Honeywell to Acquire Sensor Systems Business

    MORRIS TOWNSHIP, N.J. & LONDON--August 19, 2002--Honeywell and Invensys plc (LSE: ISYS) announced today that Honeywell Automation and Control Solutions (ACS) has signed an agreement to acquire Invensys Sensor Systems for $415 million in cash.
    Invensys Sensor Systems is a leading global supplier of sensors and controls used in the medical, office automation, aerospace, HVAC, automotive, off-road vehicle and consumer appliance industries. The transaction is subject to government approvals and other customary conditions. Invensys Sensor Systems will become part of the Automation and Control Products unit of ACS.
    "The acquisition of Invensys Sensor Systems strengthens Honeywell's product offerings in the high growth medical and automotive on-board segments, " said David Cote, Chairman and CEO of Honeywell. "Customers worldwide will benefit by our improved ability going forward to deliver advanced technologies and solutions to meet their needs. Invensys Sensor Systems has a strong technology and quality driven culture and a talented workforce, and we are excited about bringing these employees into Honeywell."
    Sensors detect changes in temperature, pressure, speed, or position and are used in hundreds of products that range from ATMs to ABS systems on automobiles. Honeywell's involvement in sensing can be traced back over 60 years and today the company serves customers worldwide in the aviation, information technology, industrial, automotive on-board and consumer appliance industries.
    Invensys Sensor Systems is headquartered in Shelby, NC and operates 13 manufacturing facilities in 6 countries, including the US, UK, China, Mexico and the Czech Republic. The company has 2,700 employees.
    "We identified Sensor Systems as a non-core business during the Invensys strategy review and are pleased with the speed at which we have been able to reach agreement with Honeywell," said Rick Haythornthwaite, CEO of Invensys plc. "Sensor Systems and Honeywell make a good strategic fit and I am confident that the Sensor Systems business will continue to prosper under its new ownership."

    About Honeywell

    Honeywell Automation and Control Solutions is a US$8 billion global leader in providing product and service solutions to create efficient, safe, and comfortable environments, and help business and industry improve productivity and profitability. ACS has three businesses: Industry Solutions; Service; Automation and Control Products. It offers heating, ventilation, humidification and air-conditioning equipment controls, security and fire alarm systems, home automation systems, energy-efficient lighting controls, and building management systems and services. It also provides automation systems, advanced software solutions, and value-added services used in a variety of industries. ACS is also a global supplier of sensors, switches, and control products for industrial applications. For more information about ACS, visit www.honeywell.com/acs
    Honeywell is a US$24-billion diversified technology and manufacturing leader, serving customers worldwide with aerospace products and services; control technologies for buildings, homes and industry; automotive products; specialty chemicals; fibers; plastics; and electronic and advanced materials. Honeywell employs approximately 108,000 people in 95 countries and is traded on the New York Stock Exchange under the symbol HON, as well as on the London, Chicago and Pacific stock exchanges. It is one of the 30 stocks that make up the Dow Jones Industrial Average and is also a component of the Standard & Poor's 500 Index. Additional information on the company is available on the Internet at www.honeywell.com.

    About Invensys

    Invensys plc is a global leader in production technology and energy management. The Group helps customers to improve their performance and profitability using innovative services and technologies and a deep understanding of their industries and applications.
    Our Production Management businesses work closely with customers in order to drive up performance of their production assets, maximise their return on investments in production technologies and remove cost and cash from their whole supply chain. The Division includes Foxboro, Wonderware, Triconex, APV, Eurotherm and Baan. These businesses address process and batch industries - including the oil, gas and chemicals, food, beverage and personal healthcare - and the discrete and hybrid manufacturing sectors.
    Our Energy Management businesses work with clients involved in the supply, measurement and consumption of energy and water, to reduce costs and waste and improve the efficiency, reliability and security of power supply. The Division includes Energy Management Solutions, Appliance Controls, Climate Controls, Global Services, Metering Systems, Powerware and Home Control Systems. These businesses focus on markets connected with power and energy infrastructure for industrial, commercial and residential buildings.
    We also serve the specialised rail, windpower and electronic manufacturing (power components) markets through Invensys Rail Systems, Hansen Transmissions and Lambda respectively in our Development Division.
    Invensys operates in over 80 countries, with its headquarters in London, England.

    This release contains forward-looking statements as defined in Section 21E of the Securities Exchange Act of 1934, including statements about future business operations, financial performance and market conditions. Such forward-looking statements involve risks and uncertainties inherent in business forecasts as further described in our filings under the Securities Exchange Act.