Goodrich Shareholders Green-Light United Technologies Merger

More than 98% of the votes cast at a special meeting on Tuesday were in favor of the proposed merger, which Goodrich expects to be complete by midyear.

Goodrich Corp. shareholders on Tuesday overwhelmingly voted in favor of the company's proposed merger with United Technologies Corp., paving the way for Goodrich to become a wholly owned subsidiary of UTX.

More than 98% of the votes cast at a special meeting on Tuesday were in favor of the proposed merger, which Goodrich expects to be complete by midyear.

When the merger is finalized, Goodrich will become a wholly owned subsidiary of United Technologies, and Goodrich shareholders will receive $127.50 in cash for each share of their common stock. That's a 47.4% premium to the closing price on Sept. 15, 2011, which was the last full day of trading before rumors of the merger hit the market.

Goodrich stock, which traded in the $80 to $90 range through August and half of September, closed at $126.44 -- a 52-week high -- on Wednesday.

The merger will bring together two manufacturing titans in the aerospace and defense sector. Hartford, Conn.-based United Technologies is the 21st-largest publicly held manufacturer in the United States, while Charlotte-based Goodrich is the 128th-largest, according to the IndustryWeek U.S. 500 rankings.

Announcement of the $18.4 billion deal last year helped push M&A activity in the aerospace and defense sector to an all-time high in 2011, according to data from PwC.

"We expect the increased global scale that this transaction provides will best position us for continued success and future growth across our many platforms," said Marshall Larsen, chairman, president and CEO of Goodrich, in a news release.

"Together with United Technologies, we expect to advance the aerospace industry, and we look forward to an expeditious completion of this transaction in mid-2012."

The shareholder vote on Tuesday represents approximately 75% of the total outstanding shares of Goodrich common stock as of Feb. 6, according to the company.

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