Learn More. The combined company, which is expected to have revenues of more than $8 billion in 2019, has a compelling growth profile, especially as market conditions improve in the industries it serves. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE DOCUMENTS WHEN THEY BECOME AVAILABLE, ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, AND OTHER DOCUMENTS FILED BY GE, WABTEC OR SPINCO WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION, BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Rafael Santana, who served as president and CEO of GE Transportation and is now president and CEO of Wabtecs Freight segment, said: Our shared focus on innovation, collaboration and continuous improvement will enable us to unlock new value for our shareholders, customers, employees and the industry. Learn how were delivering on our priorities. Discover how our people & technology are solving global issues, improving lives, and changing industries. How can I sell my shares that are held in certificate form? Based on Wabtecs stock price on April 19, 2018, the last unaffected trading day prior to media speculation regarding a potential transaction, the value of the transaction is approximately $11.1 billion. Example: Mary Smith & Barbara Smith Jt Ten, This registration allows an appropriate portion of the shares to pass to the estate of the holder upon the holder's death rather than to the surviving tenant. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) that one or more closing conditions to the transaction, including certain regulatory approvals, may not be satisfied or waived, on a timely basis or otherwise, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the proposed transaction, may require conditions, limitations or restrictions in connection with such approvals or that the required approval by the stockholders of Wabtec may not be obtained; (2) the risk that the proposed transaction may not be completed on the terms or in the time frame expected by GE or Wabtec, or at all; (3) unexpected costs, charges or expenses resulting from the proposed transaction; (4) uncertainty of the expected financial performance of the combined company following completion of the proposed transaction; (5) failure to realize the anticipated benefits of the proposed transaction, including as a result of delay in completing the proposed transaction or integrating the businesses of GE, Wabtec and SpinCo; (6) the ability of the combined company to implement its business strategy; (7) difficulties and delays in achieving revenue and cost synergies of the combined company; (8) inability to retain and hire key personnel; (9) the occurrence of any event that could give rise to termination of the proposed transaction; (10) the risk that stockholder litigation in connection with the proposed transaction or other settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; (11) evolving legal, regulatory and tax regimes; (12) changes in general economic and/or industry specific conditions; (13) actions by third parties, including government agencies; and (14) other risk factors as detailed from time to time in GEs and Wabtecs reports filed with the SEC, including GEs and Wabtecs annual report on Form 10-K, periodic quarterly reports on Form 10-Q, periodic current reports on Form 8-K and other documents filed with the SEC. 2023 Broadridge Financial Solutions, Inc. For example, GE Transportation is expected to deliver around 300 locomotives in 2018; that compares with an average of around 670 over the last decade. GE received approximately $2.9 billion in cash as well as shares of Wabtec common stock and Wabtec nonvoting convertible preferred stock that together represent an approximately 24.9 percent ownership interest in Wabtec. The combination will make Wabtec a Fortune 500, global transportation leader in rail equipment, software and services, with operations in more than 50 countries. GE encourages investors to visit these websites from time to time, as information is updated and new information is posted. Shares have done quite well, resulting in higher earnings multiples awarded to the business, with the valuation getting quite full here. If investors fail to communicate regularly with GE, their state of residence can take their shares and, in many cases, sell them. Stay up to date with the latest resources for the planned spin-offs. GE received approximately $2.9 billion in cash as well as shares of Wabtec common stock and Wabtec nonvoting convertible preferred stock that together represent an approximately 24.9 percent ownership interest in Wabtec. DRIP - You may elect to have your dividends reinvested in any of the following ways: Make the selection via your online account. The date of record for the transaction is February 14th andGE shareholders as of that date will receive ~0.005403 shares of Wabtec for each GE common share owned. You can also listen to the webcast by going to Wabtecs new website at www.WabtecCorp.com and clicking on Events & Presentations in the Investor Relations section. Since GE Transportation is only expected to start to rebound from a cyclical low in 2018, even the EV/EBITDA multiple for 2019 is still likely to reflect cyclicallylow earnings. So far I still have 18.395 shares in my Vanguard brokerage account. Please refer to page two of the Legal Transfer Form for additional document requirements based on your stock transferring situation. GE owns common stock and non-voting convertible preferred stock, which together represent approximately a 24.9% economic interest in Wabtec on a fully diluted basis. Equiniti Trust Company (EQ) transfer agent and registrar for GE. That's the number of WABTEC shares you received. Current Value % Return 33.32%. I am certainly no expert in how index membership decisions are made, but its worth watching. Following the transaction, Wabtec will have approximately $8 billion in revenues, a more diversified business mix, higher margins, and approximately 15 percent cash EPS accretion in year one. The influx of $2.9 billion in cash from Wabtec won't impress the bears much. Based on the number of shares of GE and Wabtec common stock outstanding on Dec. 31, GE shareholders are also expected to get about 0.005403 of a share of Wabtec common stock for each share of GE . Explore a timeline of GE technologies that have spurred transformation across the world. I believe the answer is that the entire value of the distribution is taxed now, that that value becomes the tax basis of the Wabtec shares, and that your GE tax basis is reduced by that amount. Please refer to page two of the Legal Transfer Form for additional document requirements based on your stock transferring situation. GE shareholders own about 24.3 percent of Wabtec on a fully diluted basis. Your corporation you own stock in may also support a stock sale plan. Deliver improved customer outcomes through expanded monitoring and services: Together, the combined company will have an expanded footprint of skilled technicians and repair shops that will result in a simpler customer interface and a more streamlined services experience. This communication contains forward-looking statements as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed transaction between GE and Wabtec. Wabtec and GE Transportation will host a conference call today at 8:30 am Eastern to discuss the transaction. GE has the right to increase the portion of the merged company owned by GE shareholders (subject to a corresponding reduction in GE's ownership). Commercializing GEs technology and IP to accelerate growth and achieve market differentiation. The deal is tax-free for GE and Wabtec shareholders because it is structured as a so-called Reverse Morris Trust . The company also builds new switcher and commuter locomotives, and provides aftermarket services. If You Do This, You Won't Have to Worry About Them, A Bull Market Is Coming: 3 Stocks to Buy Without Hesitation, Join Over Half a Million Premium Members And Get More In-Depth Stock Guidance and Research, Copyright, Trademark and Patent Information. In some cases additional documents will be required to complete the transfer. What do GE shareholders get for Wabtec? It is headquartered in Pittsburgh, Pennsylvania. $3.9 billion in revenue and $504 million in adjusted EBIT (approximately 13% margin). This combination will create a compelling offering to meet the industry's rapidly growing demand for rail performance, with the potential to unlock billions in annual savings across freight rail for customers and operators. Read GEs 2022 Proxy Statement, vote your shares and access the 2022 Annual Meeting. This registration gives sole ownership to the single individual and requires that the person's legal name be used. Answers to popular and relevant inquiries. I am using Quicken 2017 which I assume has not changed on that transaction from Quicken 2019. Ithas also expanded heavily into software and thelucrative business of locomotive upgrades. All Rights Reserved. That means a shareholder with 10,000 GE shares will walk away with only 54 shares of WAB along with a little cash. Drive increased value for shareholders: Investors are expected to benefit from ownership of a stronger, more diverse business better positioned to perform through the cycle, with expanded margins, expected average double-digit EPS growth and synergies of about $250 million. Drive increased value for shareholders: With approximately $8 billion in combined revenues and a large global installed base, the combined company will have a leading position in key freight rail and transit geographies worldwide, and will be well-positioned to serve customers as industry demand continues to improve. Wabtec and GE Transportation to Merge, Creating Global Leader for Rail Equipment, Services and Software (PDF). Discover how our people & technology are solving global issues, improving lives, and changing industries. Access GEs recent and historic Annual Reports and accompanying materials. If so, you may enroll in the plan in any of the following ways: Make the investment via your online account. If you own stock through a broker, sign up at Broadridge. Include any additional instructions indicating how you wish the shares to be transferred. Deia Campanellideia [dot] campanelli [at] wabtec [dot] comclass="spamspan" 617.443.3400, Deia Campanelli, GEdeia [dot] campanelli [at] ge [dot] com As of this writing, there have been no discussion of index changes related to this transaction. Fortunately for Buffett, he did not buy common shares of GE stock. Tune in or catch up on GEs latest investor events and reports. Wabtec expects to benefit from the cyclical tailwinds the industry saw in 2018, including volume growth of 38 million carloads and intermodal units. CONFERENCE CALL INFORMATION The strategic combination of complementary portfolios is expected to: Create a leading equipment, aftermarket services and digital solutions provider across the transportation sector: The company can accelerate lifecycle solutions for the transportation industry and unlock significant productivity for customers by improving interoperability, efficiency and competitiveness.
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