Explore GEs recent and historic SEC filings. The Uniform Commercial Code (UCC) entitles transfer agents and corporate issuers to receive signature guarantees to protect them against fraudulent and unauthorized transfers. What are "street name shares" or "beneficial shares"? 2023 Wabtec Corporation. Over the last decade, GE Transportation has transformed more than 2,000 locomotives for close to 40 customers around the world, and the company has strong orders for modernization from railroad operators like Norfolk Southern and Canadian Pacific. First, Wabtec's management estimates that the existing company currently trades on a 2019 EV-to-adjusted EBITDA multiple of 14, but the new Wabtec (which will roughly double in size) will trade on a 2019 EV-to-adjusted EBITDA multiple of just 9, after the tax benefits and synergies start to kick in. A set of GE algorithms then crunches the information and flags potential problems to operators working at several mission-control-like centers located around the world. 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. 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. the transaction has no impact on the tax basis in GE shares'. Wabtec Corporation is a leading global provider of equipment, systems and value-added services for transit and freight rail. Upon completion of the merger, GE shareholders are expected to collectively own approximately 24.3% of the outstanding shares of Wabtec common stock, and current Wabtec shareholders are expected . Receives 9.9% of shares in new Wabtec and $2.9 billion in cash. Read GEs 2022 Proxy Statement, vote your shares and access the 2022 Annual Meeting. Normally a corporation will have documentation on their website with a basic formulas to calculate the subsequent tax basis. Upon the Merger, the obligations of GECC under its then outstanding debt obligations were assumed by GE (the "GE Debt Assumption"). Overview of General Electric Capital Corporation merger with and into GE. Wabtec Corporation. For GE shareholders who received shares of Wabtec stock as part of the Wabtec- GET Merger, the cost basis in the Wabtec stock received is $78.06 per share, which was the closing price per share on February 25, 2019. GE will designate for nomination three independent Board members. 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. 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 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. Youre reading a free article with opinions that may differ from The Motley Fools Premium Investing Services. General Electric Is Getting Ready to Fire On all Cylinders, Why General Electric Stock Aced an 8% Gain Thursday, U.S. Money Supply Is Doing Something It Hasn't Done in 90 Years, and It May Signal a Big Move for Stocks, Why I Refuse to Chase the Maximum Social Security Benefit, Social Security Cuts May Be Coming. Just as promised on its first-quarter earnings call,General Electric Company (GE 0.93%)has announced a deal to exit its transportation business as part of a wider plan to unload $20 billion worth of assets. GE Transportations innovations help customers deliver goods and services with greater speed and savings using advanced manufacturing techniques and connected machines. Some plans do require that investors own a minimum number of shares prior to participating in a plan. TRANSACTION DETAILS Wabtec expects to benefit from the cyclical tailwinds the industry saw in 2018, including volume growth of 38 million carloads and intermodal units. 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). 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. Tune in or catch up on GEs latest investor events and reports. To view documents for private transactions, please log into the password-protected Website, Issuers Determination and Communication of traded on an established securities market Status and Issue Price of Newly Issued Debt, Notice to Holders of certain medium-term notes issued by Subsidiaries of the General Electric Company. How can I sell my shares that are held in certificate form? Explore a timeline of GE technologies that have spurred transformation across the world. 30 Isabella Street Pittsburgh, PA 15212 - USA Phone: 412-825-1000 Fax: 412-825-1019. GE Transportation has received $3.6 billion in orders in the last two quarters. Moreover, under the modified structure Wabtec will issue 3.3 million fewer shares than . We connect capital to infrastructure and deliver innovative financial solutions that help make the world work better. Example: Mary Smith is preferred instead of M Smith. 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." Investor FAQs | Wabtec Corporation WAB ranks lowest in Sentiment; there it ranks in the 29th percentile. The date of record for the transaction is February 14th and GE shareholders as of that date will receive ~0.005403 shares of Wabtec for each GE common share owned. How should shares for transfer be mailed to Broadridge? Note that this is different from having your signature notarized. According to the earlier terms, General Electric's shareholders were to get 40.2% with 9.9% going to GE. Is Renewable Energy the Key to General Electric's Future? For the fiscal year ending December 31, 2017, Wabtec generated approximately How can I obtain a copy of my 1099?You may download and print a copy of a Broadridge issued 1099 by accessing your online account at investor.broadridge.com. GE Completes Spin-off Of GE Transportation Into Wabtec - Insider The 2019 EBITDA multiple range including synergies and tax benefits is approximately 9x, and the 2019 EBITDA multiple range excluding synergies and tax benefits is approximately 11.75x. Wabtec manufactures products for locomotives, freight cars and passenger transit vehicles, and builds new locomotives up to 6,000 horsepower (4 MW). The Company is committed to maintaining a strong investment grade credit rating profile and will use its strong cash flow to prioritize debt reduction. Multiply your number of GE shares on 2/25/19 by 0.005371. lucrative business of locomotive upgrades. All told, if GE can maintain its full-year 2018 cash flow guidance and FCF can improve markedly in 2019, then the Wabtec deal will turn out to have been a smart move. 412.825.1543, Matt Cribbins, GEmatthewg [dot] cribbins [at] ge [dot] com 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. $78.06, establishes the shareowners cost basis in Wabtec shares going forward. Equiniti Trust Company (EQ) transfer agent and registrar for GE. 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.. The combined company, which is expected to have revenues of more than $8 billion in 2019, has approximately 27,000 employees in 50 countries. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law. Specifically, GE Transportation will be first distributed to GE shareholders in a "tax-free spin- or split-off; then immediately merged with Wabtec," according to the deal presentation. GE Transportation Spinoff And Merger With Wabtec Set, GE Shareholders Wont See Much In Their Portfolios, set to close the restructured merger agreement for its transportation business, After Failed Sale, Arconic Plans Spinoff, But Not Quite Sure Of What It Will Spin Off. Stay up to date with the latest resources for the planned spin-offs. Wabtec pays a dividend 4 times a year. 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). This is 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. Wabtec Completes Successful Merger With GE Transportation Press Release (PDF). *Average returns of all recommendations since inception. A registered shareholder is the owner of record on the books of the corporation, generally kept by the transfer agent. Investors and security holders will be able to obtain free copies of these materials and other documents filed with the SEC by GE, Wabtec and/or SpinCo through the website maintained by the SEC at www.sec.gov. On December 2, 2015, as part of the GE Debt Assumption and as a result of the Merger, GE succeeded to GECC and assumed the obligations of GECC under all of GECC's outstanding indebtedness and other financial obligations, including: Commercial paper is short-term unsecured senior debt issued in the open market by both financial and nonfinancial companies with strong credit ratings. Readers are cautioned not to place undue reliance on any of these forward-looking statements. Contact information for general inquiries and feedback. Were deeply proud of GE employees around the world rising to the challenge. ", Broadridge Corporate Issuer Solutions P.O. What's more, the deal has been structured in a tax-efficient manner. Every U.S. state puts an obligation on shareholders to remain active or their shares will be considered lost. When does Wabtec pay dividends? To exchange your physical GE share certificates for a statement of holdings in book-entry form, please contact GE's transfer agent, Equiniti Trust Company, to begin the process. Transforming how industry solves its toughest challenges by bringing simplicity, speed and scale to digital transformation.
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