Basically, A123 owed Johnson Controls (JCI) money (under something called a "stalking horse agreement" which is probably less fun than it sounds) and JCI now says that it should get this unspecified amount of money because it is entitled to do so. The money was put into escrow because there were questions about JCI lobbying against the Wanxiang sale. JCI contends the "activities of Johnson Controls' representatives involving public officials are consistent with First Amendment rights to free speech and are strictly governed by the company's ethics policy and comply with government regulations." Some members of Congress are wondering if the A123 sale will reveal trade secrets to the Chinese.
Alex Molinaroli, Johnson Controls Power Solutions president, said in a statement that, "Johnson Controls remains open to considering future opportunities to acquire relevant portions of A123's assets, keeping this critically important technology in the United States, preserving jobs and furthering the purpose of the American Reinvestment and Recovery Act," should the Wanxiang sale not go through. JCI says it, "shares concerns that have been voiced by members of Congress and other interested parties."
Company objects to delay in payment of break-up fee and expense reimbursement
MILWAUKEE, Dec. 17, 2012 /PRNewswire/ -- Johnson Controls filed an appeal in bankruptcy court today of the Dec. 11, 2012 sale order approving Wanxiang's purchase of A123 Systems. As part of the sale order, the court ordered the escrow of the break-up fee and expense reimbursement due to the company under its stalking horse agreement with A123. Johnson Controls is appealing the sale order to obtain the breakup fee and expense reimbursement to which it is entitled under that agreement and which were previously approved by the bankruptcy court.
"We appreciated the opportunity to serve as stalking horse, which resulted in significant value to the estate, creditors and employees," said Alex Molinaroli , president, Johnson Controls Power Solutions.
A123 was directed to place the breakup fee and expense reimbursement in escrow after A123's creditors' committee suggested to the court that Johnson Controls was lobbying against the sale of A123 to Wanxiang.
"As a market leader and major employer with significant operations in the United States, we have expertise and insights regarding the industries we serve, which are important resources for leaders and decision makers. Our representatives regularly provide educational material and expert opinions on many topics including advanced batteries, lithium-ion technology and the various applications they serve," said Molinaroli.
Johnson Controls maintains an active government relations function that involves regular interaction with policy makers and agencies on the full range of issues relevant to the company. The activities of Johnson Controls' representatives involving public officials are consistent with First Amendment rights to free speech and are strictly governed by the company's ethics policy and comply with government regulations.
The significant issue of U.S. regulatory approval required for any sale of A123 to Wanxiang has been a constant challenge dating back to Wanxiang's original failed attempt to acquire A123 earlier in 2012 prior to bankruptcy. Johnson Controls has consistently maintained that national security questions tied to the core technology used in all of A123's businesses represent a risk to the sale which cannot be dismissed until resolved by the government review process.
Johnson Controls shares concerns that have been voiced by members of Congress and other interested parties and therefore will continue to monitor this process.
"Should the sale of A123 Systems to Wanxiang not be completed for any reason, Johnson Controls remains open to considering future opportunities to acquire relevant portions of A123's assets, keeping this critically important technology in the United States, preserving jobs and furthering the purpose of the American Reinvestment and Recovery Act," said Molinaroli.
About Johnson Controls
Johnson Controls is a global diversified technology and industrial leader serving customers in more than 150 countries. Our 170,000 employees create quality products, services and solutions to optimize energy and operational efficiencies of buildings; lead-acid automotive batteries and advanced batteries for hybrid and electric vehicles; and interior systems for automobiles. Our commitment to sustainability dates back to our roots in 1885, with the invention of the first electric room thermostat. Through our growth strategies and by increasing market share we are committed to delivering value to shareholders and making our customers successful. In 2012, Corporate Responsibility Magazine recognized Johnson Controls as the #5 company in its annual "100 Best Corporate Citizens" list. For additional information, please visit http://www.johnsoncontrols.com.
About Johnson Controls Power Solutions
Johnson Controls Power Solutions is the global leader in lead-acid automotive batteries and advanced batteries for Start-Stop, hybrid and electric vehicles. Our 50 manufacturing, recycling and distribution centers supply more than one-third of the world's lead-acid batteries to major automakers and aftermarket retailers. Through our innovations we are building the advanced battery industry for hybrid and electric vehicles. We were the first company in the world to produce lithium-ion batteries for mass-production hybrid vehicles. Our commitment to sustainability is evidenced by our world-class technology, manufacturing and recycling capabilities.