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重大事件 即時報告 8-K 2026-08-04

Resideo完成分拆ADI 轉型純建築科技公司 償債11億美元

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【業績/企業行動摘要】 📄 申報類型:8-K(附新聞稿,日期為2026年8月4日) 🏢 公司:Resideo Technologies, Inc.(NYSE: REZI) 重點事件:完成分拆ADI Global Distribution Inc.,正式轉型為純建築科技公司 🏗️ Resideo 宣布已完成將 ADI Global Distribution(「ADI」)分拆為獨立上市公司的程序。由即日起,Resideo 將以純建築科技公司定位營運,專注於住宅市場的關鍵控制及感測解決方案,旗下品牌包括 BRK、First Alert 及 Honeywell Home,全球超過1.5億個住宅及商業場所採用其產品。 🔹 分拆細節: - 分拆比例:每持有2股 Resideo 普通股可獲派1股 ADI 普通股 - 登記日期:2026年7月20日 - ADI 今日起在紐約證券交易所開始常規交易,代號「ADIG」 - Resideo 繼續以「REZI」代號在紐交所買賣 💰 財務安排: - 已償還定期貸款B融通9億美元本金 - 預計於分拆協議結算調整完成後,再償還約2億美元,目標於本財政年度第三季度末前完成 - 優先股數量減少15萬股,完成分拆後剩餘35萬股,轉換價已作相應比例調整 🗣️ 管理層展望: 行政總裁 Tom Surran 表示,憑藉信譽卓著的品牌、與專業技師的深厚關係及140年創新傳統,Resideo 已準備好以純建築科技公司身份開啟新一章。透過更聚焦的策略、營運及財務管理,公司將捕捉盈利增長機會,力爭實現高於市場的增長及持續利潤率擴張。 📊 對投資者的潛在影響: - 分拆後 Resideo 業務更集中,估值及增長前景有望更清晰 - 積極去槓桿(合共償還約11億美元債務)有助降低利息開支,改善財務健康 - 股東將同時持有兩家公司股份,可各自按不同業務特性作出投資配置 - 注意:公司提示分拆未必能即時實現預期的策略及財務效益,實際表現或受關稅、供應鏈及整體經濟環境等風險因素影響
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EX-99.1
11
ea030018901ex99-1.htm
PRESS RELEASE, DATED AUGUST 4, 2026

 

Exhibit 99.1

 

Resideo Technologies Completes Spin-Off of ADI
Global Distribution

 

Positioned To Accelerate Profitable Growth and
Innovation as a Pure-Play Building Technologies Company 

 

Repaid $900 Million of Indebtedness and Preferred
Stock Reduced to 350,000 Shares Outstanding

 

ADI Begins Trading Today on the New York Stock
Exchange Under Ticker “ADIG”

 

SCOTTSDALE, Ariz., August 4, 2026 -- Resideo Technologies, Inc.
(NYSE: REZI) (“Resideo”), a leading global developer and manufacturer of critical control and sensing solutions for residential
end markets, today announced the completion of its spin-off of ADI Global Distribution Inc. (“ADI”), establishing Resideo as
a pure-play building technologies company. Resideo will continue to trade on the New York Stock Exchange under the ticker symbol “REZI”
and ADI’s common stock will begin “regular-way” trading today on the New York Stock Exchange under the ticker symbol “ADIG”.

 

“With trusted and iconic brands, deep relationships with pros
and a 140-year heritage of innovation, Resideo is poised to start this next chapter as a pure-play building technologies company,”
said Tom Surran, President and Chief Executive Officer of Resideo. “With dedicated strategic, operational and financial focus, we
are ready to capture the profitable growth opportunities ahead and drive above market growth and sustained margin expansion.”

 

The spin-off was completed through the distribution of all of the issued
and outstanding shares of ADI common stock to Resideo common shareholders on the basis of one share of ADI common stock for every two
shares of Resideo common stock held of record as of the close of business on July 20, 2026. Resideo shareholders of record will also receive
cash in lieu of any fractional shares to which they would otherwise be entitled.

 

In connection with the spin-off, Resideo repaid $900 million of outstanding
principal under its Term Loan B credit facility. Resideo expects to make a further repayment of approximately $200 million under its Term
Loan B credit facility following the completion of the post-closing cash adjustment under the separation agreement with ADI. Resideo expects
to make this repayment by the end of the third fiscal quarter. Additionally, the outstanding Resideo Series A Cumulative Convertible Participating
Preferred Stock was reduced by 150,000 shares in connection with the completion of the spin-off, leaving 350,000 shares outstanding, with
a proportional adjustment to the conversion price thereof.

 

About Resideo

 

Resideo is a global building technologies company that is a leading
developer and manufacturer of critical control and sensing solutions for residential markets. The company serves professional installers
and integrators across diverse product segments, such as heating, ventilation, and air conditioning controls, combustion, life safety,
security, and water. Its comfort and protection solutions can be found in more than 150 million residential and commercial spaces globally,
with tens of millions of new devices sold annually. More information about Resideo and its trusted brands, including BRK, First Alert,
and Honeywell Home, is available at www.resideo.com.

 

 

 

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements, including,
but not limited to, those regarding our anticipated market positioning and financial and operational performance following the separation
of our ADI Global Distribution business from Resideo Technologies, Inc. and other future events or developments. Forward-looking statements
are typically identified by such words as “anticipate,” “believe,” “could,” “estimate,”
“expect,” “intend,” “may,” “plan,” “project,” “should,” “will,”
and similar expressions, although not all forward-looking statements contain these words. These statements are based on current expectations
and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those projected.
Among the factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements
are the possibility that the separation may not achieve the intended strategic, operational, or financial benefits for Resideo, its businesses,
or its shareholders; that Resideo may experience operational or other disruptions as a result of the separation, including those relating
to information technology systems, business processes, internal controls, customer and vendor relationships, and workforce alignment.
Resideo’s ability to succeed as an independent enterprise without ADI will depend on numerous factors, including the execution of
its strategies and plans, access to capital markets, the competitive landscape, and general business and economic conditions. Other risks
and uncertainties include, but are not limited to, our ability to recognize the expected savings from, and the timing and impact of, our
existing and anticipated cost reduction actions, and our ability to optimize our portfolio and operational footprint, the ability of Resideo
to drive increased customer value and financial returns and enhance strategic and operational capabilities, risks and uncertainties relating
to tariffs that have been or may be imposed by the United States and other governments, and the other risks described under the headings
“Risk Factors” and “Cautionary Statement Concerning Forward-Looking Statements” in our Annual Report on Form 10-K
for the year ended December 31, 2025 and other periodic reports.

 

All statements, other than statements of fact, that address activities,
events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking
statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown
risks and uncertainties, which may cause the actual results or performance of Resideo to differ materially from such forward-looking statements.
Forward-looking statements are not guarantees of future performance, and actual results, developments, and business decisions may differ
from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements
to reflect events or circumstances arising after the date of this press release and we caution investors not to place undue reliance on
any such forward-looking statements.

 

Contacts: 

 

Investors:

 

Christopher T. Lee

Global Head of Strategic Finance

[email protected]

 

Media:

 

Garrett Terry

Corporate Communications Manager

[email protected]

 

Or

 

Dan Moore, Tali Epstein

Collected Strategies

[email protected]