PALM BEACH GARDENS, Fla.,
July 27, 2021 /PRNewswire/ -- Carrier
Global Corporation (NYSE: CARR), the leading global provider
of healthy, safe, sustainable and intelligent building and cold
chain solutions, has agreed to sell its Chubb fire and security
business to APi Group Corporation (NYSE: APG) for an enterprise
value of $3.1 billion. The sale
enables Carrier to focus on its core businesses and to re-allocate
net proceeds consistent with its stated capital allocation
priorities, including funding organic and inorganic growth,
dividends, and share repurchases within a solid investment grade
credit rating.
Headquartered in the United
Kingdom, Chubb has approximately 13,000 employees globally
and a sales and service network spanning 17 countries in
Europe, Asia Pacific and Canada. The business is a globally recognized
fire safety and security provider, offering customers complete and
reliable services from design and installation to monitoring and
ongoing maintenance.
Carrier's global fire and security products business is not part
of this transaction and remains an important part of Carrier's
portfolio and our healthy, safe, sustainable and intelligent
building strategy.
"Carrier continually assesses all aspects of our global
portfolio to ensure alignment with our strategic business
priorities and optimal value for our stakeholders," said Carrier
Chairman & CEO Dave Gitlin.
"This transaction drives greater focus for Carrier and allows us to
re-allocate proceeds from the divestiture toward our higher
strategic imperatives. It also provides Chubb the opportunity to
unlock new potential, building on its history and dedication to
customer service excellence, its 200-year brand legacy and highly
skilled network of global service providers and technicians. We
look forward to seeing the growth potential Chubb will have under
the ownership of APi Group."
The proposed sale is subject to a consultation process and
regulatory approvals. It is expected to close in late Q4 2021 or
early Q1 2022. Management will provide additional details on the
transaction and use of proceeds during its second-quarter 2021
earnings call on July 29,
2021.
BofA Securities is acting as financial advisor to Carrier, and
Paul, Weiss, Rifkind, Wharton & Garrison and Linklaters are
acting as external legal counsel.
About Carrier
As the leading global provider of healthy, safe, sustainable and
intelligent building and cold chain solutions, Carrier Global
Corporation is committed to making the world safer, sustainable and
more comfortable for generations to come. From the beginning, we've
led in inventing new technologies and entirely new industries.
Today, we continue to lead because we have a world-class, diverse
workforce that puts the customer at the center of everything we do.
For more information, visit www.corporate.carrier.com or
follow Carrier on social media at @Carrier.
Cautionary Statement
This communication contains statements which, to the extent they
are not statements of historical or present fact, constitute
"forward-looking statements" under the securities laws. From
time to time, oral or written forward-looking statements may also
be included in other information released to the public.
These forward-looking statements are intended to provide
management's current expectations or plans for our future operating
and financial performance, based on assumptions currently believed
to be valid. Forward-looking statements can be identified by
the use of words such as "believe," "expect," "expectations,"
"plans," "strategy," "prospects," "estimate," "project," "target,"
"anticipate," "will," "should," "see," "guidance," "outlook,"
"confident," "scenario" and other words of similar meaning in
connection with a discussion of future operating or financial
performance or the separation and distribution from United
Technologies Corporation (the "Separation" and the "Distribution"),
since renamed Raytheon Technologies Corporation.
Forward-looking statements may include, among other things,
statements relating to future sales, earnings, cash flow, results
of operations, uses of cash, share repurchases, tax rates and other
measures of financial performance or potential future plans,
strategies or transactions of Carrier, the estimated costs
associated with the Separation, Carrier's plans with respect to our
indebtedness and other statements that are not historical facts.
All forward-looking statements involve risks, uncertainties and
other factors that may cause actual results to differ materially
from those expressed or implied in the forward-looking statements.
For those statements, we claim the protection of the safe harbor
for forward-looking statements contained in the U.S. Private
Securities Litigation Reform Act of 1995. Such risks, uncertainties
and other factors include, without limitation: (1) the effect of
economic conditions in the industries and markets in which Carrier
and our businesses operate in the U.S. and globally and any changes
therein, including financial market conditions, fluctuations in
commodity prices, interest rates and foreign currency exchange
rates, levels of end market demand in construction, the impact of
weather conditions, pandemic health issues (including COVID-19 and
its effects, among other things, on production and on global
supply, demand and distribution as the outbreak continues and
results in a prolonged period of travel, commercial and other
restrictions and limitations), natural disasters and the financial
condition of our customers and suppliers; (2) challenges in the
development, production, delivery, support, performance and
realization of the anticipated benefits of advanced technologies
and new products and services; (3) future levels of indebtedness,
capital spending and research and development spending; (4) future
availability of credit and factors that may affect such
availability, including credit market conditions and Carrier's
capital structure and credit ratings; (5) the timing and scope of
future repurchases of Carrier's common stock, including market
conditions and the level of other investing activities and uses of
cash; (6) delays and disruption in the delivery of materials and
services from suppliers; (7) cost reduction efforts and
restructuring costs and savings and other consequences thereof; (8)
new business and investment opportunities; (9) risks resulting from
being a smaller, less diversified company than prior to the
Separation; (10) the outcome of legal proceedings, investigations
and other contingencies; (11) the impact of pension plan
assumptions on future cash contributions and earnings; (12) the
impact of the negotiation of collective bargaining agreements and
labor disputes; (13) the effect of changes in political conditions
in the U.S. (including in connection with the Biden administration
in Washington, D.C.) and other
countries in which Carrier and our businesses operate, including
the effect of changes in U.S. trade policies or the United Kingdom's withdrawal from the European
Union, on general market conditions, global trade policies and
currency exchange rates in the near term and beyond; (14) the
effect of changes (including potentially as a result of the Biden
administration in Washington,
D.C.) in tax, environmental, regulatory (including among
other things import/export) and other laws and regulations in the
U.S. and other countries in which we and our businesses operate;
(15) the ability of Carrier to retain and hire key personnel; (16)
the scope, nature, impact or timing of acquisition and divestiture
activity, including among other things integration of acquired
businesses into existing businesses and realization of synergies
and opportunities for growth and innovation and incurrence of
related costs; (17) the expected benefits of the Separation; (18) a
determination by the U.S. Internal Revenue Service and other tax
authorities that the Distribution or certain related transactions
should be treated as taxable transactions; (19) risks associated
with indebtedness, including that incurred as a result of financing
transactions undertaken in connection with the Separation, as well
as our ability to reduce indebtedness and the timing thereof; (20)
the risk that dis-synergy costs, costs of restructuring
transactions and other costs incurred in connection with the
Separation will exceed Carrier's estimates; and (21) the impact of
the Separation on Carrier's business and Carrier's resources,
systems, procedures and controls, diversion of management's
attention and the impact on relationships with customers,
suppliers, employees and other business counterparties.
The above list of factors is not exhaustive or necessarily in
order of importance. For additional information on identifying
factors that may cause actual results to vary materially from those
stated in forward-looking statements, see Carrier's reports on
Forms 10-K, 10-Q and 8-K filed with or furnished to the SEC from
time to time. Any forward-looking statement speaks only as of the
date on which it is made, and Carrier assumes no obligation to
update or revise such statement, whether as a result of new
information, future events or otherwise, except as required by
applicable law.
CARR-IR
Contact:
|
Ashley
Barrie
|
|
860-416-3657
|
|
Ashley.Barrie@carrier.com
|
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SOURCE Carrier Global Corporation