United Technologies is to acquire Rockwell Collins for $140.00 per share in cash and UTC stock — about $30 billion — the companies have announced.
The deal is subject to a number of conditions, including approval by Rockwell Collins shareholders, customary conditions and regulatory approvals.
“This acquisition adds tremendous capabilities to our aerospace businesses and strengthens our complementary offerings of technologically advanced aerospace systems,” UTC Chairman and Chief Executive Officer Greg Hayes said in a statement. “Together, Rockwell Collins and UTC Aerospace Systems will enhance customer value in a rapidly evolving aerospace industry by making aircraft more intelligent and more connected.”
“The integrated companies’ expertise in developing electrical, mechanical and software solutions will allow us to deliver more innovative products and services and provide greater value to our customers and shareowners.”
Rockwell Collins is a leader in aviation and high-integrity solutions for commercial and military customers. On a 2017 pro forma basis, its estimated sales are greater than $8 billion.
“We are extremely pleased to announce this compelling transaction with UTC which is a testament to the value we have created for Rockwell Collins’ employees, customers and shareowners,” Kelly Ortberg, chairman, president and chief executive officer of Rockwell Collins, said in a statement. “The combination will enable us to compete more effectively for future business through continued investments in innovation, world-class integrated product offerings and the ability to retain the top talent in the industry.”
Under the agreement, Rockwell Collins shareholders will get $93.33 per share in cash and $46.67 in shares of UTC common stock, subject to a 7.5 percent collar centered on UTC’s August 22, 2017 closing share price of $115.69.
UTC said it expects to fund the cash portion of the transaction through debt issuances and cash on hand.
The transaction is projected to close by the third quarter of 2018.
“The purchase price implies a total equity value of $23 billion and a total transaction value of $30 billion, including Rockwell Collins’ net debt,” UTC said.
UTC Aerospace Systems and Rockwell Collins will be integrated after the sale to create a new business, Collins Aerospace Systems.