8-KMaterial AgreementsRegulation FDOther Events+1

TE Connectivity plc 8-K Report, Material Agreement (Feb 12, 2025)

Filed February 12, 2025For Securities:TEL

Summary

TE Connectivity plc (TEL) announced on February 11, 2025, that it has entered into a definitive agreement to acquire the Richards Manufacturing business for approximately $2.3 billion. The acquisition will be structured as a stock purchase of subsidiaries of Relay Holding, LLC, with Relay being the surviving entity and becoming an indirect wholly owned subsidiary of TE Connectivity. This strategic move aims to bolster TE Connectivity's capabilities and market position. The transaction is expected to be funded through a combination of existing cash reserves and new debt financing. The closing of the deal is contingent upon customary closing conditions, including regulatory approval under the Hart-Scott-Rodino Antitrust Improvements Act, and is anticipated to be completed during the company's third quarter of fiscal year 2025. Investors should note the forward-looking statements and associated risks outlined in the filing, particularly those related to integration and the realization of synergies.

Key Highlights

  • 1TE Connectivity to acquire Richards Manufacturing business for approximately $2.3 billion.
  • 2Transaction involves the purchase of membership interests in subsidiaries of Relay Holding, LLC.
  • 3Acquisition expected to close in the third quarter of fiscal year 2025.
  • 4Funding will comprise cash on hand and new debt financing.
  • 5Closing is subject to customary conditions, including antitrust (HSR Act) approval.
  • 6The company has provided additional investor information and a press release as exhibits.

Frequently Asked Questions

This 8-K filing announces TE Connectivity plc's entry into a material definitive agreement to acquire the Richards Manufacturing business for approximately $2.3 billion.

The acquisition is expected to be financed by a combination of TE Connectivity's existing cash on hand and new debt financing that is to be obtained prior to closing.

Key conditions include the expiration or termination of the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, the accuracy of representations and warranties, the absence of a material adverse effect on Relay, and the absence of any prohibiting governmental orders or laws.

The closing of the transaction is expected to be consummated during TE Connectivity's third quarter of fiscal year 2025, subject to receipt of regulatory approval and customary closing conditions.