8-KAcquisitions & DispositionsExhibits & Filings

EMERSON ELECTRIC CO 8-K Report, Acquisition Completed (Jun 2, 2023)

Filed June 2, 2023For Securities:EMR

Summary

Emerson Electric Co. (EMR) announced the completion of the sale of its Climate Technologies business on May 31, 2023. This significant transaction involved transferring the business to a newly formed entity, JV NewCo, in partnership with investment funds managed by Blackstone. As a result of the sale, Emerson received approximately $9.7 billion in cash and $2.25 billion in senior unsecured notes. Additionally, Emerson retains a 40% common equity interest in JV NewCo, while Blackstone's affiliates hold the remaining 60% common equity and convertible preferred equity. This strategic divestiture marks a major shift for Emerson, likely reshaping its portfolio and financial structure. The substantial cash infusion and retained equity stake will provide Emerson with significant financial flexibility and an ongoing interest in the performance of the Climate Technologies business. Investors should closely examine the pro forma financial statements provided in the filing to understand the impact of this transaction on Emerson's future earnings and balance sheet.

Key Highlights

  • 1Emerson Electric Co. has completed the sale of its Climate Technologies business on May 31, 2023.
  • 2The transaction was executed with investment funds managed by Blackstone Inc., forming a new entity called JV NewCo.
  • 3Emerson received approximately $9.7 billion in cash as part of the transaction.
  • 4Emerson also received $2.25 billion in senior unsecured notes issued by a subsidiary of JV NewCo.
  • 5Emerson retains a 40% common equity interest in the newly formed JV NewCo.
  • 6Blackstone affiliates will hold a 60% common equity interest and convertible preferred equity in JV NewCo.
  • 7Unaudited pro forma consolidated financial statements reflecting the transaction are included in the filing.

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