Adient Files SEC Form 10 For Planned Spin-off From Johnson Controls

Johnson Controls (JCI) announced that Adient has filed its initial Form 10 Registration Statement with the U.S. Securities and Exchange Commission (SEC). The two companies say this filing of the Form 10 is a significant milestone in the separation of the automotive seating and interiors businesses from Johnson Controls and the creation of Adient. The separation will create two separate, publicly traded companies, each of which will be able to focus exclusively on its own businesses and distinct needs, enhancing the long-term performance of each company.

“Today’s filing signifies an important step in the spin-off of the Johnson Controls automotive seating and interiors businesses into the new, independent Adient,” said incoming Adient Chairman and CEO R. Bruce McDonald. “Adient will be the world’s largest automotive seating supplier. As an independent public company, we will have the flexibility to invest in our core business and rapidly capitalize on emerging automotive trends. With a strong focus on innovation and operational excellence on a global scale, and driven by a strong management team, we will be positioned to provide unparalleled service to our customers.”

Adient will have more than 230 locations in 33 countries, approximately 75,000 employees and a leading position in China. With $20 billion in consolidated annual revenues, Adient will deliver 25 million seating systems used on more than 360 vehicle nameplates around the globe. Adient is organized under the laws of England and Wales and will have corporate offices in Milwaukee, Wisconsin; Plymouth, Michigan; Burscheid, Germany; and Shanghai.

Completion of the spin-off is subject to a number of conditions, including, among others, the effectiveness of the Form 10 and other customary conditions. The spin-off remains subject to final approval of the Johnson Controls board.

Adient’s Expected Board of Directors

The Form 10 includes the expected composition of Adient’s board of directors. After completion of the spin-off, Adient’s board of directors is expected to be comprised of eight members, six of whom are named in the filing. Three Johnson Controls board members are moving to Adient. Including Chairman and CEO R. Bruce McDonald, the Adient board of directors will comprise:

John Barth: Barth has extensive experience in the automotive industry and leading public companies as the chairman of Johnson Controls from 2004 to 2007 and CEO from 2002 to 2007. Barth will serve as the Adient lead director.
Julie Bushman:Bushman has served as a director of Johnson Controls since 2012. She is currently the senior vice president, business transformation and information technology of 3M Co., and has served in that role since 2013.
Raymond Conner: Conner has served as a director of Johnson Controls since 2013. Conner is currently the vice chairman of The Boeing Co. and president and CEO of Boeing Commercial Airplanes and has served in those roles since 2013 and 2012, respectively.
Richard Goodman:Goodman has served as a director of Johnson Controls since 2008. He also serves as a director and as the chair of the audit committee and member of the nominating and governance committee of Kindred Healthcare, chair of the audit committee and member of the compensation and benefits committee of The Western Union Co. and chair of the Audit Committee of Toys “R” Us.
Frederick Henderson:Henderson is currently the chairman and CEO of SunCoke Energy and of SunCoke Energy Partners GP, and has served in those roles since 2010 and 2012, respectively. He was president and CEO of General Motors during 2009, president and chief operating officer of General Motors from 2008-’09 and vice chairman and chief financial officer of General Motors from 2006-’08.