AGREEMENT AND PLAN OF MERGER dated as of May 20, 2018 among GENERAL ELECTRIC COMPANY, TRANSPORTATION SYSTEMS HOLDINGS INC., WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION and WABTEC US RAIL HOLDINGS, INC.Agreement and Plan of Merger • May 24th, 2018 • Westinghouse Air Brake Technologies Corp • Railroad equipment • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 20, 2018 among General Electric Company, a New York corporation (the “Company”), Transportation Systems Holdings Inc., a Delaware corporation and a wholly owned Subsidiary of the Company (“SpinCo”), Westinghouse Air Brake Technologies Corporation, a Delaware corporation (“Parent”), and Wabtec US Rail Holdings, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”).
FORM OF TAX MATTERS AGREEMENT1 among General Electric Company, on behalf of itself and the members of the Company Group, and Transportation Systems Holdings Inc. on behalf of itself and the members of the SpinCo Group and Westinghouse Air Brake...Tax Matters Agreement • May 24th, 2018 • Westinghouse Air Brake Technologies Corp • Railroad equipment • Delaware
This TAX MATTERS AGREEMENT (the “Agreement”) is entered into as of [●] among General Electric Company (the “Company”), a New York corporation, on behalf of itself and the members of the Company Group, Transportation Systems Holdings Inc. (“SpinCo”), a Delaware corporation, on behalf of itself and the members of the SpinCo Group, Westinghouse Air Brake Technologies Corporation (“Parent”), a Delaware corporation, on behalf of itself and the members of the Parent Group, and Wabtec US Rail, Inc. (“Direct Sale Purchaser”), a Delaware corporation.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 24th, 2018 • Westinghouse Air Brake Technologies Corp • Railroad equipment • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of May 20, 2018, by and among General Electric Company, a New York corporation (the “Company”), and each of the Persons listed on Schedule 1 hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
SEPARATION, DISTRIBUTION AND SALE AGREEMENT dated as of May 20, 2018 among GENERAL ELECTRIC COMPANY, TRANSPORTATION SYSTEMS HOLDINGS INC., WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION and WABTEC US RAIL, INC.Separation, Distribution and Sale Agreement • May 24th, 2018 • Westinghouse Air Brake Technologies Corp • Railroad equipment • New York
SEPARATION, DISTRIBUTION AND SALE AGREEMENT (this “Agreement”), dated as of May 20, 2018, is entered into by and among General Electric Company, a New York corporation (the “Company”), Transportation Systems Holdings Inc., a Delaware corporation and a wholly owned Subsidiary of the Company (“SpinCo”), Westinghouse Air Brake Technologies Corporation, a Delaware corporation (“Parent”), and Wabtec US Rail, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Direct Sale Purchaser”).
