In some cases additional documents will be required to complete the transfer. Explore a timeline of GE technologies that have spurred transformation across the world. Wabtec Corporation is a leading global provider of equipment, systems and value-added services for transit and freight rail. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Stay up to date with the latest resources for the planned spin-offs. Begin typing your search term above and press enter to search. Current Value % Return 33.32%. Voices is a network for GEs US supporters interested in the companys impact in their communities and in issues that impact the company. 773.297.0482, Wabtec Investor Contacts Summary. To best address the business needs of our rail customers, we offer a variety of products and services through our Freight and Transit segments. 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. 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. 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. Please use another web browser to access this website. Receives 9.9% of shares in new Wabtec and $2.9 billion in cash. With this transaction, GE sold a portion of GE Transportation assets to Wabtec, spun off a portion of GE Transportation to GE shareholders and then GE Transportation merged with a wholly owned subsidiary of Wabtec. This feels a bit disappointing as I have some doubts on the operating execution. Those shares were also convertible, meaning Buffett could choose to convert them to common shares. Creating the energy technologies of the future and improving the power networks that we depend on today. These instructions should provide the name, address and social security number for each transferee and should indicate the number of shares to be transferred. 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. 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 acquisition by Wabtec of GE Transportation (the transaction) and statements regarding Wabtecs expectations about future sales and earnings. Tune in or catch up on GEs latest investor events and reports. An audio webcast of the investor call can be accessed at https://engage.vevent.com/rt/kekstandcompanyao~1688628. As per the terms of the transaction, GE distributed all 8.7 billion shares of common stock of Transportation Systems Holdings Inc. with respect to the shares of GE common stock outstanding as of the close of business on February 14, 2019 by means of a pro rata distribution, to complete the merger. 412.825.1543, Transportation solutions that revolutionize the way the world moves. 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. Wabtec will host a call with analysts and investors at 8:30 a.m., ET today to discuss its 2018 results and 2019 guidance, and the merger. Disclosure: Author holds no position in any stock mentioned. 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. The foregoing list of important factors is not exclusive. At GE, we rise to the challenge of building a world that works. The GEs website under the investors tab doesnt have any mention of spinoff of the transportation business to WAB. Return calculations do not include reinvested cash dividends. A replay will also be available at the same link after the event. Offering a suite of products to help unlock the full potential of additive manufacturing. 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.. Cost basis and return based on previous market day close. Lee Samaha has no position in any of the stocks mentioned. 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. Access the latest press releases, media contacts, and press tools. 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. 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. Investors and security holders can also contact Wabtec at Wabtec Corporation, 1001 Air Brake Avenue, Wilmerding, PA 15148 or by calling 412-825-1543. 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. 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. 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. We recommend that all certificates be sent by registered mail, return receipt requested. 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. 2023 Wabtec Corporation. The dividend is payable January 25, 2022 to shareholders of record at the close of business on December 21, 2021. 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. 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. 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). 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. 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. If you own stock through a broker, sign up at Broadridge. To make the world smarter, happier, and richer. Note that sales are subject to a fee of $10 per transaction plus $0.15 per share sold. Pittsburgh, PA 15212 - USA What is the tax basis for the WAB shares received by GE holders? Fax: 412-825-1019. Access important shareholder information. Certificates will not be issued for shares held in a plan. 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. You may obtain a surety bond from our independent insurance provider, The Chubb Corporation. 617.443.3400, Deia Campanelli, GEdeia [dot] campanelli [at] ge [dot] com 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. 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. Fortunately for Buffett, he did not buy common shares of GE stock. Please use another web browser to access this website. However Schwab has used Feb 25, 2019 of $76.96 (actually $76.955) calculated with the High of $80.46 + Low of $73.45 = $153.91 and divide by 2 which = $76.955 I have not spoken yet to Schwab nor to my Investment advisor. GE's innovation engine where ideas become reality to create a better world and deliver differentiated tech across the company's industrial portfolio. Several types of Joint Registration exist including Joint Tenants with right of survivorship, Tenants by the Entirety and Tenants in common. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. The company merged with GE Transportation on February 25, 2019. Signature Guarantee Programs have been developed and eligible financial institutions which subscribe to such programs are issued "Medallion Guarantee Stamps". Box 64854 Youre reading a free article with opinions that may differ from The Motley Fools Premium Investing Services. Hi All, I don't have a quicken account but was reading the comments looking for direction also myself. 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.. Normally a corporation will have documentation on their website with a basic formulas to calculate the subsequent tax basis. Invest better with The Motley Fool. Explore GEs recent and historic SEC filings. Original Shares. GE Transportation Payment months are February, May, August, November. It is suggested that the shipment be insured for 2% of the current value of the shares. Every U.S. state puts an obligation on shareholders to remain active or their shares will be considered lost. 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 to collectively own approximately 50.8%. 773.297.0482, Rich Stimel, Wabtecrstimel [at] wabtec [dot] com The combined company has a multi-year backlog of more than $23 billion. Wabtec is focused on performance that drives progress, creating transportation solutions that move and improve the world. Visit the companys new website at: www.WabtecCorp.com. Raymond T. Betler, Wabtecs president and CEO, said: We are very excited to complete the merger of our two companies. Any forward-looking statements speak only as of the date of this communication. Let's start by breaking out who will own what after the merger. Must they be reminded that we are retirees of a manufacturing company so most of us do not have the computer skills to educate ourselves further on this matter via the internet. That's the number of WABTEC shares you received. Founded in 1993 by brothers Tom and David Gardner, The Motley Fool helps millions of people attain financial freedom through our website, podcasts, books, newspaper column, radio show, and premium investing services. Notification via fax to: (215) 553-5402; attention Lost Securities Dept. The foregoing list of important factors is not exclusive. You can also access the link by going to www.wabtec.com and clicking on the Webcasts tab in the Investor section. The deal was agreed upon in May 2018. This fee structure was not changed as part of the switch to, Avoid Losing Your Shares to the State as Unclaimed Property. An analyst with a more pessimistic approach would worry about continued deterioration in the power segment and therefore see the cash from Wabtec as small potatoes compared to what GE could need to realize its restructuring plans while maintaining its current dividend. In the transaction, GE received about $2.9 billion in cash as well as shares of Wabtec common stock and Wabtec non-voting convertible preferred stock that, together, represent an approximately 24.9% ownership interest in Wabtec. To sell shares that are held in a plan, please refer to the FAQ section on "Stock and Dividend Plans. 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. Explore a career with us. 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. 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. Wabtec has approximately 27,000 employees in facilities throughout the world. How should shares for transfer be mailed to Broadridge? 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 . 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. Plus500. 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? ", Broadridge Corporate Issuer Solutions P.O. Wabtec reported a strong Q1, also forecasting robust growth for the year with record backlog. This website no longer supports the Internet Explorer web browser. 2023-03 GE SCF Investor Report (PDF, 180 KB), 2022-12 GE SCF Investor Report (PDF, 70 KB), 2022-09 GE SCF Investor Report (PDF, 71 KB), 2022-06 GE SCF Investor Report (PDF, 182KB), 2022-03 GE SCF Investor Report (PDF, 182KB), 2021-12 GE SCF Investor Report (PDF, 182KB), 2021-09 GE SCF Investor Report (PDF, 181KB), 2021-06 GE SCF Investor Report (PDF, 71KB), 2021-03 GE SCF Investor Report (PDF, 79KB), 2020-12 GE SCF Investor Report (PDF, 64KB), 2020-09 GE SCF Investor Report (PDF, 72KB), 2020-06 GE SCF Investor Report (PDF, 72KB), 2020-03 GE SCF Investor Report (PDF, 79KB), 2019-12 GE SCF Investor Report (PDF, 380KB), 2019-09 GE SCF Investor Report (PDF, 383KB), 2019-06 GE SCF Investor Report (PDF, 369KB), 2019-03 GE SCF Investor Report (PDF, 353KB), 2018-12 GE SCF Investor Report (PDF, 59KB), 2018-09 GE SCF Investor Report (PDF, 88KB), 2018-06 GE SCF Investor Report (PDF, 88KB), 2018-03 GE SCF Investor Report (PDF, 88KB), 2017-12 GE SCF Investor Report (PDF, 87KB), 2017-09 GE SCF Investor Report (PDF, 35KB), 2017-06 GE SCF Investor Report (PDF, 160KB), 2017-03 GE SCF Investor Report (PDF, 160KB), 2016-12 GE SCF Investor Report (PDF, 160KB), 2016-09 GE SCF Investor Report (PDF, 155KB), 2016-06 GE SCF Investor Report (PDF, 160KB), 2016-03 GE SCF Investor Report (PDF, 160KB), 2015-12 GE SCF Investor Report (PDF, 159KB), 2015-09 GE SCF Investor Report (PDF, 159KB), 2015-06 GE SCF Investor Report (PDF, 175KB), 2015-03 GE SCF Investor Report (PDF, 154KB), 2014-12 GE SCF Investor Report (PDF, 158KB), 2014-09 GE SCF Investor Report (PDF, 159KB), 2014-06 GE SCF Investor Report (PDF, 161KB), 2012-12 GE SCF Investor Report (PDF, 155.0KB), 2012-09 GE SCF Investor Report (PDF, 155.0KB), 2012-06 GE SCF Investor Report (PDF, 155.0KB), 2012-03 GE SCF Investor Report (PDF, 156.0KB), 2011-12 GE SCF Investor Report (PDF, 154KB), 2011-09 GE SCF Investor Report (PDF, 156.0KB), 2011-06 GE SCF Investor Report (PDF, 157.0KB), 2011-03 GE SCF Investor Report (PDF, 100.0KB), 2010-12 GE SCF Investor Report (PDF, 101.0KB), 2010-09 GE SCF Investor Report (PDF, 100.0KB), 2010-06 GE SCF Investor Report (PDF, 101.0KB), 2010-03 GE SCF Investor Report (PDF, 101.0KB), 2009-12 GE SCF Investor Report (PDF, 101.0KB), 2009-09 GE SCF Investor Report (PDF, 98.8KB), CAUTION CONCERNING FORWARD LOOKING STATEMENTS. Read GEs 2022 Proxy Statement, vote your shares and access the 2022 Annual Meeting. Specifically, GE modified the terms of its merger agreement with Wabtec Corporation ( WAB -0.23%) in order to raise more cash for the company, but it also reduced the amount of Wabtec GE. When will I have to pay taxes on the stocks. As you can see below, existing shareholders will be rewarded with stock, as well as future cash flow and dividends from the new Wabtec. That means a shareholder with 10,000 GE shares will walk away with only 54 shares of WAB along with a little cash. The S-4 SEC filing amended sometime like 1/25/19 seems to support that taxable change. 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). Deia Campanellideia [dot] campanelli [at] wabtec [dot] comclass="spamspan" 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. You will find the information under the "Dividend Payment Options" section of the website. Contact information for general inquiries and feedback. Socials. Registered shareholders receive dividends, proxies and other communications directly from the corporation via the transfer agent or the corporation directly. We were advised to turn to websites for further information. What are the more common types of security registrations? In a sense, GE is covering its 2018 dividend by borrowing money and relying on asset sales. The costs associated with DSPPs may be higher or lower than the costs of using a broker. Furthermore, the deal structure should accrue a net tax benefit of $1.1 billion to Wabtec. Together with our customers, were proving that no one is ever limited to only affordable, reliable, or sustainable energy. What are analysts forecasts for Wabtec stock? General Electric Co. changed the structure of the planned spinoff of its transportation division by taking a larger stake in the new company rather than giving it to shareholders. Press ESC to cancel. If you keep your stock with your broker in a broker account, you are a "street name" holder and are not directly registered on the company's records as maintained by the transfer agent. $3.9 billion in revenue and $504 million in adjusted EBIT (approximately 13% margin). The letter of instruction must be accompanied by a Legal Transfer Form bearing the appropriate signature(s). That's your selling price. Include any additional instructions indicating how you wish the shares to be transferred. Multiply the number of WABTEC shares received by $73.96. Dividend Reinvest Plans (DRIP) and Direct Stock Purchase Plans (DSPP) are plans provided on behalf of corporations to simplify investment activity. 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. Learn how were delivering on our priorities. 2023 Broadridge Financial Solutions, Inc. According to the earlier terms, General Electric's shareholders were to get 40.2% with 9.9% going to GE. DSPP Some companies offer DSPPs, so please visit your online account to determine if a plan is available to you. Hope this helps. What are the 12 general lab safety rules. 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. Some plans do require that investors own a minimum number of shares prior to participating in a plan. Learn more about our culture, businesses, and life at GE. A culture of integrity, compliance, safety, and respect for human rights, while reducing our environmental footprint. GE shareholders own about 24.3 percent of Wabtec on a fully diluted basis. If the transaction is effected via an exchange offer, GE will also file with the SEC a Schedule TO with respect thereto. Tune in or catch up on GEs latest investor events and reports. However, GE is pre-funding its pension plan to the tune of $6 billion in 2018 by borrowing the same amount. I am totally confused. Ithas also expanded heavily into software and thelucrative business of locomotive upgrades. Together with our customers, were proving that no one is ever limited to only affordable, reliable, or sustainable energy. Wabtec is a global provider of equipment and systems services for transit and freight rail. Make the selection by filling out the form on your account statement and returning it to Broadridge. Please indicate if the registered stockholder is deceased so the appropriate documents may be forwarded to you. Capitalize on digital/electronic technologies to develop autonomous capabilities:Bringing together GE Transportations digital solutions with Wabtecs electronic systems is expected to drive the advancement and implementation of technology solutions to improve safety, efficiency and productivity for the transportation industry. Answers to popular and relevant inquiries. I am certainly no expert in how index membership decisions are made, but its worth watching. GE Transportation revenues and EBIT are expected to grow at double digit CAGRs from 2017A to 2019E as the cycle rebounds from trough levels. Westinghouse Air Brake Technologies has received a consensus rating of Buy. 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. 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.. A culture of integrity, compliance, safety, and respect for human rights, while reducing our environmental footprint. 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. Wabtec will now have 50.8%, up 0.9%. Confirm that Broadridge is the transfer agent - our namewill usually appear on your account statement. 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. According to the current price, Wabtec is 90.56% away from the 52-week high. Commercializing GEs technology and IP to accelerate growth and achieve market differentiation. 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.. As a result, the merger is no longer structured as a Reverse Morris Trust and instead will be taxable to GE shareholders.
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