Honeywell Receives U.S. Antitrust Clearance for Acquisition of Sperian Protection

By Honeywell, PRNE
Thursday, July 15, 2010

MORRIS TOWNSHIP, New Jersey, July 16, 2010 - Honeywell (NYSE: HON) today announced it has received antitrust clearance
from the U.S. Federal Trade Commission for its pending all cash tender offer
to acquire the shares of Sperian Protection for euro 117 (dividend attached)
per Sperian Protection share, which opened on July 12, 2010.

The transaction has already been approved by the French Ministry of
Economy, Industry and Employment pursuant to French regulations relating to
foreign investments.

The offer has been unanimously recommended by the Sperian Board of
Directors, has been cleared by the French Autorite des marches financiers
(AMF) on June 22, 2010 and has been opened on July 12, 2010.

The completion of the offer only remains subject to the European Union
antitrust clearance and to the successful tender by Sperian's shareholders of
shares representing no less than 57% of the fully diluted number of shares
(including the stakes of shareholders Essilor and Mrs. Ginette Dalloz).

Honeywell expects the transaction to close in the third quarter of 2010.
The exact closing date of the offer will be determined by the AMF once the
approval of the European antitrust authority is granted.

Sperian Protection is a leader in personal protection equipment (PPE)
design and manufacturing and will be combined within Honeywell's Automation
and Control Solutions' Life Safety business.

The tender offer prospectus (note d'information) cleared by the AMF is
available for consultation on the website of the AMF
( and of Honeywell
( and may be obtained free of charge from:

        Deutsche Bank AG        Honeywell Holding France    Lazard Freres
      Succursale de Paris          2, rue de l'Avenir           Banque
     3, avenue de Friedland      Zone Industrielle Inova    121 boulevard
         75008 Paris                     3000                  Haussmann
                                 88150 Thaon-les-Vosges       75008 Paris

Honeywell ( is a Fortune 100 diversified
technology and manufacturing leader, serving customers worldwide with
aerospace products and services; control technologies for buildings, homes,
and industry; automotive products; turbochargers; and specialty materials.
Based in Morris Township, N.J., Honeywell's shares are traded on the New
, London, and Chicago Stock Exchanges. For more news and information on
Honeywell, please visit

This release contains certain statements that may be deemed
"forward-looking statements" within the meaning of Section 21E of the
Securities Exchange Act of 1934. All statements, other than statements of
historical fact, that address activities, events or developments that we or
our management intends, expects, projects, believes or anticipates will or
may occur in the future are forward-looking statements. Such statements are
based upon certain assumptions and assessments made by our management in
light of their experience and their perception of historical trends, current
economic and industry conditions, expected future developments and other
factors they believe to be appropriate. The forward-looking statements
included in this release are also subject to a number of material risks and
uncertainties, including but not limited to economic, competitive,
governmental, and technological factors affecting our operations, markets,
products, services and prices. Such forward-looking statements are not
guarantees of future performance, and actual results, developments and
business decisions may differ from those envisaged by such forward-looking

    Honeywell Contacts:
    U.S. Media                        Investor Relations
    Robert C. Ferris                  Elena Doom
    +1-973-455-3388                   +1-973-455-2222

    Europe Media                      Toll free number
    Ilse Schouteden                   (individual shareholders):
    +32-47-620-9019                   00-800-2667-8832

Honeywell Contacts: U.S. Media: Robert C. Ferris, +1-973-455-3388, rob.ferris at; Europe Media: Ilse Schouteden, +32-47-620-9019, ilse.schouteden at; Investor Relations: Elena Doom, +1-973-455-2222, elena.doom at; Toll free number (individual shareholders): 00-800-2667-8832

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