Saipem absorbs engineering and PM businesses

Merger to take effect on 1 January 2012

Saipem board seeking to rationalise group structure.
Saipem board seeking to rationalise group structure.

 On Friday the Board of Directors of Saipem S.p.A. approved the incorporation of engineering and production management arm Saipem Energy Services S.p.A. (SES) into Saipem S.p.A.

The merger will be effective from 1 January 2012.

The merger’s purpose is to rationalise the holding structure of Saipem’s Italian Group Companies, through the integration of Saipem Energy Services’ offshore competencies into Saipem’s Engineering and Construction Business Unit.

Saipem S.p.A. holds 100% of SES's share capital, which allows the merger to proceed on an expedited basis under Italian corporate law.

For the purposes of this merger, the reference financial positions for both companies are their Financial Statements at December 31, 2010, approved by their respective Shareholders’ Meetings.

Since Saipem is the sole shareholder of the company to be merged, no financial evaluation was required to determine its share exchange ratio, and no Saipem shares will be allocated.

The merger will have no effect on the balance sheet or the financial position of the Group’s Consolidated Financial Statements.

Saipem reports that the merger will not generate gains, or give rise to any distributions, and will not affect Saipem’s shareholding structure or corporate purpose, since they already include those of the company to be merged.

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