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HONEYWELL EXPECTS ACQUISITION OF ELSTER TO CLOSE IN 2015

*ï‚· Global Leader in Gas Heating, Controls, Metering, and Advanced Technologies
*ï‚· Expected to Add ~$1.8 Billion in Annualized Sales
*ï‚· Creates New Platform for Organic and Inorganic Growth
*ï‚· $5.1 Billion Transaction Announced in July 2015 Closes Earlier Than Anticipated


Honeywell has announced that all necessary regulatory approvals have been received for its acquisition of the Elster Division of Melrose Industries plc and it now anticipates to close the transaction on December 29, 2015. Elster is a leading provider of thermal gas solutions for commercial, industrial, and residential heating systems and gas, water, and electricity meters, including smart meters and software and data analytics solutions. The acquisition, which Honeywell announced on July 28, 2015, closed earlier than anticipated following approval by Melrose shareholders and required regulatory approvals, including those in the U.S., European Union, and China.

"The acquisition of Elster adds outstanding technologies, strong well-recognized brands, energy efficiency know-how, and a global presence to the Honeywell portfolio," said Honeywell Chairman and CEO Dave Cote. "We see Elster as a great opportunity to deploy HOS Gold to drive new growth and greater profitability in each of Elster's businesses. This acquisition is expected to generate strong future returns for our shareowners, consistent with what you have come to expect from Honeywell."

Elster's gas heating and gas, water, and electricity metering businesses will be integrated with Honeywell's Environmental & Energy Solutions business (E&ES), part of Honeywell Automation and Control Solutions. Elster's upstream and midstream gas applications businesses will be integrated with Honeywell Process Solutions, within Honeywell Performance Materials and Technologies.

There is no change to the Company's 2015 or 2016 financial guidance provided on December 16 as a result of the announcement.

For more information, please visit: www.honeywell.com

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