What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to announce the official approval and details of the separation of Johnson Controls International plc's automotive seating and interiors business (Adient) into an independent, publicly traded company through a spin-off distribution to its shareholders.

When can shareholders expect to receive their Adient shares?

The distribution of Adient shares is expected to occur at 12:01 a.m., New York City time, on October 31, 2016. Shareholders of record as of the close of business on October 19, 2016, will receive one ordinary share of Adient for every ten ordinary shares of Johnson Controls International plc held.

Why has Johnson Controls changed its independent auditor?

The filing states that the audit committee approved the dismissal of Deloitte & Touche LLP and the engagement of PricewaterhouseCoopers (PwC) as the new independent registered public accounting firm. No specific reasons for the change are detailed beyond the approval of the audit committee.

What is the significance of the fiscal year-end change?

Johnson Controls International plc has changed its fiscal year end from the last Friday in September to September 30 of each year, effective for the 2016 fiscal year. This change is noted as not requiring a transition report for SEC filing purposes as the new fiscal year commences very close to the prior year's end.

JCI 8-K: Leadership Changes, Material Agreements & More

Summary

Johnson Controls International plc (JCI) has filed an 8-K report detailing a significant corporate action: the separation of its automotive seating and interiors business, to be known as Adient, through a spin-off distribution to shareholders. This separation was approved by the board on September 8, 2016, with the distribution expected on October 31, 2016, where shareholders will receive one Adient ordinary share for every ten JCI ordinary shares held. This move will result in Adient becoming an independent, publicly traded entity, with JCI retaining no equity interest. The report also discloses the dismissal of Deloitte & Touche LLP as the independent auditor and the engagement of PricewaterhouseCoopers (PwC). Additionally, JCI announced a change in its fiscal year end from the last Friday in September to September 30, effective immediately. The company also provided selected financial data for TSarl, a subsidiary, for potential commercial paper investors.

Key Highlights

1Johnson Controls International plc (JCI) is separating its automotive seating and interiors business (Adient) via a spin-off distribution.
2The distribution is scheduled for October 31, 2016, with shareholders receiving one Adient share for every ten JCI shares held.
3Adient will become an independent, publicly traded company; JCI will not retain any equity interest post-distribution.
4JCI has dismissed Deloitte & Touche LLP as its independent registered public accounting firm and engaged PricewaterhouseCoopers (PwC).
5The company has approved an amendment to its 2012 Share and Incentive Plan to incorporate remaining share reserves from legacy Johnson Controls plans.
6JCI is changing its fiscal year end from the last Friday in September to September 30, effective immediately.
7Selected financial data for TSarl, a subsidiary, was provided for commercial paper investors.

Johnson Controls International plc 8-K Report, Material Agreement (Sep 9, 2016)

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Key Highlights

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