Brief Deal Notes: United Technologies Corp. Announces Plan to Acquire Raytheon Co. in All-Stock Deal (June 10, 2019)

The Parties

  • United Technologies Corporation (“UTC”) has recently announced its plan to merger with The Raytheon Company (“Raytheon”) in an all-stock deal that will result in a valuation of $100 billion dollars for the post-merger entity.

Key Deal Notes

  • Company Name: The successor corporation will be named Raytheon Technologies Corporation (“RTC”) and will become the second largest aerospace & defense manufacturer in the country.
  • Ownership: UTC’s shareholders will retain 57% of the shares outstanding in RTC. Raytheon’s shareholders will own the remaining 47% of the shares outstanding in RTC when the deal closes.
  • Corporate Governance: UTC will have the authority to appoint the majority of the members on the Board of Directors (8 of 15).
  • Share Issuance: Raytheon shareholders will receive 2.33 shares in RTC for each share that they currently own.
  • Capital Structure and Financial Leverage: RTC will carry approximately $26 billion in debt, with $24 billion attributed to UTC.
  • Anticipated Closing: Early 2020.

Source: United Technologies Strikes Deal to Merge With Raytheon (The Wall Street Journal)

 

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