Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
September 07 2022 - 12:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
Form 6-K
REPORT OF FOREIGN PRIVATE
ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month
of September 2022
Commission File Number
001-16429
ABB Ltd
(Translation of registrant’s
name into English)
Affolternstrasse 44,
CH-8050, Zurich, Switzerland
(Address of principal
executive office)
Indicate by check mark
whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Indicate by check mark if
the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1):
⬜
Note: Regulation S-T
Rule 101(b)(1) only permits the submission in paper of a
Form 6-K if submitted solely to provide an attached annual
report to security holders.
Indication by check mark if
the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):
⬜
Note: Regulation S-T
Rule 101(b)(7) only permits the submission in paper of a
Form 6-K if submitted to furnish a report or other document
that the registrant foreign private issuer must furnish and make
public under the laws of the jurisdiction in which the registrant
is incorporated, domiciled or legally organized (the registrant’s
“home country”), or under the rules of the home country
exchange on which the registrant’s securities are traded, as long
as the report or other document is not a press release, is not
required to be and has not been distributed to the registrant’s
security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate by check mark
whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
If “Yes” is marked, indicate
below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82-
This Form 6-K consists
of the following:
1.
Press release issued
by ABB Ltd dated September 7, 2022, titled “ABB shareholders
approve Accelleron spin-off”.
2
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ZURICH, SWITZERLAND, SEPTEMBER 7, 2022
ABB shareholders
approve Accelleron spin-off
The shareholders of ABB
approved the proposed spin-off of its Accelleron turbocharging
division at today’s Extraordinary General Shareholders Meeting of
ABB Ltd held in Zurich. The Board of Directors’ proposal to spin
off ABB’s market-leading turbocharging business by way of a
dividend in kind of Accelleron Industries Ltd’s shares to ABB’s
shareholders was supported with 99.72 percent of the votes.
ABB will distribute to its shareholders, on a pro rata basis, as a
dividend in kind, 1 Accelleron share for 20 ABB Ltd
shares held. Shareholders representing 62.3 percent of the
total share capital with a right to vote took part in the
meeting.
Accelleron’s listing on SIX
Swiss Exchange in Zurich is planned for October 3, 2022. ABB
plans to publish Accelleron’s listing prospectus on
September 23, 2022.
Accelleron
is a global leader in
turbocharging technologies and optimization solutions for 0.5 to
80+ MW engines, helping to provide sustainable, efficient and
reliable power to the marine, energy, rail, and off-highway
sectors. Through its innovative product offerings and research
leadership, the company accelerates the decarbonization of the
industries it operates in. Accelleron has an installed base of
approximately 180,000 turbochargers and a network of more than 100
service stations across 50 countries worldwide.
www.accelleron-industries.com
ABB (ABBN: SIX Swiss Exchange)
is a leading global technology company that energizes the
transformation of society and industry to achieve a more
productive, sustainable future. By connecting software to its
electrification, robotics, automation and motion portfolio, ABB
pushes the boundaries of technology to drive performance to new
levels. With a history of excellence stretching back more than 130
years, ABB’s success is driven by about 105,000 talented employees
in over 100 countries. www.abb.com
Disclaimer
This
press release and the information contained herein are for
information purposes only. The distribution of this press release
and the distribution of any securities in connection with this
transaction may be restricted by law in certain jurisdictions and
persons into whose possession this document or other information
referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction.
This press release is not an
offer of securities or investments for sale nor a solicitation of
an offer to buy securities or investments in any jurisdiction where
such offer or solicitation would be unlawful. No action has been
taken that would permit an offering of the securities or possession
or distribution of this press release in any jurisdiction where
action for that purpose is required. Persons into whose possession
this press release comes are required to inform themselves about
and to observe any such restrictions.
This press release does not
constitute or form a part of any offer of securities or
solicitation to purchase or subscribe for securities in the United
States. The securities may not be offered, subscribed or sold in
the United States absent registration under the U.S. Securities Act
of 1933, as amended (the “U.S. Securities Act”), except pursuant to
an exemption from, or in a transaction not subject to, the
registration requirements thereof. Any securities to be distributed
in connection with this transaction have not been and will not be
registered under the U.S. Securities Act or the laws of any state
of the U.S. Neither ABB Ltd nor Accelleron Industries Ltd intends
to register any securities referred to herein in the
U.S.
Important notice about
forward-looking information
This press release includes
forward-looking information and statements, which are based on
current expectations, estimates and projections about the factors
that may affect our future performance, including the economic
conditions of the regions and industries that are major markets for
ABB. These expectations, estimates and projections are generally
identifiable by statements containing words such as “anticipates”,
“expects”, “believes”, “estimates”, “plans”, “targets”, “aims” or
similar expressions. However, there are risks and uncertainties,
many of which are beyond our control, that could cause actual
results to differ materially from the forward-looking information
and statements made in this press release and which could affect
our ability to achieve any or all of our stated targets or
anticipated transactions. Some important factors that could cause
such differences include, among others, business risks associated
with the COVID-19 pandemic, the volatile global economic
environment and political conditions, costs associated with
compliance activities, market acceptance of new products and
services, changes in governmental regulations and currency exchange
rates, the impact of the financial performance of Accelleron, and
such other factors as may be discussed from time to time in ABB
Ltd’s filings with the U.S. Securities and Exchange Commission,
including its Annual Reports on Form 20-F. Although each of ABB Ltd
and Accelleron Industries Ltd believes that its expectations
reflected in any such forward-looking statement are based upon
reasonable assumptions, it can give no assurance that those
expectations will be achieved. The foregoing list of factors is not
exclusive and undue reliance should not be placed upon any
forward-looking statements, including projections, which speak only
as of the date made. ABB Ltd and Accelleron Industries Ltd do not
undertake to update, and expressly disclaim any duty to update, any
forward-looking statements, whether as a result of circumstances or
events that arise after the date they are made, new information, or
otherwise.
—
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For more information please
contact:
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Media
Relations
Phone:
+41 43 317 71 11
Email:
media.relations@ch.abb.com
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Investor
Relations
Phone: +41 43 317 71
11
Email:
investor.relations@ch.abb.com
|
ABB Ltd
Affolternstrasse 44
8050 Zurich
Switzerland
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ABB SHAREHOLDERS APPROVE
ACCELLERON SPIN-OFF
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2/2
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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,
thereunto duly authorized.
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ABB LTD
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Date: September 7,
2022.
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By:
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Name:
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Ann-Sofie Nordh
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Title:
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Group Senior Vice President
and
Head of Investor Relations
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Date: September 7,
2022.
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By:
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Name:
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Richard A. Brown
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Title:
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Group Senior Vice President
and
Chief Counsel Corporate & Finance
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