8-KAcquisitions & DispositionsExhibits & Filings

HONEYWELL INTERNATIONAL INC 8-K Report, Acquisition Completed (Mar 31, 2005)

Filed March 31, 2005For Securities:HONHONIV

Summary

Honeywell International Inc. (HON) announced on March 31, 2005, the successful completion of its acquisition of Novar plc. The company's wholly-owned subsidiary, Honeywell Acquisitions Limited, received final approval from the European Commission, a critical hurdle for the transaction. As of March 30, 2005, Honeywell had secured acceptances for approximately 87.01% of Novar's ordinary shares and 95.42% of its preference shares, exceeding initial thresholds and allowing the company to proceed with compulsory acquisition of the remaining shares. This acquisition significantly expands Honeywell's global footprint and product portfolio. The company intends to utilize its rights under UK law to acquire any remaining Novar shares not tendered in the offers, ensuring full control of the acquired entity. Investors should note that no offer was made to acquire securities in the United States, adhering to regulatory requirements.

Key Highlights

  • 1Honeywell's acquisition of Novar plc is complete with final European Commission clearance.
  • 2Offers for Novar's ordinary and preference shares are declared wholly unconditional.
  • 3Approximately 87.01% of Novar's ordinary shares and 95.42% of preference shares were accepted.
  • 4Honeywell plans to compulsorily acquire all remaining Novar shares.
  • 5The acquisition is expected to enhance Honeywell's global market presence and product offerings.
  • 6The transaction involved no offer to U.S. persons or in the United States.

Frequently Asked Questions

The acquisition of Novar plc is a significant strategic move for Honeywell, as it expands the company's global presence and is expected to enhance its product portfolio. This aligns with Honeywell's strategy for growth and market expansion.

As of March 30, 2005, Honeywell had received valid acceptances for approximately 87.01% of Novar's issued ordinary share capital and approximately 95.42% of its issued preference share capital.

Yes, Honeywell intends to compulsorily acquire all remaining outstanding Novar preference shares and, as soon as practicable after reaching at least 90% acceptance for ordinary shares, all remaining outstanding Novar ordinary shares, in accordance with UK company law.

Honeywell stated that no offer to acquire Novar's securities was made in the United States or to U.S. persons, and that it did not intend to register any securities in the U.S. in connection with this acquisition, adhering to relevant regulations.