Summary
Carrier Global Corporation (CARR) has filed an 8-K report detailing the completion of its acquisition and related agreements. Key among these is the Investor Rights Agreement, entered into on January 2, 2024, which grants the seller the right to nominate a board member for ten years, contingent on retaining a minimum shareholding. This appointment also includes Maximilian Viessmann to the Board and its Technology and Innovation Committee. In conjunction with the acquisition, Carrier secured a 60-day, €113 million and $349 million senior unsecured bridge term loan to partially fund the cash consideration. This financing bears interest based on SOFR/EURIBOR plus a margin. Furthermore, a License Agreement was executed, granting Carrier an exclusive worldwide license to use the 'Viessmann' trademarks, with royalty payments structured as a fixed annual amount for the initial years followed by sales-based royalties. These agreements mark significant steps in integrating the acquired business.
Key Highlights
- 1Completion of an acquisition with related agreements finalized on January 2, 2024.
- 2Execution of an Investor Rights Agreement allowing the seller to nominate a board member for ten years, subject to shareholding thresholds.
- 3Appointment of Maximilian Viessmann to the Carrier Board of Directors and its Technology and Innovation Committee.
- 4Secured a 60-day, €113 million and $349 million bridge loan facility to finance a portion of the acquisition's cash consideration.
- 5Entered into a License Agreement for the exclusive worldwide use of the 'Viessmann' trademarks, including royalty payment terms.
- 6Filing includes audited and unaudited financial statements for the acquired business, as well as pro forma combined financial information.