What is the nature of the transaction between GE and Wabtec?

GE is combining its Transportation business with Wabtec. The transaction involves GE spinning off a portion of its transportation business (into a new entity called SpinCo) to its shareholders, followed by a merger of SpinCo with a subsidiary of Wabtec. GE shareholders will ultimately hold a majority stake in the combined company.

What will GE shareholders receive from this transaction?

GE shareholders are expected to receive approximately 50.1% of the fully diluted outstanding shares of the combined company. GE itself will retain a 9.9% ownership stake.

Will this transaction have tax implications for GE shareholders?

The transaction is expected to be tax-free for GE's and Wabtec's respective shareholders.

When is this transaction expected to be completed?

The transaction is anticipated to close in early 2019, pending the satisfaction of customary closing conditions, including Wabtec shareholder approval and regulatory approvals.

What financial benefit will GE receive directly from this deal?

GE will receive a $2.9 billion cash payment at the closing of the transaction.

GE 8-K SEC Disclosure — May 21, 2018

Summary

General Electric Company (GE) announced a significant strategic transaction on May 21, 2018, involving the combination of its GE Transportation business with Westinghouse Air Brake Technologies Corporation (Wabtec). This deal is structured as a "spin-off/split-off" followed by a merger, ultimately creating a new, combined transportation company. GE shareholders are expected to receive approximately 50.1% of the combined entity, with GE retaining a 9.9% stake, while Wabtec shareholders will own the remaining 49.9%. GE will also receive a $2.9 billion cash payment as part of the transaction.

Key Highlights

1GE to combine its Transportation business with Wabtec in a tax-free transaction for shareholders.
2The transaction will result in GE shareholders owning approximately 50.1% of the combined company.
3GE will receive a $2.9 billion cash payment at closing.
4GE will retain a 9.9% stake in the combined entity.
5The transaction is expected to close in early 2019, subject to customary closing conditions and regulatory approvals.
6Wabtec shareholders will own approximately 49.9% of the combined company.
7GE and Wabtec will file necessary registration statements and proxy materials with the SEC.

GENERAL ELECTRIC CO 8-K Report, Corporate Update (May 21, 2018)

Summary

Key Highlights

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