The companys recent strategic moves, ambitious commitments, and leadership evolution all demonstrate its focus on advancing progress. In this role, which he began in October 2018, Karsanbhai was responsible for leading strategies, technologies and innovations to help essential industries enhance operations and achieve Top Quartile performance. I hope you had a good 4th of July weekend. Emerson CEO Lal Karsanbhai says St. Louis needs to make a change in order to attract new businesses and keep the ones it has. Lal Karsanbhai is president and chief executive officer of Emerson. Conference call slides will be posted in advance of the call on the company website and at www.MaximizingValueAtNI.com. All statements, other than historical facts, are forward-looking statements, including: statements regarding the expected timing and structure of the proposed transaction; the ability of the parties to negotiate, enter into and complete the proposed transaction; the expected benefits of the proposed transaction, such as improved operations, enhanced revenues and cash flow, synergies, growth potential, market profile, business plans, expanded portfolio and financial strength; the competitive ability and position of Emerson following completion of the proposed transaction; legal, economic and regulatory conditions; and any assumptions underlying any of the foregoing. To that end, we would be willing to extend the standstill agreement by one week and may see the potential for a very modest increase in value, subject to the following: We believe our offer is compelling and that there is a path to working with your Board privately and collaboratively towards a potential transaction. We have to be ready to debate. Emerson has performed due diligence with publicly available information and would have only limited and specific confirmatory due diligence requirements. Lal KarsanbhaiPresident and Chief Executive Officer, June 16, 2022 NI's Response to May 25 Letter, Lal KarsanbhaiPresident and Chief Executive OfficerEmerson Electric Co.8000 West Florissant AvenuePO Box 4100St. We are prepared to engage with NI's Board and management team immediately and have organized the resources to work towards a transaction expeditiously. For eight months, NI delayed and refused to engage meaningfully with Emerson, as outlined in the correspondence below. He joined the Bank in 1990 as an economist in the Research Division. It is our sincere hope that your Boardhaving had multiple opportunities to communicate its strategy and outlook to the market with no material change in NI's share pricewill view this Improved Proposal favorably and now engage with us in a constructive dialogue. The estimated Net Worth of Surendralal Lanca Karsanbhai is at least $13.9 Million dollars as of 16 November 2022. Our Proposal to acquire all of NI's outstanding shares at $48 per share in cash offers significant value to your shareholders measured against both short and longer-term metrics, specifically a: We are highly confident your shareholders would view our cash offer favorably and recent market data points reinforce this view, including: We prefer to engage in collaborative, bilateral discussions with minimal distraction to your management team to reach an agreement privately. The Definitive Agreement would be negotiated and executed by Emerson and NI and closing would be conditioned upon required NI shareholder approval, required regulatory approvals and other customary conditions. I can be available Thursday between 11:30 and 2:00 and after 3:30 CST, and Friday any time before noon. Prior to being named CEO, Karsanbhai led Emersons Automation Solutions business. President The second is accountability. We can give no assurance that such plans, estimates or expectations will be achieved and therefore, actual results may differ materially from any plans, estimates or expectations in such forward-looking statements. But an organization is better off with a decision that can be ultimately, perhaps, corrected over time and to move forward in a direction. Frank Dellaquila - CFO. Emerson has organized the resources to work expeditiously toward a transaction with NI, has shared a merger agreement with NI, and is prepared to transact promptly. And third, as we learned multiple times now, is agility. Louis, MO 63136-8506. One Federal Reserve Bank Plaza Studio Clarus2023-02-28T09:03:05+00:0028 Febbraio 2023|, La domanda per accedere al credito dimposta previsto dallagevolazione [], Studio Clarus2021-05-04T06:44:46+00:008 Gennaio 2021|. The proposed transaction continues Emerson's transformation into a global automation company. By selecting a new country/region, product(s) may be unavailable and items in your shopping cart will be removed. Box 407, Memphis, TN 38101-0407 (901) 523-7171 List of Directors Class A Class B Class C LITTLE ROCK BRANCH LOUISVILLE BRANCH MEMPHIS BRANCH Last Update: January 27, 2023 ", Combination Would Advance Emerson's Global Automation Focus. Lal Karsanbhai - President and Chief Executive Officer - LinkedIn Attached please find a request for both documents and related confirmations for delivery to the Secretary. Surendralal's mailing address filed with the SEC is C/O EMERSON ELECTRIC CO., 8000 W. FLORRISSANT AVENUE, ST. LOUIS, MO, 63136. Its Automation Solutions business helps process, hybrid, and discrete manufacturers maximize production, protect personnel and the environment while optimizing their energy and operating costs. Participants can access a live webcast available at www.Emerson.com/en-us/investors at the time of the call. The Board of Directors (the "Board") of National Instruments Corporation ("NI") has carefully reviewed your letter dated May 25, 2022, with the assistance of our financial and legal advisors. With NI, Emerson would gain a strong, complementary portfolio of differentiated electronic test and measurement offerings, and a technology stack of industry-leading intelligent devices, controls and software that complements Emerson's technology stack in its core automation markets. Studio Clarus usa i dati che fornisci al solo scopo di rispondere alle vostre richieste nel rispetto del Regolamento UE 2016/679 GDPR. Emerson, headquartered in St. Louis, Missouri (USA), is a global technology and engineering company providing innovative solutions for customers in industrial, commercial, and residential markets. Learn more about his forward-thinking vision, focused on St. Louis, MO 63102 Given the upcoming July 4th holiday, we recognize you may not be able to get back to us until the week of July 11th. This copy is for your personal, non-commercial use only. Number three, above all, its incredibly important to stay true to the vision and the strategy and for the organization as a whole to live our purpose. These risks, as well as other risks associated with the proposed transaction, will be more fully discussed in any proxy statement(s) and other relevant materials related to the proposed transaction if and when they are filed with the SEC. Ill answer that through what I believe is the most important role that I have as CEO of Emerson, which is nurturing talent, the ability of our company to attract and retain the best. July 6, 2022 NI's First Response to June 22 Letter, From: Eric StarkloffSent: Wednesday, July 6, 2022To: Lal KarsanbhaiSubject: Re: Follow-up to NI letter dated June 16. NI Shareholders: Stop Your Board's Delay Tactics. P.O. Broadway and Locust Streets Given you have now been in possession of a Proposal from Emerson since May, and now an Improved Proposal, I request that you respond promptly to this letter. NI did not respond to Emerson's latest letter sent on January 11 before its public announcement. Karsanbhai has a bachelors degree in economics from the University of Michigan and a masters degree in business administration from Washington University in St. Louis. He started his professional career at Emerson in 1995, the year he Please enable JavaScript to use this website. Most recently he exercised 10,000 units of EMR stock worth $650,700 on 16 November 2022. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of proxies in connection with the election of the Nominees as directors of the Company and/or the Proposed Transaction, including a description of their direct or indirect interests in such matters, by security holdings or otherwise, will be set forth in any proxy statement(s) and other relevant materials related to such matters if and when they are filed with the SEC. (314) 444-8444 As such, we are increasing our Proposal, from $48 per share to $53 per share (our "Improved Proposal"). 2023 Emerson Electric Co. All rights reserved. So, Lal, how have you evolved as a leader in your role as the CEO of Emerson? Our offer provides shareholders with credit today for significant future earnings, including your recently updated guidance at attractive premiums: From our first outreach in May 2022, we have attempted to work with you privately to see if we could reach a deal and we are highly confident we could announce a deal within days and by no later than your Q4 results on January 31st. Karsanbhai was named president of Emersons Fisher regulator technologies in 2008. In the role, he was responsible for a global business comprised of four distinct business units, nine manufacturing plants and 2,200 employees. In 2012, he moved to the role of vice president of planning, which he held until 2014. Karsanbhai will be just the fourth CEO since 1954 to lead the industrial Our strong preference is to work constructively and expeditiously with you and your board to announce a Definitive Agreement. The Board has unanimously determined that your letter does not provide a basis for further discussions. November 15, 2022 NI's Response to November 3 Letter. Honeywell is headquartered in Charlotte, North Carolina, and was founded in 1906. So, staying decisive, staying respectful, staying true to the vision, all great points. Emerson has 19,630 fewer employees vs. ABB. Over 90% of the challenges that Emerson faces on a daily basis I never hear about. After receiving your terse response and continued refusal to engage with Emerson for the benefit of NI's shareholders, we decided to wait to see if your revised guidance, investor day communication, and Q3 results might fundamentally alter investors' views of NI's value or signal an acceleration in NI's outlook that we could incorporate into our thinking before reaching out to you again. NI then informed Emerson that this would be the extent of its engagement. HBR Learnings online leadership training helps you hone your skills with courses like Team Management. In addition, pursuant to NI's Bylaws, a stockholder proposing to nominate directors for election at the next AGM is required to submit two documents in the form provided by the Company Secretary. Really nice to be here with you. We need to be agile. Distribution and use of this material are governed by Un bando rivolto alle imprese per sostenere il mercato del lavoro: partecipa entro il 18 gennaio. WebEmerson is a Public company that was founded in Saint Louis, Missouri in 1890. NI and its Board of Directors take your proposal seriously, in accordance with our fiduciary duties. Find family history information in a whole new way. BONUS PUBBLICITA: prorogato anche per il 2021! The team executes. WebLal Karsanbhai. January 27, 2023, Federal Reserve Bank and Branch Directors, Transcripts and other historical materials, Federal Reserve Balance Sheet Developments, Community & Regional Financial Institutions, Federal Reserve Supervision and Regulation Report, Federal Financial Institutions Examination Council (FFIEC), Securities Underwriting & Dealing Subsidiaries, Types of Financial System Vulnerabilities & Risks, Monitoring Risk Across the Financial System, Proactive Monitoring of Markets & Institutions, Responding to Financial System Emergencies, Regulation CC (Availability of Funds and Collection of Checks), Regulation II (Debit Card Interchange Fees and Routing), Regulation HH (Financial Market Utilities), Federal Reserve's Key Policies for the Provision of Financial Services, Sponsorship for Priority Telecommunication Services, Supervision & Oversight of Financial Market Infrastructures, International Standards for Financial Market Infrastructures, Payments System Policy Advisory Committee, Finance and Economics Discussion Series (FEDS), International Finance Discussion Papers (IFDP), Estimated Dynamic Optimization (EDO) Model, Aggregate Reserves of Depository Institutions and the Monetary Base - H.3, Assets and Liabilities of Commercial Banks in the U.S. - H.8, Assets and Liabilities of U.S. In 2012, he moved to the role of vice president of planning, which he held until 2014. (901) 523-7171, Board of Governors of the Federal Reserve System, 20th Street and Constitution Avenue N.W., Washington, DC 20551, Last Update: Karsanbhai is fluent in Portuguese, French and English and December 7, 2022 Emerson's Request to NI for Director and Officer Questionnaire, From: Lal KarsanbhaiSent: Wednesday, December 7, 2022To: Eric StarkloffSubject: Re: Re: Re: Follow up to NI letter dated August 2nd. The most active insiders traders include Randall L Stephenson, David N Farr, and Technologies Inc Aperture. We are pleased to hear that you have established a working group of the Board to evaluate our proposal and other strategic alternatives. I am writing to follow up on our November 3rd letter which outlined our improved proposal for the acquisition of all of the outstanding shares of National Instruments Corporation ("NI") by Emerson Electric Co. ("Emerson"). BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY ANY PROXY STATEMENT(S) AND/OR OTHER DOCUMENTS IF AND WHEN THEY ARE FILED BY EMERSON, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, IN CONNECTION WITH THE ELECTION OF THE NOMINEES AND/OR THE PROPOSED TRANSACTION, BECAUSE THESE DOCUMENTS CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE ELECTION OF THE NOMINEES, THE PROPOSED TRANSACTION, AND RELATED MATTERS. Pleasecontact usfor assistance. Manufacturer promotes Lal Karsanbhai to chief executive; Farr to remain chairman until May. We are offering an immediate financial benefit to your shareholders, and a high-quality home for NI, benefiting your employees, customers, suppliers and communities. Louis, MOwww.emerson.com/en-us/investors, Colleen Mettler, Vice President(314) 553-2197investor.relations@emerson.com, Innisfree M&A IncorporatedScott Winter / Jonathan Salzberger(212) 750-5833. The attached demand provides the contact information for coordinating NI's response through Emerson's outside counsel, Davis Polk. He is currently an honorary professor of economicsat Washington University in St. Louis. Emerson and the Nominees are anticipated to be participants in the solicitation of proxies in connection with the election of the Nominees as directors of the Company. NI has an attractive financial profile, with approximately 70% gross margins. Studio Clarus2021-05-04T06:45:57+00:0030 Dicembre 2020|. You have had our Revised Proposal since November 3rd and over two weeks have passed since your last communication. Pete Lilly - IR. Leadership is about the team. On average, Surendralal trades about 2,159 units every 111 days since 2018. 2019 MINI COOPER S COUNTRYMAN SIGNATURE in Edmond, OK Mini Cooper Countryman Features and Specs. Although we question the motivations for your updated guidance, we do believe in the long-term potential of the NI business under Emerson's leadership and, in the spirit of achieving engagement, we are willing to incorporate your updated outlook to improve our offer. I received your letter dated Thursday, June 16th, responding to our proposal from Wednesday, May 25th (the "Proposal") for the acquisition of all of the outstanding shares of National Instruments Corporation ("NI") by Emerson Electric Co. ("Emerson"). Lal Karsanbhai, President & CEO Yeah, youre absolutely right, Todd. While it would be premature for our advisors to meet at this time, we will consider a future meeting with representatives from the working group and management after the Thanksgiving holiday. The first is trust and empowerment. Branch Banks at Little Rock, Arkansas; Louisville, Kentucky; and Memphis, Tennessee. Great. On November 15, 2022, NI responded to Emerson, indicating that it had created a working group of its Board to examine Emerson's proposal in greater detail, as well as evaluate options with the assistance of advisors. About Emerson. He is currently serving a full term that began March 1, 2021. Mr. Farr is one of the longest-serving CEOs in the S&P 500. November 21, 2022 NI's Response to Emerson, From: Eric StarkloffSent: Monday, November 21, 2022To: Lal Karsanbhai; Michael McgrathSubject: Re: Follow up to NI letter dated August 2nd. We are prepared to move quickly to complete such due diligence when appropriate. November 16, 2022 Emerson's Response to NI, From: Lal KarsanbhaiSent: Wednesday, November 16, 2022To: Eric Starkloff; Michael McGrathSubject: Re: Follow up to NI letter dated August 2nd. Best wishes for a happy holidays. CEO Lal Karsanbhai sold the companys 150-plus acre campus in St. Louis, but the grass isnt greener anywhere else. The Board remains unanimously of the view that your proposal is not in the best interests of NI and its shareholders. Lal, thank you so much for your conversation today and for all of your insights. What have you learned over the past few years about yourself and about your approach to leading and navigating change through these challenging times? For more information, visitEmerson.com. Mr. Karsanbhai owns over 10,000 units of Emerson Electric Co stock worth over $8,743,284 and over the last 4 years he sold EMR stock worth over $616,760. We are very excited about the combination of our two firms and the potential we can achieve together. Goldman Sachs & Co. LLC and Centerview Partners LLC are serving as financial advisors to Emerson and Davis Polk & Wardwell LLP and Sidley Austin LLP are serving as legal advisors. A 23% premium to NI's 52-week high intra-day share price of $43.12, as of January 12, 2023. He is also a member of Business Roundtable and The Business Council. Its important for a company to set values and use them as the North Star for how we communicate and how we navigate through the challenges. In a November 3, 2022 letter, Emerson outlined the terms of an improved all-cash proposal of $53 per share and highlighted its numerous attempts to engage with NI to that date. And with those things in mind, I think about three really important dimensions of leadership. Cloud State University in 1984 and a PhD in economics from Indiana University in 1990. I grew up living in many cities around the world in Europe, Africa and the U.S., so I was keen to start my tenure at Emerson in international planning working As the nomination window opens shortly (Wednesday, December 28, 2022), we would appreciate a timely response and in any case before the deadline stated in the attachment. On average, Emerson Electric Co executives and independent directors trade stock every 37 days with the average trade being worth of $2,231,339. So just to flip that question, how have you stayed the same throughout your career? He will remain chairman of the board until May 4. Il bando ha l'obiettivo di promuovere la crescita inclusiva, di rafforzare l'occupabilit e la permanenza in azienda. WebKarsanbhai served as president of Emersons former Network Power business in Europe, Middle East and Africa from 2014 until 2016, when he was named group president of Prior to his current position, Mr. Karsanbhai was Group President - Measurement & Analytical from 2016 through September 2018, President Emerson Network Power Europe, Middle East and Africa from 2014 through 2016, Vice President Corporate Planning from 2012 through 2014, President of Emerson's Fisher Regulator Technologies business from 2008 through 2012, and Vice President and General Manager of its Natural Gas Unit from 2005 through 2008. Readers are cautioned not to place undue reliance on any of these forward-looking statements. Any definitive proxy statement(s) (including any WHITE proxy card enclosed with any definitive proxy statement(s) or supplements filed and/or disseminated by Emerson) (if and when available) will be mailed or otherwise made available to stockholders of the Company. December 14, 2022 NI's Request for a Call with Emerson, From: Eric Starkloff Sent: Wednesday, December 14, 2022 To: Lal KarsanbhaiSubject: Re: Re: Re: Follow up to NI letter dated August 2nd. WebLal L Karsanbhai lived on month day 2000, at address. He is fluent in Portuguese, French and English.

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