Honeywell To Acquire Majority Stake In Thomas Russell Co., Bolstering Its Offerings For Natural Gas Processing

Broadens Gas Offerings of Honeywell's UOP Unit to Meet Fast-Growing Demand for Recovery of High-Value Natural Gas Liquids

UOP Well Positioned as Production and Demand of Natural Gas Grows in the U.S., Globally

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Honeywell

Oct 01, 2012, 08:00 ET

MORRIS TOWNSHIP, N.J., Oct. 1, 2012 /PRNewswire/ -- Honeywell (NYSE: HON) announced today its UOP business has signed a definitive agreement to purchase a 70 percent stake in Thomas Russell Co., a privately-held, leading provider of technology and equipment for natural gas processing and treating. UOP, part of Honeywell Performance Materials and Technologies, is a leader in process technology, materials and equipment to petroleum refining, petrochemical, and gas processing industries.

With the acquisition, Honeywell's UOP will offer a broad range of key technologies and products that allow shale and conventional natural gas producers to remove contaminants from natural gas and recover high-value natural gas liquids used for petrochemicals and fuel.

Under the terms of the agreement, Honeywell's UOP will acquire a 70 percent stake in Thomas Russell for $525 million in cash. Honeywell's UOP has a right to acquire the remaining 30 percent stake and Thomas Russell has a right to sell the remaining 30 percent stake in the company to UOP at a price based on operating income performance.

"Thomas Russell Co. is a terrific complement to our current business and is particularly well positioned to serve the growing market for processing shale gas, as well as gas from oil fields," said Andreas Kramvis, president and CEO of Honeywell Performance Materials and Technologies. "With this acquisition, UOP will provide a comprehensive range of key technologies to natural gas producers globally, as well as a broad range of technologies to convert natural gas feedstocks into high-value petrochemicals."

The deal is subject to customary regulatory approvals and is expected to close in the fourth quarter. The company does not anticipate the closing of the deal to impact its earnings per share guidance range for 2012, and it expects the acquisition to be accretive to 2013 earnings.

Founded in 2002, Thomas Russell specializes in the design, engineering, fabrication and start-up of skid-mounted modular packaged plants systems for the recovery and upgrading of natural gas liquids (NGLs). NGLs, including ethane, propane, and butane are in high demand as feedstocks for petrochemical production.

Headquartered in Tulsa, Okla., the company operates a fabrication facility in Port of Catoosa, Okla. The recognized leader in this technology, it has customer installations in more than 10 states in the U.S. The company's 2012 revenues are expected be approximately $425 million.

"Thomas Russell will be joining a recognized leader in technology for refining, petrochemicals and gas processing, allowing the business to continue to grow to meet customer needs globally," said Tom Russell, founder and CEO of Thomas Russell Co. "Our product and technology offerings complement those of UOP's Gas Processing and Hydrogen business, and we share the same commitment to the natural gas market."

Honeywell UOP's Gas Processing and Hydrogen business has technology, equipment and materials to treat and process natural gas as well as to purify hydrogen used in refineries. Its gas technologies extract contaminants such as water, mercury, sulfur and carbon dioxide from raw natural gas as well as technology to recover NGLs. The business has supplied technology to more than 3,600 individual process units for gas processing in a broad range of applications through the world, including new applications such as Floating, Processing, Storage and Offloading (FPSO) vessels that recover natural gas from offshore wells.

Natural gas is the world's fastest-growing fossil fuel, with consumption expected to reach 160 trillion cubic feet by 2035. Honeywell's UOP has increased its offerings in natural gas in recent years, acquiring the gas membranes product line from W.R. Grace in 2009 and forming an exclusive marketing alliance with Netherlands-based Twister B.V., a maker of advanced natural gas separation technology. Honeywell's UOP opened a gas processing design center in Kuala Lumpur, Malaysia in June 2008 and a manufacturing and operations center to produce natural gas membrane elements in Penang, Malaysia, in July 2012 to better serve growing natural gas markets in Southeast Asia and around the world.

"UOP has served the natural gas industry for more than 50 years," said Rajeev Gautam, president and CEO of UOP. "I am very excited to have Thomas Russell Co. join with UOP, allowing us to better serve this important growth industry with a comprehensive range of solutions."

UOP LLC, headquartered in Des Plaines, Illinois, USA, is a leading international supplier and licensor of process technology, catalysts, adsorbents, process plants, and consulting services to the petroleum refining, petrochemical, and gas processing industries. UOP is a wholly-owned subsidiary of Honeywell International, Inc. and is part of Honeywell's Performance Materials and Technologies strategic business group. For more information, go to www.uop.com.

Honeywell (www.honeywell.com) is a Fortune 100 diversified technology and manufacturing leader, serving customers worldwide with aerospace products and services; control technologies for buildings, homes and industry; turbochargers; and performance materials. Based in Morris Township, N.J., Honeywell's shares are traded on the New York, London, and Chicago Stock Exchanges. For more news and information on Honeywell, please visit www.honeywellnow.com.

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