Johnson & Johnson ($JNJ) and Smith & Nephew ($SNN) were reportedly close to combining their orthopaedics businesses in a transaction valued at roughly $34 billion. According to an October 23 Financial Times report, negotiations collapsed over who would lead the combined company, despite agreement on key financial terms. Under the reported proposal, J&J shareholders would have owned 50.1%… Read More »
Modine ($MOD) completed the spinoff of its Performance Technologies business and its immediate merger with Gentherm ($THRM) on October 1. MOD shareholders received 0.44619 THRM shares for every MOD share they held at the September 28 record date, while keeping all of their existing MOD shares. The closing terms ended up somewhat different from the transaction Modine and… Read More »
Modine Manufacturing ($MOD) has set September 28 as the record date for the spinoff of its Performance Technologies business, with the distribution and immediate merger into Gentherm ($THRM) expected to close October 1. The transaction is structured as a Reverse Morris Trust. Modine shareholders will keep their MOD shares and receive shares of Gentherm, rather than ending up… Read More »
Eaton has found a home for Mobility. The company had already planned a spinoff of its Mobility Group. Now the spinoff plan has changed. Eaton will spin off Mobility and combine it with Dana Incorporated in a Reverse Morris Trust transaction. A Reverse Morris Trust transaction allows a company to sell a division and avoid paying taxes on… Read More »
Verizon is leaving the Dow Jones Industrial Average, and Alphabet is taking its place. At first glance, this is just a routine index change. The Dow is price-weighted, Verizon’s share price is low, and Alphabet gives the average more exposure to the businesses that now dominate the communications sector: search, cloud, artificial intelligence, YouTube, Android and digital advertising.… Read More »
New Guide: Reverse Morris Trusts Explained Earlier today we published something a little different: a deep dive into the Reverse Morris Trust (RMT) — the complex structure companies use when they want to sell a business unit tax-free. We’ve covered individual RMT deals before — from CBS Radio and Entercom to GE’s troubled spin with Wabtec — but… Read More »
McKesson Corporation (MCK), one of North America’s largest healthcare services giants, announced on May 8 that it plans to spin off its Medical-Surgical Solutions segment—a $11.4 billion revenue business—as a standalone company. The move is intended to allow McKesson to concentrate on its core pharmaceutical distribution and specialty biopharma services while granting the new entity autonomy to scale… Read More »
Becton, Dickinson and Company (BDX) is poised to spin off its Biosciences & Diagnostic Solutions business—then merge it with Waters Corporation(WAT) in a reverse Morris Trust transaction valuing the deal at approximately $17.5 billion (Becton, Dickinson and Company). 📊 Key Deal Metrics & Structure Metric Details 2025 Pro Forma Sales ~$6.5 B combined revenues 2025 Pro Forma Adjusted EBITDA ~$2.0 B… Read More »
DuPont(DD) has been no stranger to spinoffs. Following the 2015 spinoff of Chemours(CC), DuPont merged with Dow Chemical in preparation for a three-way split executed earlier this year, leaving DuPont, Dow Chemical(DOW) and Corteva(CTVA) as independent companies. But there is no rest for the weary. Citigroup analyst P.J. Juvekar believes there is more to come. “We expect DuPont… Read More »
That’s what it’s all about. How do you sell off part of your business and not pay taxes? The answer, of course, is a reverse Morris Trust transaction. Ingersoll-Rand(IR) is an Ireland-based industrial conglomerate with a $30 billion market cap and 49,000 employees. Ingersoll Rand is no stranger to these pages, having spun off its security business as… Read More »
Why is Henry Schein(HSIC) stock down sharply today? What is this CVET stock suddenly in my portfolio? We’ve been talking about it a lot, but Covetrus(CVET) is finally here. After the market closed yesterday, Henry Schein completed its spinoff of Covetrus, distributing Covetrus stock to shareholders. Covetrus immediately merged with Vets First Choice in a Reverse Morris Trust… Read More »
I’ve got a fever and the only cure is more Covetrus(CVET). Excitement mounts as we approach the completion of Henry Schein’s(HSIC) animal care spinoff and its merger with Vets First Choice in a Reverse Morris Trust transaction. The transaction is set to be completed today, February 7. Tomorrow, February 8, Covetrus stock will begin trading, and S&P will… Read More »
Based on reader suggestions we are going to try something new this month. We update our tables as new information is released, but we recognize that not everyone is constantly hitting refresh in order to see when a distribution date might get posted (please do so in the future though). Going forward, at the end of every month… Read More »
With GE’s (GE) share price in freefall and concerns about its debt levels, the company began offloading assets left and right. One disposal arranged by short lived CEO John Flannery was the spinoff of its transportation business via Reverse Morris Trust by subsequently merging it with Wabtec (WAB) to form a leading freight car powerhouse. Manufacturing and servicing all done in… Read More »
Just weeks after choosing its name, Covetrus(CVET), not covfefe, and filing a registration statement, Henry Schein(HSIC) has set a date for the spinoff, and it’s soon. On February 4, Henry Schein will spin off HS Spinco to shareholders of record as of January 17. HS Spinco will subsequently merge with Direct Vet Marketing, Inc. (d/b/a Vets First Choice) in… Read More »