412.825.1423, Transportation solutions that revolutionize the way the world moves. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) unexpected costs, charges or expenses resulting from the transaction; (2) uncertainty of the expected financial performance of the combined company following completion of the transaction; (3) failure to realize the anticipated benefits of the transaction, including as a result of integrating GE Transportation into Wabtec; (4) the ability of the combined company to implement its business strategy; (5) difficulties and delays in achieving revenue and cost synergies of the combined company; (6) inability to retain and hire key personnel; (7) the risk that shareholder litigation in connection with the transaction or other settlements or investigations may result in significant costs of defense, indemnification and liability; (8) evolving legal, regulatory and tax regimes; (9) changes in general economic and/or industry specific conditions, including the impacts of tax and tariff programs, industry consolidation, and changes in the financial condition or operating strategies of our customers; (10) changes in the expected timing of projects; (11) a decrease in freight or passenger rail traffic; (12) an increase in manufacturing costs; (13) actions by third parties, including government agencies; and (14) other risk factors as detailed from time to time in Wabtecs reports filed with the SEC, including 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. To view a copy of the presentation that will be discussed during the call, click on the Press Releases tab under About Us and click on the press release titled Wabtec and GE Transportation to Merge. The presentation will be included at the end of the press release on the website. In other words, in future years, earnings should rebound strongly -- and, all things being equal, the EV/EBITDA multiple will decline. As a result of an internal reorganization undertaken by General Electric Company, interest payments made after November 25, 2018 will be treated as U.S.-source interest for U.S. federal income tax purposes. GE, Wabtec, SpinCo, their respective directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from shareholders of Wabtec in connection with the proposed transaction. Wabtec and its affiliates do not provide tax, legal or accounting advice. Disclosure: Author holds no position in any stock mentioned. GE Reverse Stock Split Frequently Asked Questions. Those shares were also convertible, meaning Buffett could choose to convert them to common shares. The registered shareholder may be an individual, a trust, a broker, etc. Together with our customers, were proving that no one is ever limited to only affordable, reliable, or sustainable energy. Making the world smarter, happier, and richer. GE Transportation If you hold them directly, you should receive them that way. Pittsburgh, PA 15212 - USA Based on Wabtec share price of $83.79 on 19-Apr-2018, the last unaffected trading day prior to media speculation regarding a potential transaction, and Wabtec fully diluted share count. These instructions should provide the name, address and Social Security Number for each transferee and should indicate the number of shares to be transferred. The deal is tax-free for GE and Wabtec shareholders because it is structured as a so-called Reverse Morris Trust . I expect 25 shares of the Wabtec stock based on my shares of GE, but I dont know when I will get them and how will they come to me. Creating the energy technologies of the future and improving the power networks that we depend on today. Moreover, transportation is a highly cash-generative business for GE, and exiting it will trim FCF generation in the future. Betler said: Wabtec and GE Transportation are global industry leaders and we believe that together we have a unique opportunity to drive tremendous growth in 2019 and beyond as the industry continues to improve. Here's the step by step, (having eliminated everything that was downloaded to you): Do you know why I would receive .395 shares on 3/1/19 after receiving 18 on 2/25/19? Complementary businesses and large global installed base will create additional opportunities for cross-selling, aftermarket services growth and new solutions in a rapidly evolving industry. Explore a career with us. The Uniform Commercial Code (UCC) entitles transfer agents and corporate issuers to receive signature guarantees to protect them against fraudulent and unauthorized transfers. Wabtec expects to benefit from the cyclical tailwinds the industry saw in 2018, including volume growth of 38 million carloads and intermodal units. Wabtec will now have 50.8%, up 0.9%. (RTTNews) - General Electric Co. (GE) on Monday announced the completion of the spin-off and subsequent merger of its transportation business with Wabtec Corp. However, the company will not receive the tax benefit possible if it had less than 50% and GE held on to . We connect capital to infrastructure and deliver innovative financial solutions that help make the world work better. For important information about securities laws and forward-looking statements involving this transaction, please click here. Box 1342 Brentwood, NY 11717 Phone:1-877-830-4936 Fax:215-553-5402 shareholder@broadridge.com. Accomplished leaders building GEs legacy. At GE, we are committed to building a more diverse workforce and a more inclusive workplace. The transaction is expected to be tax free to the companies' respective shareholders. Together with our customers, were proving that no one is ever limited to only affordable, reliable, or sustainable energy. Note that the in-product QWin 2019 Help for a taxable spin-off would have you enter a Misc Income for the dollar value of the spin-off and an Add rather then Buy for the new shares. Learn about governance at GE, including the latest Proxy Statement and information about the GE Board of Directors. The use of a first name is desirable. This communication is not a solicitation of a proxy from any investor or security holder. So if you are a GE shareholder, you should have a keen interest in the rationale for the deal because you will be owning stock in Wabtec.`. We were advised to turn to websites for further information. On August 5, 2014, GE completed the initial public offering (IPO) of its North American Retail Finance business, Synchrony Financial, as a first step in a planned, staged exit from that business. This communication is for informational purposes only and not intended to and does not constitute an offer to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell, any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. 412.825.1543, Transportation solutions that revolutionize the way the world moves. You're right, I reversed the figures and corrected my original post. Wabtec brings to market a robust installed base of more than 23,000 locomotives globally, an expanded global reach, a strong mix of products and services, as well as enhanced capabilities to drive innovation faster in key growth areas. 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. Combining GE Transportations constant monitoring of messages from 17,000 locomotives with monitoring of Wabtecs passenger and shunter locomotives can make for a smarter, more efficient and safer transportation system. According to the current price, Wabtec is 90.56% away from the 52-week high. https://www.sec.gov/Archives/edgar/data/943452/000114036119001550/s002443x10_s4a.htm, https://www.quicken.com/support/how-do-i-record-corporate-spin-new-securities, https://www.sec.gov/Archives/edgar/data/40545/000119312518172907/d591170d8k.htm, https://globenewswire.com/news-release/2019/01/25/1705540/0/en/Wabtec-and-GE-Modify-Terms-of-Transaction-Expect-to-Close-By-End-of-February-2019.html, Div from GE @ $0.397239/GE share (0.005371 * 73.96), Buy (0.005371 * GE Share Quantity) shares of Wabtec for that whole dividend amount. 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. Information regarding the directors and executive officers of GE is contained in GEs proxy statement for its 2018 annual meeting of stockholders, filed with the SEC on March 23, 2018, its Annual Report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC on February 23, 2018, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, which was filed with the SEC on May 1, 2018 and certain of its Current Reports filed on Form 8-K. Information regarding the directors and executive officers of Wabtec is contained in Wabtecs proxy statement for its 2018 annual meeting of stockholders, filed with the SEC on April 5, 2018, its Annual Report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC on February 26, 2018, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 which was filed with the SEC on May 4, 2018 and certain of its Current Reports filed on Form 8-K. Effective immediately, Wabtec Chairman Albert J. Neupaver has been re-appointed executive chairman of the company, while Raymond T. Betler remains Wabtecs president and CEO. Get stock recommendations, portfolio guidance, and more from The Motley Fool's premium services. Registering shares in the name of a Trust requires that specific information be provided: the name of the trust and/or the maker or beneficiary and the date of the trust instrument. December 10, 2021The Board of Directors of GE (NYSE: GE) today declared a $0.08 per share dividend on the outstanding common stock of the Company. 773.297.0482, Rich Stimel, Wabtecrstimel [at] wabtec [dot] com 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. As we previously reported, GE Transportation has a long history of innovation, stretching from the first electric locomotives to the first freight locomotive that meets the U.S. governments strictTier 4 emission standards. GE's dedicated team, leading technology, and global reach and capabilities help the world work more efficiently, reliably, and safely. This transaction is good for GE shareholders, who gain equity in an organization at the forefront of rail innovation; for GE, as we work to reduce leverage and strengthen our balance sheet; and for Wabtec, which now has a stronger and more diversified business mix to serve its customers, said GE Chairman and CEO H. Lawrence Culp Jr. The GE and Wabtec teams worked hard to complete this deal, and I am excited by the opportunities ahead for Wabtec., Raymond T. Betler, Wabtecs president and CEO, said the deal was a once-in-a-lifetime opportunity to bring together nearly four centuries of collective experience to create a technologically advanced leader with a highly complementary set of capabilities to move and improve the world.. Fortunately for Buffett, he did not buy common shares of GE stock. How do I know which date 2/25 or 2/26 and if to use the Close or High & Low divided by 2? Accomplished leaders building GEs legacy. Several types of Joint Registration exist including Joint Tenants with right of survivorship, Tenants by the Entirety and Tenants in common. 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. Today, we are a stronger, more diversified company ready to better serve customers across the globe and capitalize on new growth opportunities at an attractive point in the cycle.. 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. Our technology, global network, and exceptional team is fueled by a missionbuilding a world that works. 86% of retail CFD accounts lose money, Registration on or use of this site constitutes acceptance of our. ", Broadridge Corporate Issuer Solutions P.O. Offering a suite of products to help unlock the full potential of additive manufacturing. 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. If you wish to move your shares from registered to beneficial ownership, Broadridge or your broker will help you do so. Due to low participation, GE ended the Stock Redemption program on November 10, 2016 for GE Stock Direct Investors. GE will not be filing Form 8937 because Wabtec has obtained full commitments for a $2.9 billion bridge facility and expects to put in place permanent debt financing prior to closing. Once you notify us of your certificate loss, we will initiate the process for you and then ask that you finalize the paperwork and submit the appropriate payment for processing. With best-in-class manufacturing facilities, unmatched digital expertise, always-on global services delivery, and unrivaled product breadth and performance, Wabtec is the rail industrys one-stop shop. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Receives 9.9% of shares in new Wabtec and $2.9 billion in cash. I have read everything here and see that $73.96 per share is used to record the buying of the Wabtec shares and that is the closing price on Feb 26, 2019. 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. Commercializing GEs technology and IP to accelerate growth and achieve market differentiation. Any forward-looking statements speak only as of the date of this communication. Today, we meet the total lifecycle needs of the entire fleet, from new locomotives to modernizations, service, and repairs, adding value at every touchpoint to help customers realize the most value from their investment. What's more, the deal has been structured in a tax-efficient manner. What do GE shareholders get for Wabtec? Access GEs recent and historic Annual Reports and accompanying materials. Box 64854 The dividend is payable January 25, 2022 to shareholders of record at the close of business on December 21, 2021. 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. For the fiscal year ending December 31, 2017, Wabtec generated approximately Explore GEs recent and historic SEC filings. If you do not have this information, you should call our Lost Securities Department at the 800 number on this site. Investors are expected to benefit through ownership of a stronger, more diverse business better positioned to perform through the cycle, with expected annual double-digit EPS growth and total run-rate synergies of about $250 million estimated to be achieved by 2022. Dividend Reinvest Plans (DRIP) and Direct Stock Purchase Plans (DSPP) are plans provided on behalf of corporations to simplify investment activity. EQ Shareowner Services is GEs transfer agent and administers all matters related to stock that is directly registered with GE. I agree the in-product help is in error for the taxable spinoff. DSPPs offer investors the opportunity to buy shares directly from the corporation, via the transfer agent, often without involving a broker. Our two companies have more than 250 years of rail industry heritage, and our shared focus on safety, reliability, quality, and customer relationships will enable a smooth integration., Santana said: The combination of our two strong brands and remarkable people is an excellent fit that will create an organization well-positioned to accelerate the future of transportation. In a nutshell, you could look at this deal as a kind of near-term "reward" for long-suffering GE shareholders, as GE's management is returning capital from GE Transportation via stock in the new Wabtec. If you hold your shares in a brokerage account, the new shares will show up there.
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