UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported)
 
February 28, 2005
 
FMC TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

Delaware	 	1-16489	 	36-4412642	
(State or other jurisdiction
of incorporation)	 	(Commission
File Number)	 	(I.R.S. Employer
Identification No.)	
 
1803 Gears Road, Houston, TX 77067
(Address of principal executive offices) (Zip Code)
 
(281) 591-4000
Registrant’s telephone number,
including area code
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

SECTION 7 – Regulation FD
 
ITEM 7.01	REGULATION FD DISCLOSURE.	
 
Representatives from FMC Technologies, Inc. will address attendees at the Banc of America Securities Energy Forum in London, England on March 1, 2005. Presenters at this conference will include Joseph H. Netherland, Chairman, President and Chief Executive Officer and William H. Schumann, III, Senior Vice President and Chief Financial Officer.
 
Slides containing information to be presented at the conference are attached hereto as an exhibit to this report and are incorporated herein in their entirety by this reference. These slides may also be accessed at the Company’s website (www.fmctechnologies.com). This information is being furnished under Item 7.01 of Form 8-K and is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. The posting and furnishing of this information is not intended to, and does not, constitute a determination by FMC Technologies, Inc. that the information is material or that investors should consider this information before deciding to buy or sell FMC Technologies, Inc. securities.
 
SECTION 9 – Financial Statements and Exhibits
 
ITEM 9.01	FINANCIAL STATEMENTS AND EXHIBITS.	
 
(c) Exhibits:

 	 	
99.1	  	Slides for the FMC Technologies, Inc. presentation at the Banc of America Securities Energy Forum in London, England on March 1, 2005	
 
Exhibit 99.1 to this report contains non-GAAP financial measures as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended. Management reports its financial results in accordance with generally accepted accounting principles (“GAAP”). However, management believes that certain non-GAAP performance measures utilized for internal analysis provide financial statement users meaningful comparisons between current and prior period results, as well as important information regarding performance trends. These non-GAAP financial measures may be inconsistent with similar measures provided by other companies. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results.

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.

FMC TECHNOLOGIES, INC.	
 	 	
By:	 	/s/ William H. Schumann, III	
 	 	Senior Vice President and Chief Financial Officer	
 
Date: February 28, 2005

Exhibit 99.1

MASTER DOCUMENT
2005
Presenters:
Joseph H. Netherland Chairman, President and CEO
William H. Schumann Sr. Vice President & CFO
Director of Investor Relations Maryann T. Seaman (312) 861-6414 Chicago (281) 591-4080 Houston maryann.seaman@fmcti.com

 
These slides and the accompanying presentation contain “forward-looking” statements which represent management’s best judgment as of the date hereof, based on currently available information. Actual results may differ materially from those contained in such forward-looking statements.
The Company’s periodic reports filed under the Securities Exchange Act of 1934 include information concerning factors that may cause results to differ from those anticipated by these forward-looking statements. The Company undertakes no obligation to update or revise these forward-looking statements to reflect new events or uncertainties.
Although the Company reports its results using GAAP, the Company uses non-GAAP measures when management believes those measures provide useful information for its stockholders.
The Appendices to this presentation provides reconciliations to GAAP for any non-GAAP measures referenced in today’s presentation.

 
FMC Technologies At A Glance
2004 Revenue: $2.8 Billion
FMC Technologies is a global leader in the design, manufacture and supply of mission-critical technology for the energy, food and airport industries
2004 Revenue
Energy Systems
71%
Airport Systems 10%
FoodTech 19%
Subsea Trees Surface Wellheads Manifolds Control Systems Floating Production Systems Separation Systems
Loaders Deicers
Boarding Bridges Rampsnake
Fluid Control Loading Systems Measurement Solutions
Citrus Extractors Freezing Systems Food Processing Systems

 
Strong Financial Results
Energy Systems Drives Growth
Segment Operating Profit $M
$160 $140 $120 $100 $80 $60 $40 $20 $0
20011 2002 2003 2004 2
(Adjusted Operating Profit)
(Adjusted Operating Profit)
Airport
FoodTech
Energy Systems
Earnings per diluted share
$0.77 $0.87 $1.03 $1.25
$1.40
$1.20
$1.00
$0.80
$0.60
$0.40
$0.20
$0.00
2001 3,4 2002 4 2003 2004 2
(Adjusted Income)
(Adjusted Income)
1 See Appendix IV for reconciliation of 2001 adjusted segment operating profit (non GAAP measure) to U.S. GAAP.
2 See Appendix III for reconciliation of 2004 adjusted segment operating profit (non GAAP measure) and 2004 adjusted income per diluted share (non GAAP measure) to U.S. GAAP.
3 See Appendix I for reconciliation of 2001 adjusted income per diluted share (non GAAP measure) to U.S. GAAP.
4 Amounts represent income per diluted share before the cumulative effect of an accounting change.

 
Subsea Production Systems
Our Largest And Fastest Growing Business
2004 Revenues
Subsea
Subsea Revenue $M
1200 900 600 300 0
2001 2002 2003 2004

 
Subsea Tree Orders
Tree Market Share — 2004
17%
Vetco Gray
5%
Dril-Quip
11%
Aker Kvaerner
47%
FMC Technologies
20%
Cooper Cameron
Source: Quest Offshore Resources, Inc. February 2005

 
Subsea Tree Orders
Tree Market Share 2001 Thru 2004
Tree Market Share
50% 40% 30% 20% 10% 0%
2001 2002 2003 2004
22%
38%
40%
47%
Source: Quest Offshore Resources, Inc.

 
Order Backlog
Backlog continues to grow on the strength of subsea
Orders $M
3500 3000 2500 2000 1500 1000 500 0
2255
2263
2415
3096
2001 2002 2003 2004
Backlog $M
1600 1400 1200 1000 800 600 400 200 0
961
1151
1258
1587
2001 2002 2003 2004
Energy Systems
FoodTech and Airport

 
FMC Technologies
Leading technology and industry positions across major product lines
Leader in growing subsea and deepwater market Proven track record of growth with high return on capital

 
Leading Industry Positions
Energy Production Systems
Industry Position
Subsea Kongsberg 1
Surface Products 2
Floating Production Systems SOFEC 2

 
Leading Industry Positions
Energy Processing Systems
Industry Position
Fluid Control WECO®/Chiksan® 1
Loading Systems Chiksan® Marine Arms 1
Measurement Solutions Smith Meter 1

 
FMC Technologies
Leading technology and industry positions across major product lines
Leader in growing subsea and deepwater market
Proven track record of growth with high return on capital

 
Leading Deepwater/Subsea Position
Broadest subsea systems capabilities
20 years systems experience
Leader in deepwater technology
High reliability, quality and proven technology
Well positioned with the major subsea E&P companies
Alliance agreements create working partnerships and standardization
Well positioned in major producing basins
Local manufacturing near customer’s project management teams
Growing market

 
Offshore Capabilities
Metering & Control Systems
Surface Well Systems
Subsea Drilling Systems
Standard Subsea Trees
Smart Well Control Systems
Light Well Intervention
Subsea Template Systems
Subsea Processing
Tension Leg Platforms
ROV Tie-In Systems
Subsea Manifold
Guidelineless Deepwater Trees
Turret Mooring Systems
Floating Production Storage & Offloading Vessels

 
Strong Deepwater Track Record
1980 Bonito RJS-39 189m
619 ft
1983 Piraúna RJS-232 293m
Kvaerner 961 ft
1985 Marimbá RJS-284 383m
1,256 ft
1988 Marimbá RJS-376D
492m
1,613 ft
1988 Placid Green Canyon 31 684m
ABB 2,244 ft
1992 Marlim MRL-9 781m
2,561 ft
1994 Marlim MRL-4 1027m
3,368 ft
1997 Shell Mensa 1618m
5,308 ft
ABB 5,605 ft
1997 Marlim Sul MLS-3 1709m
1999 Roncador RJS-436 1853m
6,080 ft
2000 Petrobras Roncador 1877m
ABB 6,157 ft
2002 Marathon Camden Hills 2197m
Cameron 7,209 ft
2004 Shell Coulomb 2307m
7,570 ft
World Record

 
OTC Technology Award Winning Projects
FTI supplied the equipment on 7 out of 8
1997 Amoco — Liuhua Project 1998 Shell— Mensa Project 1999 BP— Foinhaven Project
2000 Kerr-McGee — Neptune Spar Project 2001 Petrobras — Roncador 2002 ExxonMobil — Hoover / Diana Project 2003 Total — Girassol Project 2004 Shell and BP — Na Kika Project

 
Well Positioned With Major Subsea Operators
Subsea Completions 2004 To 2009E
Trees
Predominantly FTI accounts
500 400 300 200 100 0
Total
Petrob ras
BP
Chevron Texaco
ExxonMobil
Statoil
Norsk Hydro
Royal Dutch/Shell
Woodside
Unocol
ConocoPhillips
Murphy
BHP Billiton
Burullus
Kerr-MCGee
Marathon
ENI
Anadarko
Amerada-Hess
Sakhalin
EnCanana
PetroCanada
Santos
Gazprom
CNR
Reliance
Apache
INPEX
Source: Quest Offshore Resources, Inc.

 
FMC Technologies
Leading technology and industry positions across major product lines Leader in growing subsea and deepwater market
Proven track record of growth with high return on capital

 
Subsea Tree Installations
# of Trees
500 450 400 350 300 250 200 150 100 50 0
2004 2005 2006 2007 2008 2009
Africa/Mediterranean
Asia Pacific North Sea Brazil North America
Source: Quest Offshore Resources, Inc. - 4Q04 Normalized Case

 
Subsea Tree Awards
FTI Market Share 38% 40% 47%
# of Trees
400 350 300 250 200 150 100 50 0
2002 2003 2004 2005F 2006F
273
229
362
360
370
Actual
Forecast
Source: Quest Offshore Resources, Inc. February 2005 Base Case

 
Large Projects Anticipated to be Awarded In The Next 18 Months
Operator Development Subsea Trees Operator Development Subsea Trees
Gulf of Mexixo Asia Pacific
Anadarko Atwater 35-40 Reliance KG-DG 10-15
Murphy Frontrunner 5-10 BG Poinsetta 10-15
BHBP Shenzi 30-35
Brazil
West Africa/Med Chevron Texaco Frade 15-20
Total Akpo 35-40
Woodside TIOF 5-10 North Sea
Chevron Tex Agbami 35-40 Statoil Tyrihans 15-20
Total Moho 10-15
Exxon Mobil Kizomba C 15-20
Exxon Mobil BOSI 15-20
ENI Bouri 15-20

 
EPS Compound Annual Growth Has Exceeded 17% Per Year
(unaudited) $1.40 $1.20 $1.00 $0.80 $0.60 $0.40 $0.20 $0.00
20011 2002 2003 20041 2005 $0.77
$0.30
$0.23
$0.19
$0.06 $0.87
$0.33
$0.23
$0.25
$0.06 $1.03
$0.32
$0.28
$0.32
$0.12 $1.25 $0.39 $0.32 $0.35 $0.20 $1.30 - $1.50
05FY Estimate Q4 Q3
Q2
Q1
(Adjusted Income) (Per share)
(Adjusted Income) (Per share)
1See Appendix I for reconciliation of 2001 quarterly income per diluted share (non-GAAP measure) to U.S. GAAP and a reconciliation of 2004 quarterly adjusted income per diluted share (non-GAAP measure) to U.S. GAAP.

 
Amounts represent income per diluted share before the cumulative effect of an accounting change.
EPS is computed independently for each of the periods presented: accordingly, the sum of the quarterly EPS amounts may not agree to the total year.
Strong Cash Flow Has Reduced Net Debt
(in millions)
1/1/01 12/31/01 12/31/02 12/31/03 12/31/04
(pro-forma) $69
$301 $66
$245 $37
$203 $193 $39
Debt Net of Cash
Synthetic Leases
At January 1, 2001, debt, net of cash is presented on a pro forma basis as defined in the Separation and Distribution Agreement with FMC Corporation.

 
Return On Investment
14.0% 12.0% 10.0% 8.0% 6.0% 4.0% 2.0% 0.0%
2001 2002 2003
FMC Technologies
Oilfield Services Index Median
S & P 500 Median
Return on Investment (ROI) is calculated as income before the cumulative effect of changes in accounting principles plus after-tax interest expense as a percentage of total average debt and equity. The calculation of 2001 ROI uses adjusted income (non-GAAP measure). See Appendix II.

 
In Summary
A “New” Oilfield Services Company with
Demonstrated Earnings Growth Strong and Continued Cash Flow
Acquisitions and Share Repurchase
High Return on Capital
Driven by Subsea / Offshore Capabilities
High Barriers to Entry (Technology / Alliances) High Growth Platform for Added Products / Services

 
Appendix I
Reconciliation of Non-GAAP measures (as required by Regulation G)
2001 Q1 2001* Q2 2001 * Q3 2001 Q4 2001 FY 2001
Income per diluted share before cumulative effect of a change in accounting principle (GAAP basis) $(0.06) $0.15 $0.15 $0.30 $0.55
Less: Pro forma incremental interest expense (0.04) (0.03) - - (0.07)
Add back:
Restructuring and asset impairment charges 0.10 - 0.06 - 0.16
Income Taxes related to separation from FMC 0.05 0.06 0.02 - 0.13
Other 0.01 0.01 - - -
Adjusted income per diluted share (a non GAAP Measure) $0.06 $0.19 $0.23 $0.30 $0.77
*Results relating to periods prior to June 1, 2001 were carved out from the consolidated financial statements of FMC Corporation.
2004 Q1 2004 Q2 2004 Q3 2004 Q4 2004 FY 2004
Income per diluted share (GAAP basis) $0.20 $0.35 $0.32 $0.81 $1.68
Less: Gain on conversion of investment in MODEC International LLC - - - (0.51) (0.52)
Add back:
Goodwill impairment - - - 0.09 0.09
Adjusted income per diluted share ( a non-GAAP measure) $0.20 $0.35 $0.32 $0.39 $1.25

 
Appendix II
Reconciliation of Non-GAAP measures (as required by Regulation G)
(in millions) Year Ended December 31, 2001
Income before the cumulative effect of a change in accounting principle (GAAP measure) $35.9
Add back: Restructuring and asset impairment charges, net of income taxes 10.4
Add back: Income tax charges related to the separation from FMC Corporation 8.9
Less: Pro forma interest expense, net of income taxes (4.7)
Adjusted income before the cumulative effect of a change in accounting principle (non-
GAAP measure) $50.5

 
Appendix III
Reconciliation of Non-GAAP measures (as required by Regulation G)
(In millions, except per share amounts)
FY 2004
Segment operating profit- Energy Systems (GAAP basis) $98.5
Add back: Goodwill impairment 6.5
Adjusted segment operating profit - Energy Systems $105.0
(a non-GAAP measure)
Income per diluted share (GAAP basis) $1.68
Less: Gain on conversion of investment in MODEC (0.52)
International LLC
Add back: Goodwill impairment 0.09
Adjusted income per diluted share (a non-GAAP measure) $1.25

 
Appendix IV
Reconciliation of Non-GAAP measures (as required by Regulation G)
(In millions, except per share amounts)
FY 2001
Segment operating profit (GAAP basis) $113.2
Add back: Restructuring and asset impairment charges 16.4
Adjusted segment operating profit(a non-GAAP measure) $129.6