Latest news with #agreement
Yahoo
4 hours ago
- Business
- Yahoo
Resideo Signs Agreement To Accelerate Payment of All Potential Monetary Obligations Under Indemnification and Reimbursement Agreement with Honeywell and Eliminate All Future Payments
$1.59 Billion To Be Paid to Honeywell in the Third Quarter of 2025 SCOTTSDALE, Ariz., July 30, 2025 /PRNewswire/ -- Resideo Technologies, Inc. (NYSE: REZI), a leading global manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets, today announced that it has entered into a definitive agreement (the "Agreement") with Honeywell International Inc. (NASDAQ: HON) to accelerate and eliminate all future monetary obligations under the Indemnification and Reimbursement Agreement (the "Indemnification Agreement") the companies entered into in 2018 in connection with Resideo's spin-off from Honeywell. Resideo's other agreements with Honeywell, including its long-term license to use the Honeywell Home brand, will remain in effect. Under the terms of the Agreement, Resideo will accelerate all of its potential indemnification and reimbursement obligations and make a one-time cash payment of $1.59 billion to Honeywell in the third quarter of 2025. In addition, Resideo made its regularly scheduled third quarter payment under the Indemnification Agreement of $35 million on July 29, 2025. Upon the closing of the transactions contemplated by the Agreement, the Indemnification Agreement will terminate, resulting in the elimination of Resideo's obligation to make annual payments to Honeywell of up to $140 million through year-end 2043 and the elimination of all of the affirmative and negative covenants contained in the Indemnification Agreement. The termination of the Indemnification Agreement is expected to be immediately accretive to Resideo's adjusted earnings per share and free cash flow. Jay Geldmacher, Resideo's President and CEO, said, "This agreement with Honeywell marks a significant turning point for Resideo and exemplifies the constructive relationship we have forged with Honeywell. With the closing of this agreement, we expect to significantly enhance our strategic and financial flexibility while also providing simplicity and clarity for our investors. We believe our future annual profitability and free cash flow generation will be improved, and Resideo now has the ability to pursue the value-creating opportunity provided by separating ADI and Products & Solutions, which we also announced today." Resideo intends to finance the payment to Honeywell through a combination of approximately $400 million of cash-on-hand and new senior secured debt financing that has been committed by J.P. Morgan and Wells Fargo. Planned Spin-Off of ADI Global Distribution Resideo separately announced today its intention to separate its ADI Global Distribution business through a tax-free spin-off to Resideo shareholders, creating two independent public companies. Expectations as to Second Quarter 2025 Financial Results Resideo previously provided an outlook on May 6, 2025, for its second quarter 2025 as follows: ($ in millions, except per share data) Q2 2025 Net revenue $1,805 - $1,855 Non-GAAP Adjusted EBITDA $175 - $195 Non-GAAP Adjusted Earnings Per Share $0.51 - $0.61 Resideo expects to be above the high-end of its outlook range for each of these three metrics. Resideo also expects to report total cash of approximately $750 million at June 28, 2025. Resideo will release its second quarter 2025 financial results and update its annual outlook on August 5, 2025. Conference Call and Webcast Details Resideo will hold a conference call with investors today, July 30, 2025, at 8:30 a.m. ET. An audio webcast of the call will be accessible at where related materials will be posted before the call. A replay of the webcast will be available following the presentation. To join the conference call, please dial (800) 715-9871 (U.S. toll-free) or (646) 307-1963 (international) with the conference ID: 4230758. Advisors Willkie Farr & Gallagher LLP is serving as legal counsel to Resideo and Collected Strategies is serving as strategic communications advisor. About Resideo Resideo is a leading manufacturer, developer, and distributor of technology-driven sensing and controls products and solutions for residential and commercial end-markets. We are a leader in the home heating, ventilation, and air conditioning controls markets, smoke and carbon monoxide detection home safety and fire suppression products markets, and security products markets. Our solutions and services can be found in over 150 million residential and commercial spaces globally, with tens of millions of new devices sold annually. For more information about Resideo and our trusted, well-established brands including First Alert, Honeywell Home, BRK, Control4, and others, visit Forward-Looking Statements This press release contains forward-looking statements, including, but not limited to, those regarding the (i) anticipated completion of the transaction announced with Honeywell (including the timing thereof), (ii) expectation that the completion of the transaction will be immediately accretive to Resideo's adjusted earnings per share and free cash flow and increase future annual profitability, (iii) belief that the transaction will enhance Resideo's strategic and financial flexibility, (iv) announced separation of Resideo Technologies' Products & Solutions and ADI Global Distribution businesses into two independent publicly traded companies, and (v) the expectation that its financial results for the quarter ended June 28, 2025 will be above the high-end of its outlook range provided in May 2025. Forward-looking statements are typically identified by such words as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "project," "should," "will," and similar expressions, although not all forward-looking statements contain these words. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Among the factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements are the possibility that the transaction announced with Honeywell is not consummated (including due to the unavailability of the related debt financing), that the intended economic impact or anticipated strategic and financial flexibility arising from the consummation of such transaction do not materialize as planned, that the announced separation of the ADI Global Distribution and Products & Solutions businesses is not pursued or, if pursued, that the conditions to such separation are not satisfied within the expected timeframe or at all, and that the actual financial results for the second quarter ended June 28, 2025 differ materially from Resideo's expectations set forth in this press release (including by not being above the high-end of its outlook range provided in May 2025), including due to the completion of financial closing procedures, final adjustments and other developments that may arise between the date of this press release and the time that financial results are finalized. Additional risks include the impact of macroeconomic and geopolitical developments, market volatility, supply chain disruptions, changes in laws or regulations, litigation, and challenges related to talent attraction and retention. Further information on these and other risks and uncertainties is detailed in Resideo's filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. Resideo undertakes no obligation to update or revise any forward-looking statements contained herein, whether as a result of new information, future events, or otherwise, except as required by law. This press release also contains references to financial measures that are not presented in accordance with generally accepted accounting principles (GAAP). Resideo management believes the use of such non-GAAP financial measures, specifically Non-GAAP Adjusted EBITDA and Adjusted Net Income per diluted common share, assists investors in understanding the ongoing operating performance of Resideo by presenting the financial results between periods on a more comparable basis. A reconciliation of the forecasted range for Adjusted EBITDA and Adjusted Net Income per diluted common share for the second quarter of 2025 are not included in this release due to the number of variables in the projected range and because we are currently unable to quantify accurately certain amounts that would be required to be included in the U.S. GAAP measure or the individual adjustments for such reconciliation. Contacts: Investors: Christopher T. LeeGlobal Head of Strategic Financeinvestorrelations@ Media: Garrett TerryCorporate Communications or Dan Moore, Jim Golden, Tali EpsteinCollected StrategiesResideo-CS@ View original content to download multimedia: SOURCE Resideo Technologies, Inc. Sign in to access your portfolio
Zawya
a day ago
- Business
- Zawya
Turkey asks Iraq to ensure full use of oil pipeline in talks on new deal
ANKARA - Turkish Energy Minister Alparslan Bayraktar said a proposed new energy agreement between Turkey and Iraq must include a mechanism to ensure the full use of the oil pipeline between the two countries. Last week, Ankara said the decades-old accord covering the Kirkuk-Ceyhan oil pipeline would end in July 2026 and an Iraqi official said Turkey had proposed expanding the deal to include cooperation in oil, gas, petrochemicals and electricity. Laying out Turkey's core demands, Bayraktar said the country was asking for a draft agreement to include "a mechanism to ensure full use of this pipeline". "The note we've sent is along these lines," he told reporters after a cabinet meeting on Monday. "This pipeline has a capacity of almost 1.5 million barrels per day. There's no flow at the moment. Even when it did flow, it was never at full capacity," he said further. The Kirkuk-Ceyhan pipeline has been offline since 2023, after an arbitration court ruled Ankara should pay $1.5 billion in damages for unauthorised Iraqi exports between 2014 and 2018. Turkey is appealing the ruling. Bayraktar said Turkey's proposal included options such as extending the pipeline to the south of Iraq. "It (the pipeline) doesn't have to be filled entirely with oil from Iraq. To reach those figures, the pipeline needs to reach the south anyway," he said, adding that the deadline to agree on a new deal was July 2026. The Turkish government has said the Development Road initiative - a high-speed road and rail link running from Iraq's port city of Basrah on the Gulf to the Turkish border and later to Europe - is an opportunity to extend the pipeline south. Baghdad allocated initial funding for the project in 2023.
Reuters
a day ago
- Business
- Reuters
Turkey asks Iraq to ensure full use of oil pipeline in talks on new deal
ANKARA, July 29 (Reuters) - Turkish Energy Minister Alparslan Bayraktar said a proposed new energy agreement between Turkey and Iraq must include a mechanism to ensure the full use of the oil pipeline between the two countries. Last week, Ankara said the decades-old accord covering the Kirkuk-Ceyhan oil pipeline would end in July 2026 and an Iraqi official said Turkey had proposed expanding the deal to include cooperation in oil, gas, petrochemicals and electricity. Laying out Turkey's core demands, Bayraktar said the country was asking for a draft agreement to include "a mechanism to ensure full use of this pipeline". "The note we've sent is along these lines," he told reporters after a cabinet meeting on Monday. "This pipeline has a capacity of almost 1.5 million barrels per day. There's no flow at the moment. Even when it did flow, it was never at full capacity," he said further. The Kirkuk-Ceyhan pipeline has been offline since 2023, after an arbitration court ruled Ankara should pay $1.5 billion in damages for unauthorised Iraqi exports between 2014 and 2018. Turkey is appealing the ruling. Bayraktar said Turkey's proposal included options such as extending the pipeline to the south of Iraq. "It (the pipeline) doesn't have to be filled entirely with oil from Iraq. To reach those figures, the pipeline needs to reach the south anyway," he said, adding that the deadline to agree on a new deal was July 2026. The Turkish government has said the Development Road initiative - a high-speed road and rail link running from Iraq's port city of Basrah on the Gulf to the Turkish border and later to Europe - is an opportunity to extend the pipeline south. Baghdad allocated initial funding for the project in 2023.
NHK
a day ago
- Business
- NHK
Japan pressing US to act as tariff deadline nears
Japanese trade minister Muto Yoji says Tokyo and Washington need to act swiftly to implement their recent tariff deal. The two countries agreed last week to cut a planned 25 percent US tariff on Japanese goods to 15 percent. The higher rate was set to come into force on August 1. Muto said: "The important thing for both Japan and the US is to make efforts to implement the agreement. With Friday's deadline in mind, Japan is strongly urging the US to take necessary measures, such as signing at an early date executive orders to cut the rate." Muto said the ministry is calling for quick implementation of the 15 percent levy on Japanese cars, which was cut from 27.5 percent. He said the ministry will determine the impacts of the tariffs on Japan's industries and job market and take additional measures whenever necessary.
BreakingNews.ie
2 days ago
- Business
- BreakingNews.ie
Politics watch: Taoiseach defends EU-US trade deal amid criticism
Here, we have a look at the topics likely to dominate political discourse in the week to come. EU-US trade deal The Taoiseach has welcomed a new trade agreement between the US and EU as having 'avoided a damaging trade war'. Advertisement Taoiseach Micheál Martin also said there is 'much to be negotiated' following what he termed a 'framework agreement'. Speaking to the media in Dublin on Monday, Mr Martin said it 'opens up the prospect of more significant strategic collaboration between the US and Europe on quite a number of issues'. 'It also avoids further escalation, or indeed a trade conflict, which would be very, very damaging to the economies of the United States and of the European Union,' he said. 'It's important to say that Europe never sought tariffs, or never sought to impose tariffs, and fundamentally, we are against tariffs: we believe in an open trading economy.' Mr Martin said it is a very different situation than before April 1st. Advertisement 'New realities are in play and so at a broader level, the stability and predictability that this agreement brings is important for businesses, is important for consumers and indeed patients when it comes to the manufacturing and distribution of medicines,' he said. 'In essence, we have avoided a trade conflict here which would have been ruinous, which would have been very damaging to our economy, and to jobs in particular. 'The challenge now for Europe is to work on its own inefficiencies, to reduce barriers within the single market, to press ahead more ambitiously and more proactively on trade diversification and trade deals with other countries that would facilitate that market diversification that is required. 'Meanwhile, there is much to be negotiated in the aftermath of this framework agreement.' Advertisement Asked about mixed reactions to the deal in Europe, Mr Martin said: 'Nobody is welcoming tariffs with open arms. 'I think we've been consistent in saying that we don't agree with tariffs, that we prefer if there weren't tariffs, but we have to deal with realities. 'I understand people criticising, but given the balance and the options here… in my view, I would appreciate the work of the (European) Commission in this regard, and the avoidance of a trade war is preferable, in my view, and that's the key issue.' Businesses have had a mixed reaction to the agreement. Advertisement In a statement, business lobby group Ibec said the deal will still leave a "substantial burden" for some industries. Ibec chief executive Danny McCoy said: "Today's trade agreement between the US and EU brings an end to a significant amount of uncertainty for some businesses. However, a 15 per cent tariff still represents a substantial burden for many industries. Sectors which rely heavily on the US market and operate within small margins, will once again be significantly impacted by an additional 5 per cent tariff, on top of what they have already had to absorb over the past several months and well in excess of the 1 per cent effective tariff which existed before April." Mr McCoy added: "Our message to the Government, as it was with the 10 per cent tariff, is that the most exposed sectors will require support similar to the interventions provided as a response to Brexit. "It is important to note that the details are still emerging and will only be worked out as today's framework is fleshed out. These details will be critically important for Ireland. Pharmaceuticals and Semiconductors which equate to 75 per cent of Ireland-US trade are, we understand, included in the 15 per cent deal. However, there is still a question around the stability of that rate over both the short and long-term in the face of ongoing Section 232 investigations." Advertisement Speaking on RTÉ's News at One, IEA chief executive Simon McKeever: "I think the EU was backed into a very difficult negotiating position because of the lack of investment in defence and security spending over the last number of years. It's totally dependent on the US in that space. "I don't think it's a good deal. I don't think it's a great deal and for Irish businesses, they're now faced with a 15 per cent tariff they weren't faced with before and they'll need to deal with that. "I think that we were negotiating with one if not two hands tied behind our back. I don't think we were in a very strong position because of the defence issue." He called on Tánaiste Simon Harris to get the trade forum together urgently. "Companies are going to need help. We have called for a tariff adjustment fund, which is based on the Brexit adjustment reserve and was brought out in 2021. "Irish companies are going to need time to get to grips with this. I'm calling on Simon Harris to please get the trade forum together tomorrow or on Wednesday, because we need to get back to our members with this." French prime minister François Bayrou called the deal a "dark day" for Europe. 'It is a dark day when an alliance of free peoples, united to assert their values and defend their interests, resigns itself to submission,' Mr Bayrou wrote on X. Michael D Higgins tells EU presidents silence on Gaza would be a 'moral failure' President Michael D Higgins has written to other European presidents to say that silence on Gaza would be a moral failure. He said that while Israel has a right to defend itself, they cannot let the 'horrific' attack on October 7th, 2023, 'provide a licence or cover' for the scale of civilian deaths in Gaza. Mr Higgins wrote the letter to the Arraiolos Group, an informal organisation representing presidents of EU countries which meets once a year. The political forum is named after the Portuguese town where the first meeting took place in 2003. 'I am sure that we all remember with horror the moment when news broke of the horrific atrocities carried out by Hamas as we returned from our meeting of the Arraiolos Group in Porto in October 2023,' he said. 'These atrocities were rightly condemned by all member states. We were not silent and called for the unconditional release of all hostages. 'While Israel has a right to defend itself, we cannot let that horrific event provide a licence or cover for the totally unacceptable loss of life, including from malnutrition and dehydration by infants and mothers that is now being perpetrated in Gaza.' Abroad The EU-US trade deal was announced during US president Donald Trump's visit to Scotland, where he appeared alongside European Commission president Ursula von der Leyen. He also appeared with UK prime minister Keir Starmer at a press conference on Monday, where they addressed a range of topics. Mr Trump said the focus in Gaza was getting food to people amid ongoing Israeli blockades of aide that have left the population on the brik of mass starvation. Mr Trump also suggested he will bring forward a deadline for Russia to agree a ceasefire with Ukraine.
