Crowell & Moring Client United Technologies Corporation Obtains Regulatory Approvals for Goodrich Acquisition
Washington, D.C. – July 26, 2012: Crowell & Moring LLP is pleased to announce that longstanding client United Technologies Corporation (UTC) announced that all remaining regulatory approvals related to the proposed acquisition of Goodrich Corporation have been obtained. Crowell & Moring LLP and Wachtell, Lipton, Rosen & Katz served as U.S. antitrust co-counsel to UTC in the deal. The Crowell & Moring team was led by Antitrust Group co-chair Wm. Randolph Smith and included partners Robert A. Lipstein and Christopher E. Ondeck, as well as counsels Shawn R. Johnson and Michael G. Van Arsdall of the firm's Washington, D.C. office.
United Technologies Corporation press release issued July 26, 2012, reads as follows:
July 26, 2012
United Technologies obtains regulatory approvals for Goodrich acquisition
HARTFORD, Conn. – United Technologies Corp. (NYSE: UTX) today announced that all remaining regulatory approvals related to the proposed acquisition of Goodrich Corporation (NYSE: GR) have been obtained.
Today's conclusion of the regulatory review by the U.S. Department of Justice and the European Commission clears the way for United Technologies to proceed with the proposed acquisition announced on Sept. 21, 2011. The acquisition is expected to close by the end of the week.
In line with previous expectations, the regulatory clearances require that UTC sell Goodrich's Electric Power Systems business and Goodrich's Connecticut-based Pumps and Engine Controls business. Also as expected, UTC will sell Goodrich's interest in Aero Engine Controls (AEC), a joint venture with Rolls-Royce. The AEC aftermarket business will remain with UTC, but Rolls-Royce will have ability to purchase this aftermarket business in the future.
United Technologies Corp., based in Hartford, Connecticut, is a diversified company providing high technology products and services to the building and aerospace industries.
This release includes "forward looking statements" concerning anticipated transactions, potential future transactions and management's beliefs and objectives with respect thereto, based on assumptions currently believed to be valid. Forward-looking statements can be identified by the use of words such as "believe," "expect," "expectations," "plans," "strategy," "prospects," "estimate," "project," "target," "anticipate," "will," "should," "see," "guidance," "confident" and other words of similar meaning in connection with a discussion of future operating or financial performance. It is uncertain whether the events anticipated will transpire, or if they do occur what impact they will have on the results of operations and financial condition of UTC and of the combined companies. These forward looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including but not limited to the ability of the parties to satisfy the remaining conditions precedent and consummate the proposed acquisition, the timing or consummation of the proposed acquisition, the ability of the parties to complete the anticipated divestitures in a timely manner or on the terms desired or anticipated, the ability of UTC to integrate the acquired operations, the ability to implement the anticipated business plans following closing and achieve anticipated benefits and savings, and the ability to realize opportunities for growth and innovation. Other important economic, political, regulatory, legal, technological, competitive and other uncertainties are identified in the SEC filings submitted by UTC and Goodrich from time to time, including their respective Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K, and Current Reports on Form 8-K. The forward looking statements included in this press release are made only as of the date hereof. UTC undertakes no obligation to update the forward looking statements to reflect subsequent events or circumstances.