Subsea 7 — M&A Activity 2011

Jan 3, 2011

Combination of Acergy S.A. and Subsea 7 Inc. expected to complete on January 7, 2011

London, England - January 3, 2011 - Acergy S.A.

(NASDAQ-GS: ACGY; Oslo Børs: ACY) and Subsea 7 Inc.

(Oslo Børs: SUB) announced today that the combination

between the parties is expected to be completed on

January 7, 2011.

In light of this, the following is announced:

After completion the new company will be known as

Subsea 7 S.A. and the restated Articles of

Incorporation approved by Acergy's shareholders on

November 9, 2010 and the appointment of the new Board

of Directors of Subsea 7 S.A. will become effective.

The completion of the combination is expected to take

place following the closing of the Oslo Børs on

Friday January 7, 2011. As a result, the first day

of trading in Subsea 7 S.A. shares will be Monday

January 10, 2011. Consequently, Friday January 7,

2011 will be the last day that the Subsea 7 Inc.

shares will trade. Following the closing of the Oslo

Børs on Friday January 7, 2011 the shares of Subsea 7

Inc. will be delisted and will cease to trade on Oslo

Børs.

Each Subsea 7 Inc. shareholder will receive Subsea 7

S.A. shares based on their shareholdings registered

at the Norwegian Central Securities Depository (VPS)

on January 7, 2011, that is, reflecting trading

undertaken on January 4, 2011 with settlement on a

T+3 basis. Investors purchasing shares in Subsea 7

Inc. on or after January 5, 2011 will receive

settlement in shares of Subsea 7 S.A. Likewise,

investors purchasing Acergy's American Depositary

Shares ("ADSs") on the NASDAQ Global Select Market on

or after January 5, 2011 will receive settlement in

ADSs of the same Company which will have the name of

Subsea 7 S.A.

One share in Subsea 7 Inc. entitles the shareholder

to 1.065 Subsea 7 S.A. shares. Fractions of shares

will not be issued. Fractional shares will be

aggregated into whole shares and sold in the market.

The net cash proceeds, i.e. the selling price after

deduction of costs in connection with the

transaction, will be distributed proportionally among

those shareholders entitled to fractions.

Subsea 7 S.A. shares will be delivered to Subsea 7

Inc. shareholders via the VPS on January 12, 2011 and

will be available in investors' accounts on January

13, 2011. Any relevant cash proceeds for fractions of

shares are expected to be paid in January 2011.

The completion of the combination may trigger filing

obligations in accordance with the Luxembourg

Transparency Law and the US Securities Exchange Act

of 1934 by Subsea 7 S.A. shareholders who

individually or as a group, beneficially own 5% or

more of the shares of Subsea 7 S.A. or who reach or

exceed other legal thresholds as a result of the

combination. These filing obligations will also

require existing shareholders who fall below such

thresholds or experience a material change in their

existing holdings (which could include a change of as

little as 1%) as a result of the combination to

promptly amend these filings to update beneficial

ownership information. Subsea 7 S.A. will notify

shareholders holding 5% or more of the company's

shares according to information available in the VPS

on January 10, 2011. Holders of Subsea 7 S.A. shares

are advised to consult their own legal counsel for a

detailed description of the regulations related to

such filing obligations.

Following completion, the ticker symbol for Subsea 7

S.A.'s ADSs on the NASDAQ Global Select Market will

change to SUBC. The ISIN code for Subsea 7 S.A.'s

ADSs will change to US8643231009. The CUSIP for

Subsea 7 S.A.'s ADSs will change to 864323100.

Following completion, the ticker symbol for Subsea 7

S.A.'s shares on Oslo Børs will change to SUBC. The

ISIN code for the Issuer's shares on Oslo Børs will

remain LU0075646355.

Further announcements are expected to be published on

January 7, 2011 confirming the completion of the

combination and on January 10, 2011 confirming the

first day of trading of Subsea 7 S.A.'s shares and

ADSs and other matters.

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Acergy S.A. is a seabed-to-surface engineering and

construction contractor to the offshore oil and gas

industry worldwide. We provide integrated services,

and we plan, design and deliver complex projects in

harsh and challenging environments.

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Contact:

Acergy S.A.

Karen Menzel

Acergy S.A.

+44 (0)20 8210 5568

karen.menzel@acergy-group.com

www.acergy-group.com