AUBURN HILLS, Mich.,
Feb. 15, 2022
/PRNewswire/ -- BorgWarner Inc. (NYSE: BWA), Santroll Electric
Auto and Santroll Automotive Components today announced that they
have signed an Equity Transfer Agreement (ETA) under which
BorgWarner will acquire Santroll Automotive Components, a carve-out
of Santroll's eMotor business, for up to ¥1.4 billion, comprised of
a closing payment of ¥1.1 billion and an earnout of up to ¥0.3
billion. The transaction will be funded primarily with existing
cash balances.
Based in Tianjin, China,
Santroll designs and manufactures hairpin and concentrated-winding
technology eMotors for use in light vehicles. Santroll supplies its
patented technology to the Chinese OEM market. With nearly 400
full-time employees, Santroll brings manufacturing equipment design
capabilities and proven automation expertise that have allowed it
to secure business relationships with many leading customers in
China.
The acquisition is expected to strengthen BorgWarner's vertical
integration, scale, and portfolio breadth in light vehicle e-motors
while allowing for increased speed to market. The closing is
expected in late first quarter 2022 and is subject to satisfaction
of customary closing conditions.
"The eMotor remains an important element of BorgWarner's
electric vehicle growth strategy," said Frédéric Lissalde,
President and CEO of BorgWarner. "Santroll will bring patented
eMotor technology that will complement the breadth of our existing
eMotor line. Together, we expect to build a differentiating
vertically integrated production capability that creates scale
while delivering enhanced solutions to our customers."
About BorgWarner
BorgWarner Inc. (NYSE: BWA) is a
global product leader in delivering innovative and sustainable
mobility solutions for the vehicle market. Building on its original
equipment expertise, BorgWarner also brings market-leading product
and service solutions to the global aftermarket. With manufacturing
and technical facilities in 93 locations in 22 countries, the
company employs approximately 49,000 people worldwide. For more
information, please visit borgwarner.com.
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forward-looking statements. Accounting estimates, such as those
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Estimates" in Item 7 of our most recently-filed Annual Report on
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forward-looking statements are based on assumptions and analyses
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under the circumstances. Forward-looking statements are not
guarantees of performance, and the Company's actual results may
differ materially from those expressed, projected or implied in or
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You should not place undue reliance on these forward-looking
statements, which speak only as of the date of this press release.
Forward-looking statements are subject to risks and uncertainties,
many of which are difficult to predict and generally beyond our
control, that could cause actual results to differ materially from
those expressed, projected or implied in or by the forward-looking
statements. These risks and uncertainties, among others, include:
supply disruptions impacting us or our customers, such as the
current shortage of semiconductor chips that has impacted original
equipment manufacturer ("OEM") customers and their suppliers,
including us; commodities availability and pricing; competitive
challenges from existing and new competitors including OEM
customers; the challenges associated with rapidly-changing
technologies, particularly as relates to electric vehicles, and our
ability to innovate in response; uncertainties regarding the extent
and duration of impacts of matters associated with the COVID-19
pandemic, including additional production disruptions; the
difficulty in forecasting demand for electric vehicles and our
electric vehicles revenue growth; the possibility that the proposed
acquisition of Santroll's light vehicle eMotor business will not be
consummated; the ability to identify targets and consummate
acquisitions on acceptable terms; failure to realize the expected
benefits of acquisitions on a timely basis including our recent
acquisition of AKASOL AG and our 2020 acquisition of Delphi
Technologies PLC; the ability to identify appropriate combustion
portfolio businesses for disposition and consummate planned
dispositions on acceptable terms; the failure to promptly and
effectively integrate acquired businesses; the potential for
unknown or inestimable liabilities relating to the acquired
businesses; our dependence on automotive and truck production, both
of which are highly cyclical and subject to disruptions; our
reliance on major OEM customers; fluctuations in interest rates and
foreign currency exchange rates; our dependence on information
systems; the uncertainty of the global economic environment; the
outcome of existing or any future legal proceedings, including
litigation with respect to various claims; future changes in laws
and regulations, including, by way of example, taxes and tariffs,
in the countries in which we operate; impacts from any potential
future acquisition or disposition transactions; and the other risks
noted in reports that we file with the Securities and Exchange
Commission, including Item 1A, "Risk Factors" in our most
recently-filed Form 10-K and/or Quarterly Report on Form 10-Q. We
do not undertake any obligation to update or announce publicly any
updates to or revisions to any of the forward-looking statements in
this press release to reflect any change in our expectations or any
change in events, conditions, circumstances, or assumptions
underlying the statements.
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SOURCE BorgWarner