Honeywell Resideo Separation And Distribution Agreement

On October 19, 2018, resideo Technologies, in connection with the previously announced spin-off (The Spin-off or Distribution of Shares), Inc. (Resideo and with its consolidated subsidiaries, we, ourselves, our or the Company) of Honeywell International Inc. (Honeywell), which is scheduled to be effective on October 29, 2018.m at 12:01 p.m. New York time (the share distribution date) at 12:01 p.m. New York time, the company has entered into several agreements with Honeywell that define the main steps that have been taken or are to be taken as part of the separation and that govern the relationship between the parties after the separation. Including: the Separation and Distribution Agreement describes certain measures related to our separation from Honeywell that will occur prior to the distribution of shares, such as the creation of our subsidiaries and certain other internal restructuring measures that honeywell and we must undertake, including Honeywell`s contribution of the assets and debts that make up our business. In April 2017, Third Point LLC advocated the spin-off of the aerospace business, preferring that Honeywell was undervalued compared to its competitors and that such a separation could generate a shareholder value of more than $20 billion. As a result, we note that HON made the announcement of the spin-off following a review of the proposed separation of the aerospace unit. HON has evaluated divestitures and acquisitions in its portfolio to increase shareholder value. Resideo Technologies, Inc.

(REZI) will be a global leader in critical comfort and safety solutions, primarily in residential environments, and will be present in more than 150 million homes worldwide. Resideo has one of the broadest security and comfort portfolios in the industry, with around 3,000 active patents filed worldwide and sales in some forty countries. Resideo will be a leading company in the fields of heating, ventilation and air conditioning (HLK) and safety, as well as a global distributor of safety and fire safety products. Resideo will also operate the distribution activities of IDE, the leading wholesaler of security products, and more than 200 storage sites in 17 countries. ADI markets more than 350,000 products from more than 1,000 manufacturers to a customer base of more than 100,000 contractors. The company will have a workforce of ~14,500 people at the time the separation comes into effect. In addition to entering into a separation and distribution agreement, Resideo and Honeywell have entered into other separation agreements for transition services, tax and personnel matters, a cross patent licensing agreement and an agreement for Resideo to operate the Honeywell Home brand under an exclusive long-term license. Cleary has also advised in the areas of securities law, corporate governance, executive compensation and performance, intellectual property matters, compliance with global data protection legislation and commercial matters, all related to the establishment of Resideo as an independent company. .

. .