Zardoya Otis expelled from Spa
FARMINGTON, Conn., May 9, 2022 /PRNewswire/ — Otis Worldwide Corporation (“Otis”) (NYSE: OTIS) has executed the squeeze-out clause to acquire the remaining interest in Zardoya Otis, SA (“Zardoya Otis”).
This completes the process of fully consolidating the ownership of Zardoya Otis and results in the delisting of his shares from the Madrid, Barcelona, Bilbao and Valence scholarships today.
The transaction should be 12 cents accretive to 2022 Adjusted EPS, as reported on Otis’ first quarter 2022 earnings call.
For more details, please see the announcement of the Madrid Sotck exchange here.
Otis is the world’s leading manufacturer, installation and service of elevators and escalators. We move 2 billion people a day and maintain more than 2.1 million customer units worldwide, the largest service portfolio in the industry. Based at Connecticut, United States, Otis has 70,000 people, including 41,000 field professionals, all committed to meeting the diverse needs of our customers and passengers in more than 200 countries and territories around the world. To learn more, visit www.otis.com and follow us on LinkedIn, instagram, Facebook and Twitter @OtisElevatorCo.
Use and Definitions of Non-GAAP Financial Measures
Otis Worldwide Corporation (“Otis”) reports its financial results in accordance with generally accepted accounting principles in United States (“GAAP”). We supplement the presentation of our financial information determined in accordance with GAAP with certain non-GAAP financial information. The non-GAAP information presented provides investors with additional useful information, but should not be considered in isolation or as a substitute for GAAP measures. In addition, other companies may define non-GAAP measures differently, which limits the usefulness of these measures for comparisons with those other companies. We encourage investors to review our financial statements and publicly filed reports in their entirety and not rely on any single financial measure.
Adjusted diluted earnings per share (“EPS”) represents diluted earnings per share from continuing operations (a GAAP measure), adjusted for the impact per share of restructuring and other material non-recurring items and/or or not operational. Management believes that Adjusted EPS is a useful measure to provide period-to-period comparisons of Otis’ ongoing operating performance results.
When providing our expectations for Adjusted EPS, a reconciliation of the differences between the non-GAAP expectations and the corresponding GAAP measure (expected diluted EPS from continuing operations) is generally not available without unreasonable effort due to variability, potentially high complexity and low visibility such as items that would be excluded from GAAP measurement in the relevant future period, such as unusual gains and losses, the ultimate outcome of pending litigation, fluctuations in exchange rates, the impact and timing of potential acquisitions and divestitures, and other structural changes or their likely significance. The variability of excluded items can have a significant, and potentially unpredictable, impact on our future GAAP results.
This communication contains statements which, to the extent that they are not statements of historical or current fact, constitute “forward-looking statements” under securities laws. From time to time, oral or written forward-looking statements may also be included in other publicly available information. These forward-looking statements are intended to provide management’s current expectations or plans regarding the future operating and financial performance of Otis, 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”, “outlook”, “estimate”, “project”, ” target”, “anticipate”, “will”, “should”, “see”, “directions”, “outlook”, “medium term”, “short term”, “confident”, “goals” and others words of similar meaning in connection with a discussion of future operating or financial performance, the tender offer by Otis to acquire all of the issued and outstanding shares of Zardoya Otis, SA (the “Tender Offer Purchase Order”) and separation (the “Separation”) from United Technologies Corporation (now known as Raytheon Technologies Corporation (“RTX”)). Forward-looking statements may include, among other things, statements relating to future sales, earnings, cash flow, results of operations, use of cash, dividends, stock repurchases, taxation, research and development expenditures, credit ratings, net indebtedness and other measures of financial performance or potential future plans, strategies or transactions of Otis post-separation or in connection with the public offering purchase, including estimated costs associated with the separation and the tender offer, or statements relating to climate change and our intention to achieve certain environmental, social and governance targets or objectives, including operational impacts and associated costs; and other statements that are not historical facts. All forward-looking statements involve risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied by the forward-looking statements. For these statements, Otis claims the protection of the safe harbor for forward-looking statements contained in the United States Private Securities Litigation Reform Act of 1995. These risks, uncertainties and other factors include, but are not limited to: (1) the effect of economic conditions in the industries and markets in which Otis and its businesses operate in the United States and around the world and any changes therein, including financial market conditions, commodity price fluctuations, trading rates, interest and exchange rates, levels of end market demand in construction, health issues related to the pandemic (including COVID-19 and its variants and the ongoing economic recovery therefrom and their effects on, among other things, global supply, demand and distribution), natural disasters and the financial condition of Otis’ customers and suppliers; (2) challenges in the development, production, delivery, support, performance and realization of anticipated benefits of advanced technologies and new products and services; (3) future levels of indebtedness, capital expenditures and research and development expenditures; (4) the future availability of credit and factors that may affect such availability, credit market conditions and Otis’ capital structure; (5) the timing and scope of future repurchases of Otis common stock (“common stock”), which may be suspended at any time due to various factors, including market conditions and the level of other trading activity. investment and use of cash; (6) price fluctuations and delays and disruptions in the delivery of vendor materials and services, whether due to COVID-19 or otherwise; (7) cost reduction or cost containment actions, restructuring costs and related savings and their other consequences; (8) new business and investment opportunities; (9) the outcome of legal proceedings, investigations and other contingencies; (10) pension plan assumptions and future contributions; (11) the impact of collective bargaining and labor disputes; (12) the effect of changes in political conditions in the United States and other countries in which Otis and its businesses operate on general market conditions, global trade policies and currency exchange rates in the near term and beyond. of the ; (13) the effect of changes in tax, environmental, regulatory (including, without limitation, import/export), and other laws and regulations in the United States and other countries in which Otis and its businesses operate; (14) Otis’ ability to retain and hire key personnel; (15) the scope, nature, impact or timing of acquisition and divestiture activities, including, among other things, the integration of acquired businesses into existing businesses and the realization of synergies and growth opportunities. growth and innovation and the commitment of the associated costs; (16) the ability to realize the expected benefits of the Tender Offer and the timing thereof; (17) the ability to realize the expected benefits of the Separation; (18) the determination by the Internal Revenue Service and other taxing authorities that the Distribution or certain related transactions should be treated as taxable transactions; and (19) the amount of our obligations and the nature of our contractual restrictions under the agreements we entered into with RTX and Carrier Corporation in connection with the Separation, as well as any disputes that have or may subsequently arise under the agreements. that we have entered into with RTX and Carrier Corporation. The above list of factors is not exhaustive or necessarily ranked in order of importance. For more information about identifying factors that could cause actual results to differ from those set forth in the forward-looking statements, see Otis’ registration statement on Form 10 and Otis’ reports on Forms 10-K, 10-Q and 8-K filed with or provided to the SEC from time to time. Any forward-looking statement speaks only as of the date on which it is made, and Otis undertakes no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.
SOURCEOtis Worldwide Corporation