Under the offer terms, Amec said Foster Wheeler shareholders would receive approximately 0.9 Amec shares and $16 in cash, representing $32 for each Foster Wheeler share. Shares in Foster Wheeler closed at $31.46 on Friday.
Should the deal complete, Foster Wheeler will hold shares in Amec representing 23 percent of the enlarged company, and Amec would seek a U.S. listing in connection with the transaction, the companies said.
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Foster Wheeler said it had agreed with Amec not to solicit alternative proposals up to Feb. 22, and would pay out a one-time dividend of $0.40 per share prior to closing should the companies close the deal.