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Fiat Chrysler Signs EV Charge Point Deals with Enel, Engie

FILE PHOTO: A Fiat Chrysler Automobiles (FCA) sign is seen at its U.S. headquarters in Auburn Hills, Michigan

MILAN (Reuters) – Carmaker Fiat Chrysler (FCA) has signed an agreement with European utilities Enel and Engie to help offer its customers charging points for electric vehicles (EV) it is planning to roll out.

FCA, which is lagging rivals in developing electrified vehicles, said last June it would invest 9 billion euros ($10 billion) over the next five years to introduce hybrid and electric cars across all regions.

Last month, the Italian-American carmaker proposed a merger with French rival Renault in part to share the costs of developing a new series of electric cars. Merger talks collapsed earlier this month.

In a statement, FCA said the main aim of its partnerships with Enel and Engie was to be able to offer private and public charging stations to support the sales of its soon-to-be-launched fully electric Fiat 500 BEV and plug-in hybrid Jeep Renegade PHEV.

“We are assembling an eco-system of partners, products and services across multiple markets to meet and exceed the rapidly evolving expectations of our customers for electrified vehicles,” FCA Chief Executive Mike Manley said.

The deal also includes developing services such as apps to allow clients to locate public charging points.

Enel, through its Enel X unit, will work with FCA in Italy, Spain and Portugal, while Engie will work with the carmaker in 14 other European markets.

(Reporting by Stephen Jewkes; Editing by Mark Potter)

BRX Holdings to buy Pioneer Railcorp for $18.81 Per Share

PEORIA, Ill., May 17, 2019 /PRNewswire/ — Pioneer Railcorp (OTC: PRRR, “Pioneer”), a railroad holding company that owns short-line railroads and several other railroad-related businesses including a railroad equipment company and a contract switching services company, and BRX Transportation Holdings, LLC (“BRX”), an entity formed by Brookhaven Rail Partners (“Brookhaven”) and Related Infrastructure (“Related”), announced entry into a definitive merger agreement under which BRX will acquire Pioneer for $18.81 per share in cash. The agreement, which has been unanimously approved by Pioneer’s independent directors, represents a premium of approximately 100.7% over Pioneer’s closing stock price on May 16, 2019, the last trading day prior to the announcement of the transaction.

“We look forward to this next chapter in Pioneer’s journey and anticipate it will have a bright future under new ownership,” said Mike Carr, President and Chief Executive Officer of Pioneer.

“We are excited to partner with Related Infrastructure and to have worked with Pioneer’s management and board on a transaction that brings great value to its shareholders, its customers, and the communities it serves. Pioneer fits perfectly with Brookhaven’s philosophy of identifying opportunities where our hands-on management expertise, proprietary value creation strategies, and deep industry relationships provide us with a competitive advantage and the ability to create value,” said Alex Yeros, Principal of Brookhaven.

Related Infrastructure, a subsidiary of Related Fund Management which has raised over $5 billion of capital across a variety of different investment vehicles and strategies, invests in companies that develop, operate and service transportation infrastructure throughout the United States. Andrew Right, Managing Partner of Related Infrastructure said, “We are pleased to partner with Brookhaven to build a rail-based infrastructure platform. We appreciate the work Mike Carr and his team have done to create the Pioneer portfolio of rail businesses. We look forward to working with Alex and the entire team at Brookhaven, an industry leading team with over 25 years of experience building businesses in the short-line rail industry to further drive expansion of the platform.”

Under the terms of the merger agreement, BRX will acquire through merger all of the outstanding shares of Pioneer’s Class A common stock. Shareholders other than Pioneer’s subsidiary, Heartland Rail Investments LLC, will receive $18.81 per share in cash and the Heartland shares will be canceled without consideration.

In connection with the execution of the merger agreement, certain stockholders of Pioneer, together holding a significant portion of the outstanding shares of common stock of Pioneer, have agreed to vote their shares in favor of the transaction under a voting and support agreement.

The consummation of the merger is subject to various closing conditions, including approval by Pioneer’s shareholders, Surface Transportation Board approval, and operating performance by Pioneer within a specified working capital floor and debt ceiling. The merger is not subject to a financing condition. Subject to satisfaction of the closing conditions, the transaction is expected to close in the third quarter of 2019.

Arnold & Porter is acting as legal advisor to BRX in this transaction. BMO Capital Markets is serving as exclusive financial advisor to Pioneer in connection with this transaction and Briggs and Morgan, P.A. is acting as Pioneer’s legal advisor.

About Pioneer
Pioneer Railcorp is the parent company of 17 short-line common carrier railroad operations, an equipment leasing company, two service companies and a contract services switching company. Pioneer and its subsidiaries operate in the following states: Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Michigan, Mississippi, Ohio, Pennsylvania and Tennessee. For more information on Pioneer, please visit: http://www.Pioneer-Railcorp.com

About Brookhaven
Brookhaven Rail Partners is an affiliate of Denver-based Brookhaven Capital Partners, a privately held, real estate and infrastructure investment and management firm. Brookhaven and its principals have a 25-year track record of investing in, operating and developing critical transportation assets that support industry, and promote new economic development, community investment, and job creation. For more information on Brookhaven, please visit: http://www.BrookhavenPartners.com

Elbit Systems to Acquire Harris Night Vision Business

HAIFA, Israel, April 5, 2019 /PRNewswire/ — Elbit Systems Ltd. (ESLT) (ESLT) (“Elbit Systems”) announced today that its U.S. subsidiary, Elbit Systems of America, LLC (“Elbit Systems of America”), has signed a definitive agreement with Harris Corporation (HRS) (“Harris”) for the acquisition of Harris’ Night Vision business (“Harris Night Vision”) for a purchase price of $350 million.   

The transaction is conditioned on completion of Harris’ proposed merger with L3 Technologies, Inc. (LLL), as well as customary closing conditions, including receipt of regulatory approvals.

Headquartered in Roanoke, Virginia, Harris Night Vision is a premier developer, producer and supplier of night vision technology for the U.S. and allied military and security forces and for the federal homeland security market.

Bezhalel (Butzi) Machlis, Elbit Systems President & CEO, commented: “The market position and technological strength of Harris Night Vision make this acquisition significant to our long-term growth strategy, with a particular focus on the U.S. Elbit Systems of America has a proven track record of providing high performance solutions and support services to the U.S. defense and homeland security markets. We believe that the completion of this acquisition will be beneficial both for Elbit Systems and for Harris Night Vision’s employees and customers.”  

About Harris Corporation

Harris Corporation is a leading technology innovator, solving customers’ toughest mission-critical challenges by providing solutions that connect, inform and protect. Harris supports government and commercial customers in more than 100 countries and has approximately $6 billion in annual revenue. The company is organized into three business segments: Communication Systems, Electronic Systems and Space and Intelligence Systems. Learn more at harris.com.

About Elbit Systems

Elbit Systems Ltd. is an international high technology company engaged in a wide range of defense, homeland security and commercial programs throughout the world. The Company, which includes Elbit Systems and its subsidiaries, operates in the areas of aerospace, land, and naval systems, command, control, communications, computers, intelligence surveillance and reconnaissance (“C4ISR”), unmanned aircraft systems, advanced electro-optics, electro-optic space systems, EW suites, signal intelligence systems, data links and communications systems, radios and cyber-based systems and munitions. The Company also focuses on the upgrading of existing platforms, developing new technologies for defense, homeland security and commercial applications and providing a range of support services, including training and simulation systems.

Harris & L3 To Merge, Become 6th Largest US Defence Contractor

By Jarrett Renshaw and Harry Brumpton

(Reuters) – Military communication equipment providers Harris Corp (HRS.N) and L3 Technologies Inc (LLL.N) announced on Sunday an all-stock merger that will create the United States’ sixth-largest defence contractor with a market value of $34 billion.

Increased defence spending under U.S. President Donald Trump and the Republican-led Congress is driving contractors to pursue mergers so they have more scale to bid on bigger projects, spanning everything from upgrading computer systems to space exploration.

In August, Trump signed a defence policy bill that authorized $639 billion in military spending such as buying weapons, ships, aircraft and paying troops.

“We are in an environment where the economy is pretty strong, we know defence spending is coming up, the 2019 (federal) budget is up 3 percent over 2018, 2018 was up 9 to 10 percent over the prior year,” Harris Chief Executive William Brown said in an interview.

“I think there is an increasing need for more investment, more end-to-end solutions,” Brown added.

The transaction values L3 at $15.7 billion, slightly above its market capitalisation at the end of trading on Friday of $15.3 billion. Harris has a market capitalisation of $18.2 billion.

L3 shareholders will receive 1.3 shares of Harris common stock for each of their shares. As a result, Harris shareholders will own about 54 percent of the combined company, with the remainder owned by L3 shareholders.

The combined company, L3 Harris Technologies Inc, will have about 48,000 employees and customers in over 100 countries, the companies said. The merger is expected to close in midyear 2019, they added.

The new company’s board of directors will have 12 members, consisting of six directors from each company. Brown will serve as chairman and chief executive officer, and L3 CEO Christopher Kubasik will serve as vice chairman, president and chief operating officer for the first two years following the closing of the deal, the companies said.

In the third year, Brown will transition to executive chairman and Kubasik will become CEO. After that year, Kubasik will be both chairman and CEO.

“The aerospace and defence industry is continuing to see a lot of change over the last year or so, and many people have believed for a long time this combination made sense and we have worked hard to make that happen,” Kubasik said in an interview.

A string of deals have taken place in the sector. In June, U.S. defence contractor Northrop Grumman Corp (NOC.N) acquired Orbital ATK Inc for about $7.8 billion, giving it greater access to lucrative government contracts and expanding its arsenal of missile defence systems and space rockets.

In April, weapons maker General Dynamics Corp (GD.N) bought CSRA Inc for $9.7 billion to expand its government services business, after CACI International Inc (CACI.N) withdrew its offer for CSRA following a bidding war.

Morgan Stanley (MS.N) is acting as financial adviser to Harris and Sullivan & Cromwell LLP is serving as principal legal counsel, with Paul, Weiss, Rifkind, Wharton & Garrison LLP acting as special counsel to the board of directors. Goldman Sachs Group Inc (GS.N) is acting as financial adviser to L3 and Simpson Thacher & Bartlett LLP is serving as legal counsel.

(The story adds expected closing date in paragraph 8, detail about new company’s leadership in paragraph 10)

(Reporting by Jarrett Renshaw and Harry Brumpton in New York; Additional reporting by Chris Sanders in Washington; Editing by Sandra Maler and Peter Cooney)

Boeing, Brazil’s Embraer close to tie-up

FILE PHOTO: The logo of Brazilian planemaker Embraer SA at the company's headquarters in Sao Jose dos Campos
FILE PHOTO: The logo of Brazilian planemaker Embraer SA is seen at the company’s headquarters in Sao Jose dos Campos, Brazil, February 28, 2018. REUTERS/Roosevelt Cassio/File Photo

SAO PAULO (Reuters) – Talks aimed at a tie-up between planemakers Boeing Co (BA.N) and Embraer SA (EMBR3.SA) that also involve Brazil’s government are at an advanced stage, O Estado de S. Paulo newspaper reported on Friday, citing unnamed sources.

The Boeing and Embraer partnership would create a new company in which the U.S. planemaker would have an 80.01 percent stake and the Brazilian firm 19.99 percent, the paper said, adding this was a model supported by the Brazilian government.

Boeing, Embraer and Brazil’s Defense Ministry did not have an immediate comment on the report.

The two jet manufacturers said in December they were discussing “a potential combination,” but the Brazilian government, which holds veto power over strategic moves at Embraer, needs to approve the deal.

The paper said one of the points still under discussion was the appointment of a government representative to the board of the new company. Boeing is against this, O Estado said, but the Brazilian government is strongly in support of the move.

The joint venture will only include Embraer’s commercial jet operation, and exclude its defense and executive jet businesses, O Estado said. Boeing’s initial expectation was to include all three Embraer business units in the tie-up, the paper said.

(Reporting by Ana Mano; Editing by Bernadette Baum)

United Technologies and Honeywell to Merge?

United Technologies and Honeywell are reportedly discussing a merger once again, according to a report by CNBC. The talks reportedly came within the last two weeks, with Honeywell acquiring United Technologies. This is not the first time that the two companies have held merger talks over the course of the  last year. Honeywell and United Technologies declined to comment on the report.

United Technologies and Honeywell Business synergies

United Technologies makes jet engines, elevators, and heating and cooling equipment. It reported a profit of $7.6 billion last year on sales of $56.1 billion. Honeywell is involved with aerospace, along with oil and gas refining, petrochemicals, biofuelsproducts, and building systems equipment. The company reported net income of $4.8 billion on revenue of $38.6 billion last year. United Technologies has been shifted its business mix over the course of the last four years. It purchase Goodrich Corporation for $16.5 billion in 2012, the biggest deal ever for United Technologies. The company also divested its Sikorsky helicopter subsidiary, selling the unit to Lockheed Martin last year for $9 billion. A merger between the two would potentially face tough scrutiny from regulators in the United States and Europe. The reasons behind the merger talks may very well be business cost savings in the areas where the two companies business’s overlap. The two companies both compete in engine systems & controls and helicopters & general aviation aircraft engines.

United Technologies and Honeywell

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