By bringing together our highly complementary strengths we are confident that this transformational combination will create value for both Wabtec and GE shareholders, innovative solutions for our customers, and new outlets for long-term career growth for our employees. Were deeply proud of GE employees around the world rising to the challenge. The costs associated with DSPPs may be higher or lower than the costs of using a broker. Investors will be required to go to the state to reacquire them, but if the state has sold their shares, they will have lost all dividends and any increase in value. Original Value. Ultimately, GE agreed to unwind its ownership in the combined company (subject to certain limitations) over the next three years, but not in the 30 days immediately post close. Improve utilization and accelerate path to automation: The seamless combination of GE Transportations digital solutions and analytics systems with Wabtecs electronic systems and Positive Train Control (PTC) capabilities, is expected to improve safety, efficiency and productivity across the transportation industry and accelerate railroads path to advanced train automation. Notification via fax to: (215) 553-5402; attention Lost Securities Dept. 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. Wabtec shareholders own approximately 50.8% of Wabtec on a fully diluted basis and GE shareholders own approximately 24.3% of Wabtec on a fully diluted basis. In some cases additional documents will be required to complete the transfer. Any forward-looking statements speak only as of the date of this communication. All Rights Reserved. Include any additional instructions indicating how you wish the shares to be transferred. Please refer to page two of the Legal Transfer Form for additional document requirements based on your stock transferring situation. Wabtec and GE Transportation will host a conference call today at 8:30 am Eastern to discuss the transaction. Our technology, global network, and exceptional team is fueled by a missionbuilding a world that works. 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. lucrative business of locomotive upgrades. 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. Securities held in a brokerage account, and registered in the name of the broker or other institution, are referred to as being in "street name" or "beneficial shares." Wabtec and GE shareholders will have ownership in a combined company with significantly expanded margins, a highly attractive growth profile based on an improved business mix, expanded global reach, and faster innovation in key growth areas. 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. Note that sales are subject to a fee of $10 per transaction plus $0.15 per share sold. By embracing diverse teams and perspectives, we are better equipped to build a world that works. You may obtain a surety bond from our independent insurance provider, The Chubb Corporation. Multiply the number of WABTEC shares received by $73.96. Furthermore, the transaction will facilitate a tax step-up with an NPV of approximately $1.1 billion of net tax benefit accruing to the combined company. Access the latest press releases, media contacts, and press tools. Stay up to date with the latest resources for the planned spin-offs. In completion of the sale of Shareowner Services on February 1, 2018, its business and operations, the transfer agent appointment has been transferred to Equiniti Trust Company (EQ). Wabtec will now have 50.8%, up 0.9%. Forward-looking statements concern future circumstances and results and other statements that are not historical facts and are sometimes identified by the words may, will, should, potential, intend, expect, endeavor, seek, anticipate, estimate, overestimate, underestimate, believe, could, project, predict, continue, target or other similar words or expressions. Voices is a network for GEs US supporters interested in the companys impact in their communities and in issues that impact the company. Will GE shareholders get shares of Wabtec? Wabtec manufactures products for locomotives, freight cars and passenger transit vehicles, and builds new locomotives up to 6,000 horsepower (4 MW). Sell the fractional share by the per share selling price determined by Step 5. Wabtec and GE Transportation to Merge, Creating Global Leader for Rail Equipment, Services and Software (PDF). 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 . As a result, the merger is no longer structured as a Reverse Morris Trust and instead will be taxable to GE shareholders. Summary. Shares have done quite well, resulting in higher earnings multiples awarded to the business, with the valuation getting quite full here. WAB ranks lowest in Sentiment; there it ranks in the 29th percentile. Fax: 412-825-1019. You're right, I reversed the figures and corrected my original post. ", Broadridge Corporate Issuer Solutions P.O. As it stands, GE expects $6 billion to $7 billion in industrial FCF in 2018, which is intended to fund a $4.2 billion dividend payment. As a small GE stock owner (roughly 100 shares), I assume I will get cash in my brokerage account. 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. 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. Box 1342 Brentwood, NY 11717 Phone:1-877-830-4936 Fax:215-553-5402 shareholder@broadridge.com. DRIPs offer shareholders the convenience of reinvesting dividends, minimizing the expense and effort associated with dividend checks. How should shares for transfer be mailed to Broadridge? A surety bond is typically obtained by paying a premium to the surety company equal to 2% of the current value of the shares being replaced. Plus500. Wabtec does not undertake any obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. 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. Please indicate if the registered stockholder is deceased so the appropriate documents may be forwarded to you. If you hold them directly, you should receive them that way. Ive had a series of email exchanges with the corporate actions team at Ameritrade. Equiniti Trust Company Phone: 1-800-786-2543 (toll free) or 1-651-450-4064 Website: Shareowneronline.com Regular Mail Delivery: EQ Shareowner Services P.O. The companys average rating score is 2.71, and is based on 5 buy ratings, 2 hold ratings, and no sell ratings. What's more, the deal has been structured in a tax-efficient manner. According to the current price, Wabtec is 90.56% away from the 52-week high. WILMERDING, PA, (Feb. 25, 2019) Wabtec Corporation (NYSE: WAB) announced today it has completed its merger with GE Transportation, a former business unit of GE (NYSE: GE). However, it will do little to appease dyed-in-the-wool bears worried about the sustainability of the company's dividend and restructuring prospects. GE's innovation engine where ideas become reality to create a better world and deliver differentiated tech across the company's industrial portfolio. The Uniform Commercial Code (UCC) entitles transfer agents and corporate issuers to receive signature guarantees to protect them against fraudulent and unauthorized transfers. The deal is tax-free for GE and Wabtec shareholders because it is structured as a so-called Reverse Morris Trust . Stated another way, for each approximately 186 shares of GE common stock held, a GE shareholder will receive one share of Wabtec common stock. CONFERENCE CALL INFORMATION Shares of General Electric Co. GE, +1.43% surged 2.0% in premarket trade Monday, after the industrial conglomerate agreed to merge its GE Transportation unit with rail operator Wabtec Corp. WAB . Substantial annual run-rate synergies of $250 million and a net present value of approximately. GE Transportation has received $3.6 billion in orders in the last two quarters. That means a shareholder with 10,000 GE shares will walk away with only 54 shares of WAB along with a little cash. The letter from GE HR to retirees in the RSP was not clear at all. It is suggested that the shipment be insured for 2% of the current value of the shares. Aside from the tax benefit, the merged company is expected to generate $250 million in run-rate synergies by the fourth year after the deal, or around 3.2% of the combined 2017 revenue of GE Transportation and Wabtec. 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.. The company also builds new switcher and commuter locomotives, and provides aftermarket services. This fee structure was not changed as part of the switch to, Avoid Losing Your Shares to the State as Unclaimed Property. The foregoing list of important factors is not exclusive. Any idea how much and when it will show up? Wabtec Corporation is a leading global provider of equipment, systems and value-added services for transit and freight rail. (RTTNews) - General Electric Co. (GE) on Monday announced the completion of the spin-off and subsequent merger of its transportation business with Wabtec Corp. To make the world smarter, happier, and richer. According to the earlier terms, General Electric's shareholders were to get 40.2% with 9.9% going to GE. Sell any fractional share for whatever cash-in-lieu amount received. It also provides aftermarket services. GE Transportation has a backlog of roughly $18 billion, including approximately 1,800 new locomotives and roughly 1,000 locomotive modernized units. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one of the parties die, ownership of the shares passes to the surviving tenant(s). GE Transportation helps move the world and improve the world, as a global technology leader and supplier of equipment, services and digital solutions to the rail, mining, marine, stationary power and drilling industries. This website no longer supports the Internet Explorer web browser. Phone: 412-825-1000 Our energy expertise spans from renewable wind energy to emission-reducing natural gas, as well as physical and digital solutions to modernize the grid connecting it all. 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. The dividend calendar shows you for more than 1,000 dividend stocks in which month which company distributes its dividends. GE shares rose 2.8 percent to $15.39. Changing plan electionsYou may change your plan investment decisions by taking the following steps: Selling shares held in a planYou may sell shares held in a plan by taking one of the following steps: When will I receive my 1099?Form 1099s are typically mailed or sent electronically in January according to IRS guidelines. Certificates will not be issued for shares held in a plan. GE Aerospace is a world-leading provider of jet engines, components and systems for commercial and military aircraft with a global service network to support these offerings. Moreover, transportation is a highly cash-generative business for GE, and exiting it will trim FCF generation in the future. Wabtec is a leading supplier of critical components, locomotives, services, signaling and logistics systems and services to the global rail industry. The freight portfolio features a comprehensive line of locomotives, software applications and a broad selection of mission-critical controls systems, including Positive Train Control (PTC). Has been since process revisions were improved, but so few taxable spinoffs come up, the language has not been a problem so far (that I have seen). Following the completion of the transaction, Wabtecs corporate headquarters will remain in Wilmerding, Pa. Wabtecs Freight Segment will be headquartered in Chicago, and Wabtecs Transit Segment headquarters will remain in Paris. How do I transfer my stock and retain as registered shares? Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of proxies in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the relevant materials when filed with the SEC. Explore a career with us. I did review the discussion but it didn't help! The S-4 SEC filing amended sometime like 1/25/19 seems to support that taxable change. CAUTION CONCERNING FORWARD-LOOKING STATEMENTS. Ithas also expanded heavily into software and thelucrative business of locomotive upgrades. For important information about securities laws and forward-looking statements involving this transaction, please click here. I give up! 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. DRIP - You may elect to have your dividends reinvested in any of the following ways: Make the selection via your online account. The exchange ratio for the combined Spin-off/merger transaction is 0.005371, meaning participating GE shareholders will receive 0.005371 shares of Wabtec common stock for each outstanding share of GE common stock held. The Motley Fool has a disclosure policy. Can all this be explained in normal peoples language. Wabtec has obtained full commitments for a $2.9 billion bridge facility and expects to put in place permanent debt financing prior to closing. On 2/25/19 GE spun off its transportation business to Wabtec, producing .005371 share of Wabtec for each share of GE. Accomplished leaders building GEs legacy. Strategic Combination Will Drive Shareholder Value Creation by Accelerating Innovation in Transportation and Logistics. 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. An analyst with a glass-half-full approach would see the deal as progress on GE's restructuring plans and note that the cash flow will give the company more leeway to restructure the power segment before a bounce-back in total FCF generation in 2019. According to the Association of American Railroads, automation will help improve network velocity and fluidity, potentially saving railroads billions of dollars annually. Creating the energy technologies of the future and improving the power networks that we depend on today. Notice to holders of General Electric Company Series D preferred stock. At Wabtec, we help our customers overcome their toughest challenges by delivering rail and industrial solutions that improve safety, efficiency and productivity. Joint Tenants with Rights of Survivorship, This registration is used when two or more individuals have equal claim to the shares. Wabtec has approximately 27,000 employees in facilities throughout the world. Wabtec has been hit by the pandemic and only has seen a partial recovery in 2021. The combination will bring together two global leaders in rail equipment, services and software, combining GE Transportation, a global digital industrial leader and supplier to the rail, mining, marine, stationary power and drilling industries, with Wabtecs broad range of freight, transit and electronics solutions. Broadridge will send you the documents necessary to obtain replacement certificates along with instructions to complete them. The deal was agreed upon in May 2018. Goldman, Sachs & Co., LLC and Jones Day are acting as financial advisors and legal counsel, respectively, to Wabtec in the transaction. Access the latest press releases, media contacts, and press tools. The company has roughly 18,000 employees and facilities located throughout the world. Explore the latest stories, news, downloads, and press tools. I failed. 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. There was no explanation as to why this was done. 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. Any forward-looking statements speak only as of the date of this communication. I received the following email from GE Investor Relations. I am using Quicken 2017 which I assume has not changed on that transaction from Quicken 2019. Effective December 2, 2015, General Electric Capital Corporation (GECC) merged with and into GE (the "Merger") to assure compliance with debt covenants as GECC exits the assets planned for disposition. 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. WAB scores best on the Quality dimension, with a Quality rank ahead of 85.16% of US stocks. If you hold shares in DRS Book-Entry (no certificate), please follow the steps below: How do I transfer registered shares to beneficial or street shares via my broker? 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. Accomplished leaders building GEs legacy. In a sense, GE is covering its 2018 dividend by borrowing money and relying on asset sales. This merger establishes Wabtec as a Fortune 500, global transportation and logistics leader by combining Wabtecs broad range of freight, transit and electronics products with GE Transportations best-in-class equipment, services and digital solutions in the locomotive, mining, marine, stationary power and drilling industries. 412.825.1543, Matt Cribbins, GEmatthewg [dot] cribbins [at] ge [dot] com When I sell or before? Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. 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.
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