8-KLeadership ChangesMaterial AgreementsCorporate Changes+2

CARRIER GLOBAL Corp 8-K Report, Material Agreement (Apr 3, 2020)

Filed April 3, 2020For Securities:CARR

Summary

Carrier Global Corporation (CARR) has officially completed its separation from United Technologies Corporation (UTC), now known as Raytheon Technologies Corporation, effective April 3, 2020. This filing details the material definitive agreements entered into for this separation, including the Separation and Distribution Agreement, along with various operational agreements like the Transition Services, Tax Matters, Employee Matters, and Intellectual Property Agreements. These agreements establish the framework for Carrier's operations as an independent, publicly traded entity. Investors should note the appointment of key executive officers and a new Board of Directors, with John V. Faraci appointed as Executive Chairman. The company has also adopted new compensation plans for its executives. Crucially, in light of the COVID-19 pandemic, Carrier has withdrawn its full-year 2020 financial outlook due to global economic slowdown and uncertainty, and is implementing aggressive cost-saving measures and closely managing working capital.

Key Highlights

  • 1Carrier Global Corporation (CARR) is now an independent, publicly traded company following its separation from United Technologies Corporation (UTC) on April 3, 2020.
  • 2Key separation and operational agreements have been finalized, including a Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, and Intellectual Property Agreement.
  • 3The company has established its leadership team, with David Gitlin continuing as President and CEO, Timothy McLevish as CFO, and Kyle Crockett as Controller.
  • 4A new Board of Directors has been appointed, with John V. Faraci serving as Executive Chairman.
  • 5Various executive compensation plans, including a 2020 Long-Term Incentive Plan, have been adopted.
  • 6Carrier has withdrawn its full-year 2020 financial outlook (sales, adjusted operating profit, free cash flow) due to the significant and uncertain impact of the COVID-19 pandemic.
  • 7The company is implementing aggressive cost-saving measures and closely managing working capital in response to the economic climate.

Frequently Asked Questions