2014

United Technologies Announces Final Results of Cash Tender Offers for Goodrich Notes

HARTFORD, Conn., Jan. 8, 2013 /PRNewswire/ -- United Technologies Corp.  (NYSE: UTX) today announced the final results for the previously announced cash tender offers (the "Offers") for six series of outstanding notes issued by the Goodrich Corporation. As of the expiration of the Offers at midnight, New York City time, at the end of Jan. 7, 2013 (the "Expiration Time"), approximately $30.9 million principal amount of the 2018 notes, approximately $129.3 million principal amount of the 2020 notes, approximately $305.8 million principal amount of the 2021 notes, approximately $9.4 million principal amount of the 2027 notes, approximately $120.2 million principal amount of the 2036 notes and approximately $40.9 million principal amount of the 2038 notes were validly tendered and not validly withdrawn in the Offers, or a total of $636.5 million principal amount of all notes subject to the Offers. 

Subject to the terms and conditions of the Offers, UTC has accepted for purchase all of the notes validly tendered and not validly withdrawn pursuant to the Offers at or prior to the Expiration Time and that have not previously been purchased during the course of the Offers. Payment for notes accepted for purchase will be made on Jan. 8, 2013.

This press release is neither an offer to purchase nor a solicitation of an offer to sell securities.  No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation, or sale would be unlawful.  The Offers are being made solely pursuant to terms and conditions set forth in the Offer to Purchase and the Letter of Transmittal.

Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc. and Goldman, Sachs & Co. are serving as Joint Dealer Managers for the Offers.  Questions regarding the Offers may be directed to Merrill Lynch at 888-292-0070 (toll free) or 646-855-3401 (collect), to Deutsche Bank at 866-627-0391 (toll free) or 212-250-2955 (collect), or to Goldman Sachs at 800-828-3182 (toll free) or 212-902-6941 (collect).  Requests for the Offer to Purchase or the Letter of Transmittal or the documents incorporated by reference therein may be directed to D.F. King & Co., Inc., which is acting as Tender and Information Agent for the Offers, at the following telephone numbers: banks and brokers, (212) 269-5550; all others toll free at (800) 967-4604.

United Technologies Corp., based in Hartford, Conn., is a diversified company providing high technology products and services to the building and aerospace industries.

This press release includes statements related to proposed transactions, anticipated uses of cash, and plans to reduce debt that constitute "forward-looking statements" under the securities laws.  Forward-looking statements can be identified by the use of words such as "believe," "expect," "expectations," "plans," "strategy," "prospects," "estimate," "project," "target," "anticipate," "will," "should," "see," "guidance," "confident" and other words of similar meaning in connection with a discussion of future operating or financial performance.  All forward-looking statements involve risks, uncertainties and assumptions that may cause actual results to differ materially from those expressed or implied in the forward-looking statements.  Risks and uncertainties include, without limitation, the effect of economic conditions in the markets in which we operate, including financial market conditions, fluctuation in commodity prices, interest rates and foreign currency exchange rates; future levels of capital and research and development spending; levels of end market demand in construction and in the aerospace industry; levels of air travel; financial difficulties of commercial airlines; the financial condition of our customers and suppliers; cost reduction efforts and restructuring costs; the scope, nature or impact of acquisitions, dispositions, joint ventures and other business arrangements, including integration of acquired businesses; the development and production of new products and services; and the effect of changes in laws and regulations and political conditions in countries in which we operate and other factors beyond our control.  For additional information identifying risk factors and uncertainties, see our reports on Forms 10-K, 10-Q and 8-K filed with the SEC from time to time, including, but not limited to, the information included in UTC's Forms 10-K and 10-Q under the headings "Business," "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Legal Proceedings" and in the notes to the financial statements included in UTC's Forms 10-K and 10-Q.  The forward looking statements included in this press release are made only as of the date hereof.  UTC undertakes no obligation to update the forward-looking statements to reflect subsequent events or circumstances.

UTC-IR

Contact: Ian Race                      
(860) 728-6515      
www.utc.com

SOURCE United Technologies Corp.



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