Read GEs 2022 Proxy Statement, vote your shares and access the 2022 Annual Meeting. In some cases additional documents will be required to complete the transfer. 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. 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. Pittsburgh, PA 15212 - USA Become a Motley Fool member today to get instant access to our top analyst recommendations, in-depth research, investing resources, and more. Answers to popular and relevant inquiries. 2023 Wabtec Corporation. Accomplished leaders building GEs legacy. Transfer agents are obligated to ensure that such stamps appear on the transfer documents and are entitled to refuse a transfer of shares if a signature is not guaranteed with a stamp. 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. Second, it's worth noting that Wabtec is merging with GE Transportation at a cyclical low point. 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. 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. Sell the fractional share by the per share selling price determined by Step 5. For important information about securities laws and forward-looking statements involving this transaction, please click here. Begin typing your search term above and press enter to search. 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. GE will receive a $2.9 billion up-front cash payment, and GE and its shareholders will receive a 50.1% ownership interest in the combined company. 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. The transaction is expected to be tax free to the companies' respective shareholders. Upon closing, Wabtec shareholders will own approximately 49.9%, and it is planned that GE shareholders will own approximately 40.2%, and GE will own 9.9% of the merged company on a fully diluted basis. 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. We're focused on driving ongoing safety, innovation, efficiency, reliability, and productivity. GE's innovation engine where ideas become reality to create a better world and deliver differentiated tech across the company's industrial portfolio. Learn about governance at GE, including the latest Proxy Statement and information about the GE Board of Directors. Wells Fargo Shareowner Services (Shareowner Services), a division of Wells Fargo Bank N.A., has served as the transfer agent & registrar for GE. Our technology, global network, and exceptional team is fueled by a missionbuilding a world that works. That means a shareholder with 10,000 GE shares will walk away with only 54 shares of WAB along with a little cash. Wabtec's management certainly thinks it got a great deal. Those shares were also convertible, meaning Buffett could choose to convert them to common shares. How Much Will Wabtec Stock Jump After February 25? - SeekingAlpha Every state has this law, often referred to as Unclaimed Property. 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. Furthermore, the deal structure should accrue a net tax benefit of $1.1 billion to Wabtec. 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. 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. The bearish case for GE stock, for the most part, focuses on the deterioration in free cash flow (FCF) and the ongoing problems in the power segment. Thank you. For example, GE Transportation is expected to deliver around 300 locomotives in 2018; that compares with an average of around 670 over the last decade. GE Transportations innovations help customers deliver goods and services with greater speed and savings using advanced manufacturing techniques and connected machines. Rafael Santana, who served as president and CEO of GE Transportation and is now president and CEO of Wabtecs Freight segment, said: Our shared focus on innovation, collaboration and continuous improvement will enable us to unlock new value for our shareholders, customers, employees and the industry. Hi All, I don't have a quicken account but was reading the comments looking for direction also myself. Due to low participation, GE ended the Stock Redemption program on November 10, 2016 for GE Stock Direct Investors. Buy the number of shares of WABTEC per step 1 at a per share price of $73.96. At Wabtec, we help our customers overcome their toughest challenges by delivering rail and industrial solutions that improve safety, efficiency and productivity. Wabtec pays a dividend 4 times a year. GE pays a dividend of $0.32 per share. GE to complete spin off of transportation unit on February 25 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. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Overview of General Electric Capital Corporation merger with and into GE. GENERAL ELECTRICs dividend is lower than the US industry average of 1.84%, and it is lower than the US market average of 3.4%. By embracing diverse teams and perspectives, we are better equipped to build a world that works. 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. Explore the latest stories, news, downloads, and press tools. 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. Cost basis and return based on previous market day close. lucrative business of locomotive upgrades. Goldman, Sachs & Co., LLC and Jones Day are acting as financial advisors and legal counsel, respectively, to Wabtec in the transaction. 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. Original Shares. The companys culture and experienced global workforce will leverage the common values of innovation, collaboration, inclusiveness, and Lean and continuous improvement, to help solve its customers toughest challenges. Example: Mary Smith is preferred instead of M Smith. Wabtec and its affiliates do not provide tax, legal or accounting advice. Some plans do require that investors own a minimum number of shares prior to participating in a plan. 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? GE Transportation is positioned for a substantial rebound, with estimated adjusted EBITDA growing from about $750 million in 2018 to between $900 million and $1 billion in 2019. Stated another way, for each approximately 186 shares of GE common stock held, a GE shareholder will receive one share of Wabtec common stock. Westinghouse Air Brake Technologies has received a consensus rating of Buy. Although this figure is lower than the 5% many analysts assume for mergers, there are a couple of things to consider that suggest Wabtec is onto a good thing. Normally a corporation will have documentation on their website with a basic formulas to calculate the subsequent tax basis. . There was no explanation as to why this was done. 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. WAB scores best on the Quality dimension, with a Quality rank ahead of 85.16% of US stocks. We are seeing growth in rail traffic and recent promising orders for new and modernized locomotives from North American Class I, Shortlines and international railroads, and are confident in the compelling long-term opportunities and synergies before us.. The transaction is expected to close in early 2019, subject to customary closing conditions, approval by Wabtec shareholders, and regulatory approvals. You can also access the link by going to www.wabtec.com and clicking on the Webcasts tab in the Investor section. GE encourages investors to visit these websites from time to time, as information is updated and new information is posted. How do I know which date 2/25 or 2/26 and if to use the Close or High & Low divided by 2? 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 . GE has decided to merge GE Transportation with Wabtec. Wabtec is a global provider of equipment and systems services for transit and freight rail. Please refer to page two of the Legal Transfer Form for additional document requirements based on your stock transferring situation. Get stock recommendations, portfolio guidance, and more from The Motley Fool's premium services. GE has the right to increase the portion of the merged company owned by GE shareholders (subject to a corresponding reduction in GE's ownership). Let's start by breaking out who will own what after the merger. It is based in Wilmerding, Pennsylvania. Will wait to see if it stays that way or if it changes again. I still have not spoken to Schwab nor my Investment Advisor however I see that Schwab has changed the cost basis to $78.06 for buying Wabtec shares which is the Close on 2/25/19 (instead of the average of the high & Low for that day). $1.1 billion of net tax benefit will accrue to the combined company. In other words, in future years, earnings should rebound strongly -- and, all things being equal, the EV/EBITDA multiple will decline. 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. Hope this helps. GE's Latest Move Just Made Its Stock More Appealing 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. What do GE shareholders get for Wabtec? - Rattleinnaustin.com If investors fail to communicate regularly with GE, their state of residence can take their shares and, in many cases, sell them. I am certainly no expert in how index membership decisions are made, but its worth watching. 617.443.3400, Deia Campanelli, GEdeia [dot] campanelli [at] ge [dot] com Following the completion of the transaction, Stphane Rambaud-Measson will become president and CEO of Wabtecs Transit Segment; and Rafael Santana, president and CEO of GE Transportation, will become president and CEO of Wabtecs Freight Segment. However, it will do little to appease dyed-in-the-wool bears worried about the sustainability of the company's dividend and restructuring prospects. 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. 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. This website no longer supports the Internet Explorer web browser. Broadridge will send you the documents necessary to obtain replacement certificates along with instructions to complete them. In some cases additional documents will be required to complete the transfer. This combination will create a compelling offering to meet the industry's rapidly growing demand for rail performance, with the potential to unlock billions in annual savings across freight rail for customers and operators. Create a leading equipment, aftermarket services, and digital solutions provider across the transportation ecosystem: From factory to final destination and every point in-between the combined company will have the capabilities to accelerate lifecycle solutions for the transportation industry and unlock significant productivity for customers by improving interoperability, efficiency, and competitiveness. Your broker will ask for some basic information about your account, including: Your account number (obtain from your statement or online account), The number of shares you wish to transfer, Whether you hold your shares in DRS (book-entry) or certificate form. Wabtec Corporation is a leading global provider of equipment, systems and value-added services for transit and freight rail. We recommend that all certificates be sent by registered mail, return receipt requested. GE shares rose 2.8 percent to $15.39. What do GE shareholders get for Wabtec? Please refer to the tax disclosure included in the General Electric Company Series D preferred stock prospectus for additional information. 412.825.1543, Matt Cribbins, GEmatthewg [dot] cribbins [at] ge [dot] com Wabtec has also been notified that it will now be included in the S&P 500 Index. Access important shareholder information. Dividend Reinvest Plans (DRIP) and Direct Stock Purchase Plans (DSPP) are plans provided on behalf of corporations to simplify investment activity. Strong free cash flow to enable rapid debt reduction, maintain Wabtecs quarterly dividend and preserve investment grade credit rating. We use cookies to ensure that we give you the best experience on our website. Strategic Combination Will Drive Shareholder Value Creation by Accelerating Innovation in Transportation and Logistics. Management has already told investors to expect earnings and, by implication, cash flow to be at the lower end of 2018 guidance -- its most recent guidance implies a $500 million cut in power segment profit, which will be hard to make up elsewhere. The ex-dividend date is December 20, 2021. basis of Wabtec shares going forward. All Rights Reserved. Fax: 412-825-1019. ", Broadridge Corporate Issuer Solutions P.O. Note that sales are subject to a fee of $10 per transaction plus $0.15 per share sold. The signature(s) must be guaranteed by a financial institution participating in an officially recognized Medallion Signature Guarantee Program (see below). Mail your certificates to Broadridge at the address below with a completed Legal Transfer Form which can be downloaded at the right: The Legal Transfer Form must be appropriately signed by all registered holders, exactly as the name(s) appear on the face of the certificate(s) or must be accompanied by a stock power bearing the appropriate signature(s). Multiply the number of WABTEC shares received by $73.96. This enhanced capability is expected to drive significant productivity for customers by delivering improved cycle time, lower production costs and better asset performance. Voices is a network for GEs US supporters interested in the companys impact in their communities and in issues that impact the company. 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. Wabtec has obtained full commitments for a $2.9 billion bridge facility and expects to put in place permanent debt financing prior to closing. This fee structure was not changed as part of the switch to, Avoid Losing Your Shares to the State as Unclaimed Property. By embracing diverse teams and perspectives, we are better equipped to build a world that works. Divide the Cash in Lieu by the fractional number of shares received as determined in step 1. Based on Wabtecs stock price on April 19, 2018, the last unaffected trading day prior to media speculation regarding a potential transaction, the value of the transaction is approximately $11.1 billion. Please use another web browser to access this website. CONFERENCE CALL INFORMATION Your corporation you own stock in may also support a stock sale plan. GE Transportation 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. GE will designate for nomination three independent Board members. We connect capital to infrastructure and deliver innovative financial solutions that help make the world work better. 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. As a result, the merger is no longer structured as a Reverse Morris Trust and instead will be taxable to GE shareholders. Include any additional instructions indicating how you wish the shares to be transferred. Why Shares in General Electric Crushed the Market in March, Why Shares in General Electric Beat the Market Today. For the fiscal year ending December 31, 2017, Wabtec generated approximately Wabtec is a leading supplier of critical components, locomotives, services, signaling and logistics systems and services to the global rail industry. Transforming how industry solves its toughest challenges by bringing simplicity, speed and scale to digital transformation. Wabtec has approximately 27,000 employees in facilities throughout the world. The companys average rating score is 2.71, and is based on 5 buy ratings, 2 hold ratings, and no sell ratings. I'm trying to record the spin-off of Wabtec from GE (using the corporate spin-off transaction) but I continue to get errors. A custodial registration for a minor is a common form of this registration type. Any forward-looking statements speak only as of the date of this communication. GE Transportation has a backlog of roughly $18 billion, including approximately 1,800 new locomotives and roughly 1,000 locomotive modernized units.
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