WASHINGTON — A significant owner of United Technologies Corporation shares has issued a public broadside against the proposed merger with Raytheon, calling the move “ill-conceived and unlikely to create value.”
In a letter posted online Friday, Third Point LLC CEO Daniel Loeb said he would vote against the merger and urged other shareholders to push back against the proposed tie-up, which is expected to create one of the largest aerospace and defense firms in the world.
At the core of his argument against the merger is Loeb’s belief that Raytheon brings “very little applicable technology to UTC’s aerospace offerings,” a contrast to statements from both companies at the announcement of the merger. “The benefits of Raytheon’s cyber and data analysis capabilities are not quantifiable and could be replicated through commercial collaboration or supply agreements.”
Loeb also throws doubts at financial projections, saying the “paucity of financial details was peculiar and alarming.” And he specifically questions the integrity of Raytheon CEO Tom Kennedy, noting that “the person with the best information on Raytheon’s outlook eagerly decided to sell the company at no premium, even forfeiting his change-of-control compensation to seal the deal.”
“Since there is no strategic or financial rationale for this transaction, we can only conclude that the merger was motivated by empire building and [UTC head Greg Hayes’] desire to extend his already long overdue tenure as head of a Fortune 100 Company,” Loeb concluded. “We have witnessed this form of corporate autocracy before, and it is rarely in the interests of shareholders for a Board to permit such behavior.”
In a corporate statement to press, United Technologies said it does “not agree” with the conclusions from Third Point and essentially said the deal is done and will remain on track to close in the first half of 2020.
“We have been advised by other shareowners that they recognize and agree with us as to the desirability of the merger,” the statement reads. “The United Technologies Board of Directors unanimously approved the transaction following a careful and thorough review process and remains confident that the merger will create a premier systems provider with advanced technologies to address rapidly growing segments of aerospace and defense, and create significant long term value for both companies’ shareowners.”
Aaron Mehta was deputy editor and senior Pentagon correspondent for Defense News, covering policy, strategy and acquisition at the highest levels of the Defense Department and its international partners.