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): December 22, 2005
McDERMOTT INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
REPUBLIC OF PANAMA 001-08430 72-0593134
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1450 Poydras Street, New Orleans, Louisiana 70112-6050
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (504) 587-5400
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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))
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Item 1.01 Entry into a Material Definitive Agreement.
Today, McDermott International Inc. ("McDermott") issued a press release
announcing that on December 22, 2005, J. Ray McDermott Middle East, Inc. ("JRM
Middle East"), as applicant, and J. Ray McDermott, S.A. ("JRM"), as guarantor,
entered into a Performance Guarantee Issuance Facility of $105,210,000 (the
"Facility") to provide letters-of-credit in connection with two projects of J.
Ray McDermott Eastern Hemisphere Limited. A copy of the Facility and press
release are included as exhibits 10.1 and 99.1, respectively, to this report and
are incorporated by reference.
Other parties to the Facility include Mashreqbank psc, as arranger and
facility agent, and various other banks listed on Schedule 1 to the Facility.
JRM is a direct wholly-owned subsidiary of McDermott and JRM Middle East is an
indirect wholly-owned subsidiary of McDermott.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.1 Performance Guarantee Issuance Facility dated December 22, 2005
99.1 Press release dated December 28, 2005
SIGNATURES
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.
McDERMOTT INTERNATIONAL, INC.
By: /s/Michael S. Taff
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Michael S. Taff
Chief Accounting Officer
December 28, 2005
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