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In addition, after receiving the initial May 25, 2022 proposal from Emerson, NI not only refused to engage with Emerson it repurchased more than 2 million shares at an average weighted price of $40.25, the largest quarterly repurchase in its history on a dollar basis, depriving its shareholders of the opportunity to realize immediate cash value through the transaction price, which is significantly above the repurchase price. This communication relates to a proposal which Emerson Electric Co. ("Emerson") has made for a business combination transaction with the Company (the "Proposed Transaction"). Copyright 2021 STUDIO CLARUS sas | P.I. Build a better team and achieve more of what matters. Investors and security holders will be able to obtain free copies of these documents filed with the SEC if and when available without charge through the website maintained by the SEC at www.sec.gov or, in the case of documents filed by Emerson, by contacting the investor relations department of Emerson: Emerson8000 West Florissant Avenue, P.O. 101 South Fifth Street, Suite 1920, Louisville, KY 40202 We are prepared to engage immediately and have organized the resources to move towards a transaction expeditiously, including: Emerson considers this Proposal to be of the highest strategic priority. Our Board of Directors has carefully reviewed your letter dated June 22, 2022, with the assistance of our financial and legal advisors. Il "bonus pubblicit" stato prorogato per il 2021 e per il 2022: come funziona e quali novit sono state introdotte? Surendralal L Karsanbhai is President, Chief Executive Officer & Director at Emerson Electric Co. Mr. Karsanbhai received an Pete Lilly - IR. 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. Based on what you have shared to date, we reiterate our proposal for Emerson to purchase 100% of the outstanding common stock of NI for $53 in cash per common share. WebSurendralal Lal Karsanbhai is President/CEO at Emerson Electric Co. See Surendralal Lal Karsanbhai's compensation, career history, education, & memberships. What have you learned over the past few years about yourself and about your approach to leading and navigating change through these challenging times? 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Review of Monetary Policy Strategy, Tools, and Communications, Banking Applications & Legal Developments, Financial Stability Coordination & Actions, Financial Market Utilities & Infrastructures, James Bullard Little Rock Best wishes for a happy holidays. Dr. Bullard is a native of Forest Lake, Minnesota. Prior to becoming president, Dr. Bullard was vice president and deputy director of research for monetary analysis at the Federal Reserve Bank of St. Louis. For non-personal use or to order multiple copies, please contact Given the upcoming July 4th holiday, we recognize you may not be able to get back to us until the week of July 11th. 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. About Emerson. The Ferguson-based technology and engineering conglomerates latest move in that effort came together at an unlikely venue: an Italian restaurant in the North End neighborhood of Boston. Benefits of the transaction include: Aligned with Emerson's Portfolio Transformation Into a Cohesive, Higher Growth, and More Profitable Company:Emerson is actively transforming its portfolio to create a higher value, cohesive industrial technology portfolio serving a diversified set of end markets. Stephens Building, 111 Center Street, Suite 1000, Little Rock, AR 72201 A 23% premium to NI's 52-week high intra-day share price of $43.12, as of January 12, 2023. 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. 2023 Emerson Electric Co. All rights reserved. As we discussed yesterday, we are not seeking to prevent you from making board nominations for our next annual meeting, and expect we can get the NDA organized and agreed in short order. But the listening is incredibly important across the entire enterprise. Emerson has made numerous attempts to engage constructively with NI in private since May 16, 2022, as outlined in the correspondence below. He was responsible for coordinating Emersons global planning and strategy. I know where the bodies are buried, and Ive used that to my advantage, said Karsanbhai. 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. We believe our Proposal provides significant value to your shareholders: Our Proposal is not subject to any financing condition and would be financed from cash on hand, committed lines of credit and/or other available sources of financing. Frank Dellaquila - CFO. As of 16 November 2022 he still owns at least 104,974 units of Emerson Electric Co stock. I can be available Thursday between 11:30 and 2:00 and after 3:30 CST, and Friday any time before noon. I wanted to let you know that we will be discussing your follow-up letter at our regularly scheduled board meeting at the end of this month. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Honeywell is in the field. He also worked with top Emerson executives, business leaders, business unit presidents and world area leadership to organize the business plans and strategy sessions designed to drive growth and profitability. Really nice to be here with you. He held a number of business development positions of increasing responsibility before being appointed director of corporate planning in 1999. He has a bachelors degree in economics from the University of Michigan and a masters degree in business administration from Washington University in St. Louis. Its important to listen. For eight months, NI delayed and refused to engage meaningfully with Emerson, as outlined in the correspondence below. It is anticipated that Emerson, together with the participants named therein, will file a proxy statement and accompanying WHITE proxy card with the Securities and Exchange Commission ("SEC") to be used to solicit votes for the election of a slate of director nominees identified and nominated by Emerson (the "Nominees") at the 2023 annual meeting of stockholders of National Instruments Corporation, a Delaware corporation (the "Company") and may file other proxy statements and/or other documents. (Photo: Business Wire) ST. LOUIS-- ( BUSINESS WIRE )--Emerson (NYSE: Karsanbhai will be just the fourth CEO since 1954 to lead the industrial Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. WebFERGUSON Emerson reported that President and CEO Lal Karsanbhais total pay for the fiscal year 2021 was $15.8 million. We have been particularly impressed with NI's portfolio including modular intelligent devices and the LabVIEW suite of offerings, as well as NI's industry stewardship over many decades in this space. Thank you, Todd. BONUS PUBBLICITA: prorogato anche per il 2021! Rather than wait for you to achieve an uncertain 2023, our cash offer gives your shareholders immediate credit today. We live in unprecedented times, not just through the pandemic but now through the many social issues that we have across society and the world. Through its leading automation portfolio, including its majority stake in AspenTech, Emerson helps hybrid, process and discrete manufacturers optimize operations, protect personnel, reduce emissions and achieve their sustainability goals. This is to confirm that we are in receipt of your request regarding the materials referenced in our bylaws, and that we will provide you with the documents referenced in our bylaws shortly. I am writing to follow up on your August 2nd response to our June 22nd letter which reiterated our proposal for the acquisition of all of the outstanding shares of National Instruments Corporation ("NI") by Emerson Electric Co. ("Emerson"). Over a period starting almost 6 months ago, we have consistently been prepared to provide your shareholders an all-cash offer at a meaningful premium, which your Board has repeatedly rebuffed and refused to provide even limited financial information. NI's strategic review announcement comes more than two months after the NI Board purportedly formed a working group to evaluate options with its advisors with no results. We are prepared to move very quickly to complete our due diligence and sign definitive agreements. Learn more about his forward-thinking vision, focused on And I have firmly believed from a very young age, when I first managed, that its important to surround oneself with the best, a team that can execute at a very high level, perform at a very high standard, but also where the summation of that team is greater than the summation of each individual. 2019 MINI COOPER S COUNTRYMAN SIGNATURE in Edmond, OK Mini Cooper Countryman Features and Specs. Over 90% of the challenges that Emerson faces on a daily basis I never hear about. In preparation for that information sharing, I'll have our lawyers at Wachtell Lipton (Adam Emmerich, Sabastian Niles and Lina Tetelbaum) send along a proposed NDA. Distribution and use of this material are governed by President So, staying decisive, staying respectful, staying true to the vision, all great points. I also would like to follow-up on my letter dated Wednesday, December 7, 2022 to you requesting documentation mandated by NI's bylaws in connection with the nomination of directors and your letter earlier today. The most active insiders traders include Randall L Stephenson, David N Farr, and Technologies Inc Aperture. News Corp is a global, diversified media and information services company focused on creating and distributing authoritative and engaging content and other products and services. CEO Lal Karsanbhai sold the companys 150-plus acre campus in St. Louis, but the grass isnt greener anywhere else. The companys recent strategic moves, ambitious commitments, and leadership evolution all demonstrate its focus on advancing progress. We received your email on November 16th responding to our letter of November 15th. Lal Karsanbhai is president and chief executive officer of Emerson. We ask that NI respond fully to the request no later than Sunday, December 18, 2022. We are pleased to hear that you have established a working group of the Board to evaluate our proposal and other strategic alternatives. There, he was responsible for integrating two European natural gas entities, restructuring the business and setting up a plant in Cluj-Napoca, Romania. It gives me time to think about strategy, to think about the portfolio, M&A, and, of course, the organization. NI then informed Emerson that this would be the extent of its engagement. In addition to the immediate value created for your shareholders as outlined in the Proposal, Emerson has demonstrated long term stewardship and investment in acquired businesses over many decades. Mr. Farr is one of the longest-serving CEOs in the S&P 500. NI shareholders should understand that for eight months they have been deprived of the opportunityto realize certain cash value at a significant premium.

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