award.

~~We announced a series of cost reduction initiatives that will result in annualized savings of at least $350.0 million that extend~~Subsequent to ~~all business segments and support functions. These savings include~~ the ~~$130.0 million in annualized cost reductions specifically identified for the Surface Technologies segment and Corporate. We anticipate achieving the targeted savings run-rate by the end~~completion of the ~~year.~~

~~Additionally,~~Spin-off and sale of shares to BPI, we ~~announced revisions to compensation through the end~~own 45.7% of the ~~year which include~~outstanding shares of Technip Energies as of March 31, 2021.

On April 27, 2021 we sold 25 million Technip Energies shares through a ~~30% reduction~~private placement by way of an accelerated bookbuild offering (the “Placement”). Concurrently with the Placement, Technip Energies purchased from TechnipFMC 1.8 million shares. This purchase was separate from the Placement. Upon completion of the Placement and the Concurrent Sale to ~~the Chairman and Chief Executive Officer’s salary;~~Technip Energies, TechnipFMC retains a ~~30% reduction in the Board~~direct stake of ~~Directors’ retainer; and a 20% reduction to the Executive Leadership team’s salaries.~~55.5 million shares, representing 31% of Technip Energies’ share capital.

In April 2020, our Board of Directors announced its decision to lower the annual dividend by 75% to $0.13 per share. TechnipFMC paid a dividend of $0.13 per share earlier this year, and this fulfills the annual dividend distribution for 2020. The revised dividend policy will reduce the annual cash outflow by $175 million when compared to the previous year’s distribution. We intend to ~~pay~~conduct an orderly sale of our remaining stake in Technip Energies over time and will use the ~~2021 dividend~~proceeds (net of broker fees and discounts) from future sales to further reduce our net leverage. We do not intend to remain a long-term shareholder of Technip Energies and will exit our ownership stake in ~~quarterly installments beginning in April 2021.~~

~~Historically, TechnipFMC has generated liquidity~~a timely and capital resources primarily through operations and, when needed, through its credit facility. We have $625.9 million of capacity available under our revolving credit facility that we expect to utilize if working capital needs temporarily increase. The volatility in credit, equity and commodity markets creates some uncertainty for its businesses.

~~While we have not provided guidance for all operating segments, we do expect cash flow from operating activities to be positive for the full~~orderly manner within a year. ~~This reflects our reduced forecast for inbound orders and the absence of corresponding milestone payments.~~

CRITICAL ACCOUNTING ESTIMATES

Refer to our Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 for a discussion of our critical accounting estimates. During the three months ended March 31, ~~2020,~~2021, there were no changes to our identified critical accounting ~~estimates, other than those indicated below.~~estimates.

~~Revenue Recognition~~

Adjustments to estimates of contract revenue, total contract cost, or extent of progress toward completion are often required as work progresses under the contract and as experience is gained, even though the scope of work required under the contract may not change. The nature of accounting for long-term contracts is such that refinements of the estimating process for changing conditions and new developments are continuous and characteristic of the process. Consequently, the amount of revenue recognized over time is sensitive to changes in our estimates of total contract costs. There are many factors, including, but not limited to, the ability to properly execute the engineering and design phases consistent with our customers’ expectations, the availability and costs of labor and material resources, productivity, and weather, all of which can affect the accuracy of our cost estimates, and ultimately, our future profitability.

Our operating loss for the three months ended March 31, 2020 was positively impacted by approximately $78.2 million, as a result of changes in contract estimates related to projects that were in progress at March 31, 2020. During the three months endedMarch 31, 2020, we recognized changes in our estimates that had an impact on our margin in the amounts of $69.9 million, $11.6 million, and $(3.3) million in our Technip Energies, Subsea, and Surface segments, respectively. The changes in contract estimates are attributed to better-than-expected performance in the execution of our projects.

~~Our operating profit was positively impacted by approximately~~ ~~$157.2 million~~ ~~for the three months ended March 31, 2019, comprising~~ ~~$109.9 million~~ ~~and~~ ~~$47.3 million~~ for the three months ended March 31, 2019 in our Technip Energies and Subsea segments, respectively. The changes in contract estimates were attributed to better than expected performance in the execution of our projects.

OTHER MATTERS

On March 28, 2016, FMC Technologies received an inquiry from the U.S. Department of Justice (“DOJ”) related to the DOJ's investigation of whether certain services Unaoil S.A.M. provided to its clients, including FMC Technologies, violated the ~~FCPA.~~U.S. Foreign Corrupt Practices Act (“FCPA”). On March 29, 2016, Technip S.A. also received an inquiry from the DOJ related to Unaoil. We cooperated with the DOJ's investigations and, with regard to FMC Technologies, a related investigation by the SEC.

In late 2016, Technip S.A. was contacted by the DOJ regarding its investigation of offshore platform projects awarded between 2003 and 2007, performed in Brazil by a joint venture company in which Technip S.A. was a minority participant, and we have also raised with DOJ certain other projects performed by Technip S.A. subsidiaries in Brazil between 2002 and 2013. The DOJ has also inquired about projects in Ghana and Equatorial Guinea that were awarded to Technip S.A. subsidiaries in 2008 and 2009, respectively. We cooperated with the DOJ in its investigation into potential violations of the FCPA in connection with these projects. We contacted and cooperated with the Brazilian authorities (Federal Prosecution Service (“MPF”), the Comptroller General of Brazil (“CGU”) and the Attorney General of Brazil (“AGU”)) with their investigation concerning the projects in Brazil and have also contacted and are cooperating with French authorities (the Parquet National Financier (“PNF”)) about these existing matters.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For quantitative and qualitative disclosures about market risk affecting the Company, see Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020. Our exposure to market risk has not changed materially since December 31, ~~2019.~~2020.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of March 31, ~~2020,~~2021, under the direction of our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures, as defined in Rule 13a-15(e) under the Exchange Act. Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of March 31, ~~2020.~~2021.

Changes in Internal Controls over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended March 31, ~~2020~~2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

A purported shareholder class action filed in 2017 and amended in January 2018 and captioned Prause v. TechnipFMC, et al., No. 4:17-cv-02368 (S.D. Texas) is pending in the U.S. District Court for the Southern District of Texas (“District Court”) against the Company and certain current and former officers and employees of the Company. The suit alleged violations of the federal securities laws in connection with the Company's restatement of our first quarter 2017 financial results and a material weakness in our internal control over financial reporting announced on July 24, 2017. On January 18, 2019, the District Court dismissed claims under Section 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Section 15 of the Securities Act of 1933, as amended (“Securities Act”). ~~A remaining~~The shareholder also asserted a claim for alleged violation of Section 11 of the Securities Act in connection with the reporting of certain financial results in the Company’s Registration Statement on Form S-4 ~~Registration Statement~~ filed in ~~2016 is pending~~2016. On December 13, 2020, the parties filed a Stipulation and ~~seeks unspecified damages.~~Agreement of Settlement to settle all claims asserted in the suit with prejudice. The ~~Company is vigorously contesting~~Defendants entered into the Stipulation solely to eliminate the burden, expense, uncertainty and risk of further litigation, and ~~cannot predict its duration or outcome.~~denied, and continue to deny, each and all of the claims and contentions alleged by the shareholder plaintiff in this action. On December 16, 2020, the District Court entered an order preliminarily approving the settlement and ordering notice to the settlement class. On March 22, 2021, after a hearing, the Court entered a final judgment approving the settlement.

In addition to the above-referenced matter, we are involved in various other pending or potential legal actions or disputes in the ordinary course of our business. These actions and disputes can involve our agents, suppliers, clients, and join venture partners and can include claims related to payment of fees, service quality, and ownership arrangements including certain put or call options. Management is unable to predict the ultimate outcome of these actions because of their inherent uncertainty. However, management believes that the most probable, ultimate resolution of these matters will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.

ITEM 1A. RISK FACTORS

~~In addition~~As of the date of this filing, there have been no material changes or updates to our risk factors that were previously disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended ~~the~~ December 31, ~~2019, the following risk factor was identified:~~2020.

~~The COVID-19 pandemic has significantly reduced demand for our products and services, and has had, and may continue to have, an adverse impact on ourfinancial condition, results of operations, and cash flows.~~

The COVID-19 pandemic, including actions taken by governments and businesses, has resulted in a significant reduction in global economic activity, including increased volatility in global oil and natural gas markets. Measures taken to address and limit the spread of the disease-such as stay-at-home orders, social distancing guidelines, and travel restrictions-have adversely affected the economies and financial markets of many countries. The resulting disruption to our operations, communications, travel, and supply chain may continue or increase in the future, and could limit the ability of our employees, partners, or vendors to operate efficiently or at all, and has had, and is reasonably likely to continue to have, an adverse impact on our financial condition, operating results, and cash flows.

While the full impact of the COVID-19 pandemic is not yet known, we are closely monitoring the effects of the pandemic on commodity demands and on our customers, as well as on our operations and employees. These effects include adverse revenue and net income effects; disruptions to our operations; potential project delays or cancellations; employee impacts from illness, school closures, and other community response measures; and temporary closures of our facilities or the facilities of our customers and suppliers.

COVID-19, and the volatile regional and global economic conditions stemming from the pandemic, could also aggravate the other risk factors that we identified in Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2019, including but not limited to risks related to the demand for oil and gas, which may not recover immediately. The full extent to which the COVID-19 pandemic will impact our results is unknown and evolving and will depend on various factors and consequences beyond our control, such as the severity, duration, and spread of COVID-19; the success of actions taken by governments and health organizations to combat the disease and treat its effects; decisions by our alliance partners and customers regarding their business plans and capital expenditures; and the extent to which, and the timing of, general economic and operating conditions recover.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

We had no unregistered sales of equity securities during the three months ended March 31, ~~2020.~~2021.

~~The following table summarizes repurchases~~Issuer Purchases of ~~our ordinary shares~~Equity Securities

We did not have any purchases of equity securities during the three months ended March 31, ~~2020.~~2021.

~~Issuer Purchases of Equity Securities~~

~~Period~~

~~Total Number~~

~~of Shares Purchased~~

~~Average Price~~

~~Paid per~~

~~Share~~

~~Total Number of~~

~~Shares Purchased as~~

~~Part of Publicly~~

~~Announced Plans or~~

~~Programs~~

~~Maximum Number~~

~~of Shares That May~~

~~Yet Be Purchased~~

~~Under the Plans or~~

~~Programs~~ ^(a)

~~January 1, 2020 – January 31, 2020~~

—

~~14,286,427~~

~~February 1, 2020 – February 29, 2020~~

—

~~14,286,427~~

~~March 1, 2020 – March 31, 2020~~

—

~~14,286,427~~

~~Total~~

—

~~14,286,427~~


~~(a)~~	~~In December 2018, our Board of Directors authorized an extension of our share repurchase program for $300 million for the purchase of ordinary shares.~~

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS


Exhibit Number						Exhibit Description


~~Exhibit Number~~						~~Exhibit Description~~
10.1**






4.1						Indenture, dated January 29, 2021, between TechnipFMC plc and U.S. Bank National Association, as trustee (including the form of 6.500% Senior Note due 2026) (incorporated by reference from Exhibit 4.1 to the Current Report on Form 8-K filed on January 29, 2021 (File No. 001-37983)
4.1.a						Supplemental Indenture, dated February 16, 2021, by and among TechnipFMC plc, the guarantors party thereto, and U.S. Bank National Association, as trustee (incorporated by reference from Exhibit 4.1 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.1						Separation and Distribution Agreement, dated as of January 7, 2021, by and between the Company and Technip Energies B.V. (incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K filed on January 12, 2021) (File No. 001-37983)
10.2						Share Purchase Agreement, dated as of January 7, 2021, by and between the Company and Bpifrance Participations SA (incorporated by reference from Exhibit 10.2 to the Current Report on Form 8-K filed on January 12, 2021) (File No. 001-37983)
10.3						Relationship Agreement, dated as of January 7, 2021, by and among the Company, Technip Energies B.V. and Bpifrance Participations SA (incorporated by reference from Exhibit 10.3 to the Current Report on Form 8-K filed on January 12, 2021) (File No. 001-37983)
10.4						Commitment Letter, dated as of January 7, 2021, by and among the Company and the financial institutions party thereto (incorporated by reference from Exhibit 10.4 to the Current Report on Form 8-K filed on January 12, 2021) (File No. 001-37983)
10.5						Tax Matters Agreement, dated as of February 16, 2021 by and between TechnipFMC plc and Technip Energies B.V. (incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.6						Employee Matters Agreement, dated as of February 15, 2021, by and between TechnipFMC plc and Technip Energies B.V. (incorporated by reference from Exhibit 10.2 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.7						Transition Services Agreement, dated as of February 15, 2021 by and between TechnipFMC plc and Technip Energies B.V. (incorporated by reference from Exhibit 10.3 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.8						Patent License Agreement, dated as of February 15, 2021 by and between TechnipFMC plc and Technip Energies B.V. (incorporated by reference from Exhibit 10.4 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.9						Coexistence and Trademark Matters Agreement, dated as of February 15, 2021 by and between TechnipFMC plc and Technip Energies B.V. (incorporated by reference from Exhibit 10.5 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.10						Credit Agreement, dated February 16, 2021, by and among TechnipFMC plc, JPMorgan Chase Bank, N.A., Citigroup Global Markets Inc. or an affiliate, DNB Capital, LLC or an affiliate, Société Générale, Sumitomo Mitsui Banking Corporation, Wells Fargo Securities, LLC and BofA Securities, Inc., collectively, as lead arrangers, JPMorgan Chase Bank, N.A., as administrative agent, Standard Chartered Bank, as documentation agent, and the lenders party thereto (incorporated by reference from Exhibit 10.6 to the Current Report on Form 8-K filed on February 16, 2021) (File No. 001-37983)
10.11*						Form of Restricted Stock Unit Agreement pursuant to the Amended and Restated TechnipFMC plc Incentive Award Plan (Non-Employee Director)
10.12*						Form of Restricted Stock Unit Agreement pursuant to the Amended and Restated TechnipFMC plc Incentive Award Plan (Employee).
10.2*10.13						Form of Performance Stock Unit Agreement pursuant to the Amended and Restated TechnipFMC plc Incentive Award Plan (Employee).
31.1						Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) and Rule 15d-14(a).
31.2						Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) and Rule 15d-14(a).
32.1**						Certification of Chief Executive Officer Under Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350.
32.2**						Certification of Chief Financial Officer Under Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. 1350.
101.INS						XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


*	* Indicates a management contract or compensatory plan or arrangement. ** Furnished with this Quarterly Report on Form 10-Q.


**	~~Indicates a management contract or compensatory plan or arrangement.~~

SIGNATURE

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.

TechnipFMC plc

(Registrant)




/s/ Krisztina Doroghazi
Krisztina Doroghazi
Senior Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer and a Duly Authorized Officer)

Date: May ~~4, 2020~~3, 2021



(In millions)	As reported at December 31, 2019		Impact of ASC 326			Balance at January 1, 2020
Asset category
Loans and Receivables:
Trade receivables, net	2,287.1		$	(3.8	)	$	2,283.3
Loans receivable, net	138.5		(1.5		)	137.0
Security deposits and other, net	36.6		(1.0		)	35.6
Held-to-maturity
Debt securities at amortized cost	71.9		(1.1		)	70.8
Total financial assets	$	2,534.1	$	(7.4	)	$	2,526.7

Non-financial assets
Contract assets, net	$	1,520.0	$	(2.5	)	$	1,517.5



(In millions)	Year of origination	Balance at March 31, 2020
Loans receivables, security deposits and other
Moody’s rating Ba2	2019	$	169.3

Debt securities at amortized cost
Moody’s rating B3	2019	70.8
Total financial assets		$	240.1



(In millions)	Three Months Ended March 31, 2020											Three Months Ended March 31, 2019
Total amount of income (expense) presented in the consolidated statements of income associated with hedges and derivatives	Revenue			Cost of sales			Selling, general and administrative expense		Other income (expense), net			Revenue			Cost of sales			Selling, general and administrative expense		Other income (expense), net
Cash Flow hedge gain (loss) recognized in income
Foreign Exchange Contracts
Amounts reclassified from accumulated OCI to income	$	(11.1	)	$	9.8		$	—	$	1.0		$	0.7		$	2.6		$	0.1	$	(2.4	)
Amounts excluded from effectiveness testing	1.2			(2.2		)	—		(11.6		)	(0.3		)	(4.1		)	—		(9.6		)
Total cash flow hedge gain (loss) recognized in income	(9.9		)	7.6			—		(10.6		)	0.4			(1.5		)	0.1		(12.0		)
Total hedge gain (loss) recognized in income	$	(9.9	)	$	7.6		$	—	$	(10.6	)	$	0.4		$	(1.5	)	$	0.1	$	(12.0	)

Gain (loss) recognized in income on derivatives not designated as hedging instruments	(0.1		)	0.6			—		(8.7		)	(1.0		)	—			—		(3.3		)
Total	$	(10.0	)	$	8.2		$	—	$	(19.3	)	$	(0.6	)	$	(1.5	)	$	0.1	$	(15.3	)



	Non-consolidated backlog
(In millions)	March 31, 2020
Subsea	$	761.6
Technip Energies	2,350.2
Total order backlog	$	3,111.8



(In millions) Description	Amount		Debt Outstanding		Commercial Paper Outstanding^(a)		Letters of Credit		Unused Capacity		Maturity
Five-year revolving credit facility	$	2,500.0	$	500.0	$	1,374.1	$	—	$	625.9	January 2023