Honeywell International Inc. entered into a definitive agreement to acquire Global Access Solutions from Carrier Global Corporation for an enterprise value of $4.95 billion.
December 07, 2023
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Honeywell International Inc. (NasdaqGS:HON) entered into a definitive agreement to acquire Global Access Solutions from Carrier Global Corporation (NYSE:CARR) for an enterprise value of $4.95 billion on December 7, 2023. The purchase price is subject to closing working capital and net indebtedness adjustments and will be paid in all-cash. The proposed sale is subject to certain customary closing conditions, including the receipt of specified consents, authorizations and approvals from governmental entities (or any applicable waiting period thereunder shall have expired or been terminated), the absence of any order, injunction, other judgment or law that makes illegal or prohibits the Closing in specified jurisdictions, and subject to certain exceptions, the accuracy of the representations and warranties of, and compliance with covenants by, each of the parties to the purchase agreement. The closing is not subject to a financing condition or to the approval of Carrier?s stockholders and is expected to occur before the end of the third quarter of 2024. Carrier intends to use the proceeds to pay down debt. The transaction is expected to be cash-EPS accretive in the first full year of ownership.
Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as financial advisor to Carrier. Scott A. Barshay, Laura C. Turano, Dotun Obadina, John Kennedy, Caith Kushner, Christodoulos Kaoutzanis, Nathan Mitchell, Christopher Dickson, Joshua Soven, Robert Killip, Robert Holo, Jeffrey Samuels, Jean McLoughlin, Ron Aizen, Reuven Falik, Claudine Meredith-Goujon, Bonnie Chen, Peter Fisch, William O'Brien and Marta Kelly of Paul, Weiss, Rifkind, Wharton & Garrison LLP, Derek Tong and Anna Mitchell (both London) and Matthew Devey (Frankfurt) of Linklaters acted as external legal counsel to Carrier. Evercore Inc. is serving as financial advisor to Honeywell. Allison R. Schneirov, Frederic Depoortere, Page W. Griffin, Justine M. Haimi, Lisa Laukitis, Kate Mathieu, Alexandra J. McCormack, Patrick G. Rideout, David M. Rievman, Resa K. Schlossberg, Annie Villanueva Jeffers and David P. Wales of Skadden, Arps, Slate, Meagher & Flom LLP, Simmons & Simmons and Womble Bond Dickinson are providing external legal counsel to Honeywell.
Carrier Global Corporation specializes in the design, manufacture and marketing of heating, ventilation, air conditioning and refrigeration systems for industrial and domestic use. Products are sold under the brand names Carrier, Automated Logic, Bryant, CIAT, Day & Night, Heil, NORESCO, Riello, Carrier Commercial Refrigeration, Carrier Transicold, Sensitech and others. In addition, the group provides security systems (burglar alarms, access control and video surveillance systems) and fire detection and protection systems, notably under the Autronica, Chubb, Det-Tronics, Edwards, Fireye, GST, Interlogix, Kidde, LenelS2, Marioff, Onity and Supra brands.
Net sales break down by source of income between sales of products (88.5%) and sales of services (11.5%).
Net sales are distributed geographically as follows: the United States (55.2%), Europe (21.4%), Asia/Pacific (19.7%) and other (3.7%).
Honeywell International Inc. entered into a definitive agreement to acquire Global Access Solutions from Carrier Global Corporation for an enterprise value of $4.95 billion.