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Raytheon and United Technologies Aerospace Businesses to Combine in Merger of Equals

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Raytheon Company (NYSE: RTN) and United Technologies Corp. (NYSE: UTX) have entered into an agreement to combine in an all-stock merger of equals.  The transaction will create a premier systems provider with advanced technologies to address rapidly growing segments within aerospace and defense. The merger of Raytheon, a leading defense company, and United Technologies, a leading aerospace company, comprised of Collins Aerospace and Pratt & Whitney, will offer a complementary portfolio of platform-agnostic aerospace and defense technologies. The combined company, which will be named Raytheon Technologies Corporation, will offer expanded technology and R&D capabilities to deliver innovative and cost-effective solutions aligned with customer priorities and the national defense strategies of the U.S. and its allies and friends. The combination excludes Otis and Carrier, which are expected to be separated from United Technologies in the first half of 2020 as previously announced.

The combined company will have approximately $74 billion in pro forma 2019 sales. With a strong balance sheet and robust cash generation, Raytheon Technologies will enjoy enhanced resources and financial flexibility to support significant R&D and capital investment through business cycles.

Under the terms of the agreement, which was unanimously approved by the Boards of Directors of both companies, Raytheon shareowners will receive 2.3348 shares in the combined company for each Raytheon share. Upon completion of the merger, United Technologies shareowners will own approximately 57 percent and Raytheon shareowners will own approximately 43 percent of the combined company on a fully diluted basis. The merger is expected to close in the first half of 2020, following completion by United Technologies of the previously announced separation of its Otis and Carrier businesses. The timing of the separation of Otis and Carrier is not expected to be affected by the proposed merger and remains on track for completion in the first half of 2020. The merger is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes.

“Today is an exciting and transformational day for our companies, and one that brings with it tremendous opportunity for our future success. Raytheon Technologies will continue a legacy of innovation with an expanded aerospace and defense portfolio supported by the world’s most dedicated workforce,” said Tom Kennedy, Raytheon Chairman and CEO. “With our enhanced capabilities, we will deliver value to our customers by anticipating and addressing their most complex challenges, while delivering significant value to shareowners.”

“The combination of United Technologies and Raytheon will define the future of aerospace and defense,” said Greg Hayes, United Technologies Chairman and CEO. “Our two companies have iconic brands that share a long history of innovation, customer focus and proven execution. By joining forces, we will have unsurpassed technology and expanded R&D capabilities that will allow us to invest through business cycles and address our customers’ highest priorities. Merging our portfolios will also deliver cost and revenue synergies that will create long-term value for our customers and shareowners.”

Combination to Create Long-Term Value

  • Balanced and diversified aerospace and defense portfolio that is resilient across business cycles: The merger establishes a broad and complementary portfolio of platform-agnostic capabilities across the high-growth segments of aerospace and defense, reducing risk of concentration in any individual platform or program.
  • Highly complementary technology and R&D platform: With a combined annual company and customer funded R&D spend of approximately $8 billion, seven technology Centers of Excellence, and over 60,000 engineers, the company will develop new, critical technologies faster and more efficiently than ever before. Areas of joint advancement include, but are not limited to: hypersonics and future missile systems; directed energy weapons; intelligence, surveillance, and reconnaissance (ISR) in contested environments; cyber protection for connected aircraft; next generation connected airspace; and advanced analytics and artificial intelligence for commercial aviation.
  • Attractive financial profile with strong cash flow generation and balance sheet: Robust free cash flow growth and a strong balance sheet will support continued investment and return of capital to shareowners. The combined company expects to return $18 to $20 billion of capital to shareowners in the first 36 months following completion of the merger. As a result of the combination, the company also expects to capture more than $1 billion in gross annual run-rate cost synergies by year four post-close, with approximately $500 million in annual savings returned to customers. In addition, the combination presents significant long-term revenue opportunities from technology synergies.
  • Complementary company culture: The combined company will have a strong performance-based culture focused on integrity, collaboration, innovation, diversity and corporate social responsibility. Employees will have expanded opportunities for career development and advancement in high-growth areas, as well as ongoing engagement in local communities.

Pro Forma Business Structure

Raytheon plans to consolidate its four businesses into two businesses to be named Intelligence, Space & Airborne Systems and Integrated Defense & Missile Systems. The new businesses will join Collins Aerospace and Pratt & Whitney to form the four businesses of Raytheon Technologies.

Pro Forma Capital Structure

Net debt for the combined company at the time of closing is expected to be approximately $26 billion, with United Technologies expected to contribute approximately $24 billion. The combined company targets an ‘A’ category credit rating at the time of the closing.

Leadership and Governance

The combined company’s Board of Directors will be comprised of 15 members, consisting of 8 directors from United Technologies and 7 from Raytheon, with the lead director from Raytheon. Tom Kennedy will be appointed Executive Chairman and Greg Hayes will be named CEO of Raytheon Technologies. Two years following the close of the transaction, Hayes will assume the role of Chairman and CEO.

Raytheon Technologies will be headquartered in the greater Boston metro area, and will retain a corporate presence in existing locations. The company will be led by a highly experienced, proven leadership team with a strong track record of innovation, delivering on synergies, and meeting financial and customer commitments.

Timing and Closing

The transaction is subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals, the approval of Raytheon and United Technologies shareowners, as well as completion by United Technologies of the separation of its Otis and Carrier businesses.  As previously mentioned, the transaction is expected to close in the first half of 2020.

2019 Financial Outlook 

There is no change to either Raytheon’s or United Technologies’ financial outlook for 2019.

Advisors

Citigroup Global Markets Inc. is acting as financial advisor to Raytheon, and RBC Capital Markets LLC provided a fairness opinion. Shearman & Sterling LLP is serving as legal advisor to Raytheon. Morgan Stanley & Co. LLC, Evercore, and Goldman Sachs & Co. LLC are acting as financial advisors to United Technologies. Wachtell, Lipton, Rosen & Katz is serving as legal advisor to United Technologies.

Conference Call

A conference call to discuss the merger will be held tomorrow, June 10, 2019 at 8:00 a.m. EDT. Participants will include Tom Kennedy, Chairman and CEO of Raytheon; Greg Hayes, Chairman and CEO of United Technologies; Toby O’Brien, vice president and Chief Financial Officer of Raytheon; and Akhil Johri, executive vice president and Chief Financial Officer of United Technologies.

The dial-in number for the conference call will be (877) 280-7280. The conference call will also be audiocast online at www.raytheon.com/ir and www.utc.com. Individuals may listen to the call and download charts that will be used during the call. These charts will be available prior to the call. Interested parties are encouraged to check the website ahead of time to ensure their computers are configured for the audio stream.

Artificial Intelligence

First Comprehensive Report on Public Web Data Released by Bright Data

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Reveals necessity in every industry
NEW YORK, April 23, 2024 /PRNewswire/ — Released today, The State of Public Web Data Report 2024, details a comprehensive analysis on how organizations leverage public web data to drive innovation, enhance customer experience, and develop AI models.

Bright Data commissioned an independent third-party to carry out the first survey of this kind which details the emergence of public web data as the most valued data type. Nearly every organization surveyed uses and benefits from public web data through quicker decision-making, boosting revenue, and meeting customer needs.
The need for public web data in AI is clear in all industries, with more than half of respondents using public web data to build AI models for customer service or to meet internal needs such as fraud detection and risk assessment.
Although necessary to build AI machines, 72% of respondents are worried that public web data will no longer be accessible in the next 5 years. The lack of a legal framework to protect this data emerged as a top concern.
Other key insights from the report:
89% of respondents recognize public web data is crucial or very important to the global economy.82% of respondents say public web data is critical to the future of their organization.79% of respondents agree that large organizations and or big tech hide too much of their public web data.88% of respondents believe public web data is critical for the development of AI models.”Our findings reveal a clear consensus among industry leaders: leveraging public web data is key to unlocking growth and fostering innovation,” said Or Lenchner, CEO of Bright Data. “Public web data is not a ‘like to have,’ it’s a ‘must have’ to conduct business and maintain a competitive market. We understand from our own experience with 20,000 customers that once a business realizes the potential of public web data they will look to discover new ways to leverage this tool to lead against the competition.”
About Bright Data: Bright Data is the #1 web data platform. Fortune 500 companies, academic institutions, non-profits, and small businesses rely on Bright Data’s solutions to collect public web data in the most efficient, reliable, and flexible way to make faster, more informed business-critical decisions.
Contacts:[email protected]
Logo – https://mma.prnewswire.com/media/2276620/Bright_Data_logo__1044x234_Logo.jpg 

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OSIA becomes an official International Telecoms Union (ITU) standard

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ITU Standardization Sector (ITU-T) Recommendation X.1281 – APIs for interoperability of identity management systems
BRUSSELS, April 23, 2024 /PRNewswire/ — The Secure Identity Alliance (SIA) announced today that its OSIA specification, is recognized as international standard by the International Telecommunication Union’s Telecommunication Standardization Sector (ITU-T). This milestone establishes OSIA as official ITU standard (ITU-T Recommendation) for the global infrastructure of information and communication technologies (ICT).

The specification that is now an ITU-T Recommendation is: ITU-T X.1281 – APIs for interoperability of identity management systems.
ITU-T is the standardization arm of ITU, the United Nations specialized agency for ICT. The Secure Identity Alliance specifications were approved as official ITU-T Recommendations by ITU members including 193 countries and the world’s front-running ICT companies on 1st March 2024. The new ITU-T Recommendation is under the responsibility of ITU’s standardization expert group for security, ITU-T Study Group 17.
“We are very proud that the OSIA specification is recognized as an international standard by ITU-T. This milestone demonstrates the maturity of OSIA and its potential to foster interoperability and promote fairness in the identity management systems market,” said Debora Comparin, Chair of the OSIA Initiative.
Prof. Heung Youl Youm, Chairman of ITU-T Study Group 17, said, “The recognition of the OSIA specification as an official ITU-T Recommendation underscores its critical contribution to the advancement of global ICT infrastructure. We are thrilled about the ongoing collaboration between ITU-T SG17 and the SIA, aimed at developing standards for secure identity management.”
“As Editor of the OSIA standard in the ITU-T Study Group 17 Q10, I am pleased to have contributed to this successful recommendation by the ITU,” said Abbie Barbir, Rapporteur for ITU-T’s working group on ‘Identity management and telebiometrics architecture and mechanisms’ (Q10/17). “The collaboration with the SIA continues on OSIA and other structuring initiatives and standards development.”
Engr Abisoye Coker-Odusote, CEO, National Identity Management Commission (NIMC), Nigeria & Chair of the OSIA Advisory Committee, said, “As the Chair of the OSIA Advisory Committee, comprised exclusively of government representatives, we take great pride in our five years of collaboration guiding the working group in the development of the OSIA specification. OSIA establishes equal marketplace conditions, fosters collaboration, and ensures product compatibility post-mergers and acquisitions. The OSIA standardized interfaces drive innovation, enabling new local market models and reducing fraud within multiple ID systems. Additionally, OSIA addresses integrator/vendor lock-in, allowing governments to maintain control over their identity systems and pursue national development agendas seamlessly.”
“The Secure Identity Alliance has always supported standards and its members have contributed to thousands of standards globally, which are now used in the ICT market. Standards are key to unlock the full power of Identity to enable people, economy and society to thrive,” concluded Didier Trutt, Chairman of the SIA.
X.1281 is at publication stage and can be accessed here: https://www.itu.int/ITU-T/workprog/wp_item.aspx?isn=18778
OSIA v6.1.0. twin specification can be accessed here: https://osia.readthedocs.io/en/v6.1.0/index.html 
OSIA qualification programme can be accessed here: https://globalplatform.org/osia-qualification-program/
For more information on the Secure Identity Alliance and the OSIA Initiative, visit http://www.secureidentityalliance.org and www.osia.io
For more information on ITU-T SG 17 visit https://www.itu.int/en/ITU-T/studygroups/2022-2024/17/Pages/default.aspx.
About the Secure Identity Alliance:
Secure Identity Alliance (SIA) is a global non-profit association that serves as the voice for public and private actors and organizations active in the secure identity ecosystem and adjacent industries. SIA’s mission is to unlock the full power of identity so that people, economy, and society thrive. The association supports the development of the activities of its members across four broad pillars: Identity for Good, Outreach, Open Standards Development and Industry Services and Solutions. www.secureidentityalliance.org
About OSIA:
A digital public good, OSIA is an open standard set of interfaces (APIs) that enables seamless connectivity between building blocks of the identity management ecosystem – independent of technology, solution architecture or vendor.  More information at www.osia.io
Follow the Secure Identity Alliance at on X @secureidentity1 and LinkedIn at https://www.linkedin.com/company/secure-identity-alliance/ 
About ITU-T SG 17
The ITU Telecommunication Standardization Sector (ITU-T) is one of the three Sectors (branches) of the International Telecommunication Union (ITU). It is responsible for coordinating standards for telecommunications and Information Communication Technology such as X.509 for cybersecurity, Y.3172 and Y.3173 for machine learning, and H.264/MPEG-4 AVC for video compression, between its Member States, Private Sector Members, and Academia Members.
Logo: https://mma.prnewswire.com/media/2394623/OSIA_Logo.jpg
 

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SciBase will present at the Redeye Medtech Event on April 24th

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STOCKHOLM, April 23, 2024 /PRNewswire/ — SciBase Holding AB (“SciBase”) (STO: SCIB), a leading developer of augmented intelligence-based solutions for skin disorders will participate at the Redeye Medtech event.

On April 24 at CET 9.50 CEO Pia Renaudin will present the latest developments in SciBase at Redeye. The presentation is live broadcasted and can be followed at https://www.redeye.se/events/974326/redeye-theme-medtech-2 where the replay and the presentations will be available afterwards.
For additional information, please contact:Pia Renaudin, VD, tel. +46732069802, e-mail: [email protected]
Certified Advisor (CA):Vator SecuritiesTel: +46 8 580 065 99Email: [email protected]
About SciBase:
SciBase is a global medical technology company, specializing in early detection and prevention in dermatology. SciBase develops and commercializes Nevisense, a unique point-of-care platform that combines AI (artificial intelligence) and advanced EIS technology to elevate diagnostic accuracy, ensuring proactive skin health management.
Our commitment is to minimize patient suffering, allowing clinicians to improve and save lives through timely detection and intervention and reduce healthcare costs.
Built on more than 20 years of research at Karolinska Institute in Stockholm, Sweden, SciBase is a leader in dermatological advancements.
The company has been on the Nasdaq First North Growth Market exchange since June 2, 2015. Learn more at www.scibase.com. All press releases and financial reports can be found here: http://investors.scibase.se/en/pressreleases
This information was brought to you by Cision http://news.cision.com
https://news.cision.com/scibase/r/scibase-will-present-at-the-redeye-medtech-event-on-april-24-th-,c3966053
The following files are available for download:
https://mb.cision.com/Main/12371/3966053/2751965.pdf
Redeye presentation
 

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