Foster Wheeler AG (Nasdaq: FWLT) announced today that it has completed its previously announced redomestication to change the place of incorporation of its group holding company from Bermuda to Switzerland. Foster Wheeler shares continue to trade on the NASDAQ Global Select Market under the ticker symbol “FWLT,” the same symbol under which Foster Wheeler common shares traded before the redomestication.
The company also announced today that proposals from shareholders to be considered at the company’s annual general meeting of shareholders to be held May 5, 2009 must be submitted to the Secretary of the company by February 15, 2009. A shareholder’s notice of any proposal must specify the relevant agenda items and motions, together with evidence that the shareholder is recorded in the company’s share register, as well as any other information required by the company’s articles of association and as would be required to be included in a proxy statement pursuant to the rules of the Securities and Exchange Commission. You may obtain a copy of the articles of association of the company, in which this procedure is set forth, upon written request to the Office of the Secretary, Foster Wheeler AG, Perryville Corporate Park, Clinton, New Jersey 08809-4000.
Foster Wheeler AG is a global engineering and construction contractor and power equipment supplier delivering technically advanced, reliable facilities and equipment. The company employs over 14,000 talented professionals with specialized expertise dedicated to serving its clients through one of its two primary business groups. The company’s Global Engineering & Construction Group designs and constructs leading-edge processing facilities for the upstream oil and gas, LNG and gas-to-liquids, refining, chemicals and petrochemicals, power, environmental, pharmaceuticals, biotechnology and healthcare industries. The company’s Global Power Group is a world leader in combustion and steam generation technology that designs, manufactures and erects steam generating and auxiliary equipment for power stations and industrial facilities and also provides a wide range of aftermarket services. The company is based in Zug, Switzerland, and its operational headquarters are in Clinton, New Jersey, USA. For more information about Foster Wheeler, please visit our Web site at www.fwc.com.
Safe Harbor Statement
Foster Wheeler news releases may contain forward-looking statements that are based on management’s assumptions, expectations and projections about the Company, the redomestication and the various industries within which the Company operates. These include statements regarding the benefits, effects or results of the redomestication, operations and results after the redomestication, tax treatment of the redomestication, accounting treatment of the redomestication, and expenses related to the redomestication as well as the Company’s expectations about revenues (including as expressed by its backlog), its liquidity, the outcome of litigation and legal proceedings and recoveries from customers for claims, and the costs of current and future asbestos claims and the amount and timing of related insurance recoveries. Such forward-looking statements by their nature involve a degree of risk and uncertainty. The Company cautions that a variety of factors, including but not limited to the factors described in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (SEC) on December 5, 2008 and the following, could cause the Company’s business conditions and results to differ materially from what is contained in forward-looking statements: an inability to realize expected benefits from the redomestication or the occurrence of difficulties in connection with the redomestication, any unanticipated costs in connection with the redomestication, changes in the rate of economic growth in the United States and other major international economies, changes in investment by the oil and gas, oil refining, chemical/petrochemical and power industries, changes in the financial condition of its customers, changes in regulatory environments, changes in project design or schedules, contract cancellations, changes in estimates made by the Company of costs to complete projects, changes in trade, monetary and fiscal policies worldwide, compliance with laws and regulations relating to its global operations, currency fluctuations, war and/or terrorist attacks on facilities either owned by the Company or where equipment or services are or may be provided by the Company, interruptions to shipping lanes or other methods of transit, outcomes of pending and future litigation, including litigation regarding the Company’s liability for damages and insurance coverage for asbestos exposure, protection and validity of its patents and other intellectual property rights, increasing competition by foreign and domestic companies, compliance with its debt covenants, recoverability of claims against its customers and others by the Company and claims by third parties against the Company, and changes in estimates used in its critical accounting policies. Other factors and assumptions not identified above were also involved in the formation of these forward-looking statements and the failure of such other assumptions to be realized, as well as other factors, may also cause actual results to differ materially from those projected. Most of these factors are difficult to predict accurately and are generally beyond the Company’s control. You should consider the areas of risk described above in connection with any forward-looking statements that may be made by the Company. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any additional disclosures the Company makes in proxy statements, quarterly reports on Form 10-Q, annual reports on Form 10-K and current reports on Form 8-K filed with the SEC.