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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): June 5, 2006
CHICAGO BRIDGE & IRON COMPANY N.V.
(Exact name of registrant as specified in its charter)
The Netherlands
(State or other jurisdiction of incorporation)
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1-12815
(Commission File Number)
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N.A.
(IRS Employer Identification No.) |
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Polarisavenue 31
2132 JH Hoofddorp
The Netherlands
(Address of principal executive offices)
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N.A.
(Zip Code) |
Registrants telephone number, including area code: 31-23-568-5660
N.A.
(Former name or former address, if changed since last report)
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 (See General
Instruction A.2 below):
o Written Communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
(a) On June 13, 2006, Chicago Bridge & Iron Company N.V. (CB&I or the Company) issued a
press release announcing that Ronald A. Ballschmiede, 50, has been appointed as the Companys
Executive Vice President and Chief Financial Officer effective June 26, 2006. A copy of this press
release is attached hereto as Exhibit 99.1 and incorporated by reference herein. Mr. Ballschmiede
replaces Richard E. Goodrich, who retired as the Companys acting Chief Financial Officer
effective May 31, 2006. Until his appointment, Mr. Ballschmiede was a partner with Deloitte &
Touche LLP since 2002 and previously with Arthur Andersen since 1977, becoming a partner in 1989.
While with Andersen, Mr. Ballschmiede was the lead client service partner for CB&I from 1989 to
2002. In addition, he led the audit practice for a number of major manufacturing and construction
companies. Deloitte & Touche LLP was the Companys principal independent registered public
accounting firm for the 2002-2004 fiscal years and performed some services for the Company in 2005
and 2006 in relation to consenting to the use of their 2004 audit reports in the Companys
annual report on Form 10-K for the year ended December 31, 2005. Mr. Ballschmiede is expected to
enter into a change of control severance agreement with the Company on the same terms as other CB&I
executives as described in the Companys proxy statement for its 2006 annual general meeting of
shareholders.
(b) Travis L. Stricker, 36, has been appointed to serve as the Companys Corporate Controller
and Chief Accounting Officer effective June 5, 2006. He replaces
Tommy C. Rhodes who completed his employment as the Companys Chief Accounting Officer effective June 2, 2006 pursuant to the terms of a Stay Bonus
Agreement dated January 27, 2006. Mr. Stricker has served as CB&Is Assistant Controller since
December 2001 and, prior to that, was manager of Financial Reporting for Pitt-Des Moines, Inc.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release dated June 13, 2006
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 hereunto duly authorized.
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CHICAGO BRIDGE & IRON COMPANY N.V.
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Date: June 13, 2006 |
By: |
/s/ Walter G. Browning
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Walter G. Browning |
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Secretary and Authorized Signer |
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EXHIBIT INDEX
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Exhibit Number |
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Exhibit Description |
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99.1
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Press release dated June 13, 2006 |