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Ingersoll plans security spinoff

Published December 10, 2012 11:59 am
This is an archived article that was published on sltrib.com in 2012, and information in the article may be outdated. It is provided only for personal research purposes and may not be reprinted.

Ingersoll-Rand plans to spin off its commercial and residential security businesses within the next year after hedge-fund manager Nelson Peltz pressed for a breakup to boost shareholder value.

Ingersoll's strategy, which also includes a stock buyback and a 31 percent dividend boost, marks the culmination of talks with Peltz's Trian Fund Management LP, which disclosed a 7.3 percent stake in May. Peltz had threatened a proxy battle.

The new security company have about $2 billion in yearly sales, while the existing Ingersoll will generate about $12 billion, retaining climate-control operations with brands such as Trane and American Standard. The move will let investors "value our different businesses separately, said Chief Executive Officer Michael W. Lamach, who will stay at Ingersoll.

Some heating and air-conditioning companies have an enterprise value of about 9 times earnings, and strong security firms have a multiple of about 11 on the same basis, Julian Mitchell, a New York-based analyst with Credit Suisse AG, said in a note to clients. With Ingersoll's current multiple of 8, a split may mean the separate businesses ''yield a closing of this valuation discrepancy over time,'' he said.

Completion of the spinoff will require more work on structure and management, and those plans will be subject to board approval, the Swords, Ireland-based company said.

Ingersoll said it would repurchase as much as $2 billion of existing shares starting in 2013 and plans to complete the buyback in the first three months of 2014. The company also raised its quarterly dividend to 21 cents a share, payable March 28 to investors holding stock as of March 12.

Peltz suggested in a regulatory filing in August, the same month he joined the board, that the maker of air-conditioning systems, climate-control technologies and security systems be split into three companies.

Separating the security businesses, with brands such as Schlage and Kryptonite, will be tax-free for shareholders, the company said.

Ingersoll moved its headquarters to Bermuda from New Jersey in 2001 and then to Ireland in 2009, in part because of tax laws.




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