For each share of GE common stock that is validly tendered and not withdrawn by shareholders and that is accepted by GE pursuant to the exchange offer, GE will deliver 1.0505 shares of Synchrony common stock to or at the direction of any such tendering holder.
Because the exchange offer will be subject to proration if the exchange offer is oversubscribed, the number of shares of GE common stock that GE accepts in the exchange offer may be less than the number of shares tendered by shareholders.
Based on the final exchange ratio, GE would accept for exchange approximately 671 million shares of its common stock upon consummation of a fully subscribed exchange offer. The exchange offer is currently scheduled to expire at midnight Eastern Standard Time at the end of the day on November 16, 2015, unless extended or terminated.
“We expect to complete the exchange offer next week and are pleased with the result of the pricing period and final exchange ratio. The result is good for GE shareholders as we expect to retire about 671 million shares and reduce our outstanding float by approximately 6.6% upon completion of the exchange offer,” said GE Capital chairman and CEO Keith Sherin.
Goldman Sachs, J.P. Morgan Securities, Merrill Lynch, Pierce, Fenner & Smith, Citigroup Global Markets and Morgan Stanley are serving as the dealer managers for the exchange offer.