United Technologies Corp. and Massachusetts defense contractor Raytheon plan to put their prospective merger to a vote at simultaneous shareholders meetings on Oct. 11, according to documents filed Wednesday with the U.S. Securities and Exchange Commission.
Farmington-based United Technologies said its referendum will take place at the UTC Center for Intelligent Buildings in Palm Beach Gardens, Florida. Raytheon investors, meanwhile, are being summoned to the law offices of Shearman & Sterling in New York City to cast their ballots.
Specifically, stockholders will be asked to accept or reject an integration proposal — announced June 9 — calling for the issuance of UTC stock to Raytheon’s backers at $1 per share. All together, United Technologies expects to issue approximately 648 million new shares to reconcile the two companies’ outstanding securities obligations.
Raytheon shareholders will also vote yea or nay on a compensation plan for executive officers tied to the final outcome of the merger.
Details of that arrangement were not immediately available.
Despite the industry-altering proportions of a UTC-Raytheon combination, most investors are lukewarm to the deal. Shares of the two companies have barely risen since the tie-up was announced, and several high-profile shareholders have publicly questioned the wisdom of tethering two massive industrial businesses with so little in common.
United Technologies’ aerospace businesses design and manufacture jet engines, landing gear, brakes, sensors, actuators, cabin interiors, and electrical systems, while Raytheon builds communications and radar equipment, semiconductors, and components for guided missiles.
If UTC and Raytheon ultimately consummate their marriage, the successor, Raytheon Technologies Corp., would become the second-largest aerospace and defense company in the world behind Europe’s Airbus, with estimated annual sales of $74 billion and assets totaling between $100 billion and $120 billion.
Under the partners’ current consolidation plan, United Technologies investors would own 57 percent of the new firm, with Raytheon shareholders controlling the remaining 43 percent.
While UTC is nominally the surviving entity, the conglomerate has agreed to relocate its corporate headquarters from Farmington to Waltham, Massachusetts, where Raytheon is currently based.
Manufacturing operations at Collins Aerospace and East Hartford-based Pratt & Whitney are expected to remain intact.
According to documents filed with the Securities and Exchange Commission, United Technologies and Raytheon aim to complete their linkup within the first half of 2020.
