CORK, Ireland, March 7, 2016 /PRNewswire/ -- Tyco
International plc (NYSE: TYC) today marked the opening of its new
global headquarters and business service center at One Albert Quay
in Cork, Ireland, with a ceremony
for more than 400 guests, including dignitaries such as
Simon Coveney, Ireland's Minister of Agriculture, Food and
the Marine, and Defence.
In January 2014, the company,
working in partnership with IDA Ireland, announced plans to establish a global
business service center and hire more than 500 employees over three
years to provide consistent, efficient delivery of several
processes for its businesses, including sourcing and procurement,
customer service, research and development, information technology
and finance. Later that year, Tyco also shifted its place of
incorporation to Ireland.
Approximately 250 employees are now working in the new
building.
"We are extremely pleased with how quickly this impressive
facility has become a reality with the help of many partners in the
government, private and academic sectors in the Cork area and throughout Ireland," said Tyco Chief Executive Officer
George R. Oliver. "The center
is already producing strong results and has woven into the fabric
of the Cork community. We
look forward to becoming an employer and partner of choice in
Ireland and continuing to make
significant contributions as a corporate citizen."
In One Albert Quay, a prime office property created by Irish
developer JCD, Tyco has linked together several technologies that
reflect its strategy to help solve broader challenges for its
customers and the trend toward smart connected technologies in
homes, buildings, and cities. Using its Tyco On smart services platform, Tyco has
integrated the control and optimization of more than 10 building
functions, ranging from Tyco's core fire protection, security and
asset tracking systems to features that enhance building efficiency
and the comfort and convenience of employees and visitors, such as
energy-saving elevator and lighting management, HVAC maintenance
and smart parking.
In January of this year, Tyco and Johnson Controls announced
plans to merge and create a global leader in building products and
technology, integrated solutions and energy storage. Subject
to shareholder and regulatory approvals, the merger is expected to
close later this year, at which time Cork and One Albert Quay would become the
global headquarters for the combined company, Johnson Controls
plc.
ABOUT TYCO
Tyco (NYSE: TYC) is the world's largest pure-play fire
protection and security company. Tyco provides more than three
million customers around the globe with the latest fire protection
and security products and services. Tyco has over 57,000 employees
in more than 900 locations across 50 countries serving various end
markets, including commercial, institutional, governmental, retail,
industrial, energy, residential and small business. For more
information, visit www.tyco.com.
IMPORTANT INFORMATION FOR INVESTORS AND SHAREHOLDERS
This communication is not intended to and does not constitute an
offer to sell or the solicitation of an offer to subscribe for or
buy or an invitation to purchase or subscribe for any securities or
the solicitation of any vote or approval in any jurisdiction, nor
shall there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law.
In connection with the proposed transaction between Johnson
Controls, Inc. ("Johnson Controls") and Tyco International plc
("Tyco"), Tyco will file with the U.S. Securities and Exchange
Commission (the "SEC") a registration statement on Form S-4 that
will include a joint proxy statement of Johnson Controls and Tyco
that also constitutes a prospectus of Tyco (the "Joint Proxy
Statement/Prospectus"). Johnson Controls and Tyco plan to mail to
their respective shareholders the definitive Joint Proxy
Statement/Prospectus in connection with the transaction. INVESTORS
AND SECURITY HOLDERS OF JOHNSON CONTROLS AND TYCO ARE URGED TO READ
THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS
FILED OR TO BE FILED WITH THE SEC CAREFULLY WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT
JOHNSON CONTROLS, TYCO, THE TRANSACTION AND RELATED MATTERS.
Investors and security holders will be able to obtain free copies
of the Joint Proxy Statement/Prospectus (when available) and other
documents filed with the SEC by Johnson Controls and Tyco through
the website maintained by the SEC at www.sec.gov. In addition,
investors and security holders will be able to obtain free copies
of the documents filed with the SEC by Johnson Controls by
contacting Johnson Controls Shareholder Services at
Shareholder.Services@jci.com or by calling (800) 524-6220 and will
be able to obtain free copies of the documents filed with the SEC
by Tyco by contacting Tyco Investor Relations at
Investorrelations@Tyco.com or by calling (609) 720-4333.
PARTICIPANTS IN THE SOLICITATION
Johnson Controls, Tyco and certain of their respective
directors, executive officers and employees may be considered
participants in the solicitation of proxies in connection with the
proposed transaction. Information regarding the persons who may,
under the rules of the SEC, be deemed participants in the
solicitation of the respective shareholders of Johnson Controls and
Tyco in connection with the proposed transactions, including a
description of their direct or indirect interests, by security
holdings or otherwise, will be set forth in the Joint Proxy
Statement/Prospectus when it is filed with the SEC. Information
regarding Johnson Controls' directors and executive officers is
contained in Johnson Controls' proxy statement for its 2016 annual
meeting of shareholders, which was filed with the SEC on
December 14, 2015. Information
regarding Tyco's directors and executive officers is contained in
Tyco's proxy statement for its 2016 annual meeting of shareholders,
which was filed with the SEC on January 15,
2016.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
including, but not limited to, Tyco's expectations or predictions
of future financial or business performance or conditions.
Forward-looking statements are typically identified by words such
as "believe," "expect," "anticipate," "intend," "target,"
"estimate," "continue," "positions," "plan," "predict," "project,"
"forecast," "guidance," "goal," "objective," "prospects,"
"possible" or "potential," by future conditional verbs such as
"assume," "will," "would," "should," "could" or "may", or by
variations of such words or by similar expressions. These
forward-looking statements are subject to numerous assumptions,
risks and uncertainties, which change over time. Forward-looking
statements speak only as of the date they are made and we assume no
duty to update forward-looking statements. Actual results may
differ materially from current projections.
Forward-looking statements by their nature address matters that
are, to different degrees, uncertain, such as statements about the
consummation of the proposed transaction. Many factors could cause
actual results to differ materially from these forward-looking
statements, including, in addition to factors previously disclosed
in Tyco's reports filed with the SEC, which are available at
www.sec.gov and www.Tyco.com under the "Investor Relations" tab,
and those identified elsewhere in this communication, risks
relating to the completion of the proposed transaction on
anticipated terms and timing, including obtaining shareholder and
regulatory approvals, anticipated tax treatment, unforeseen
liabilities, future capital expenditures, revenues, expenses,
earnings, synergies, economic performance, indebtedness, financial
condition, losses, future prospects, business and management
strategies for the management, expansion and growth of the new
combined company's operations, the ability of Tyco and JCI to
integrate their businesses successfully and to achieve anticipated
synergies, changes in tax laws or interpretations, access to
available financing, potential litigation relating to the proposed
transaction, and the risk that disruptions from the proposed
transaction will harm Tyco's business.
Annualized, pro forma, projected and estimated numbers are used
for illustrative purpose only, are not forecasts and may not
reflect actual results.
STATEMENT REQUIRED BY THE IRISH TAKEOVER RULES
The directors of Tyco International plc accept responsibility
for the information contained in this communication. To the best of
their knowledge and belief (having taken all reasonable care to
ensure such is the case), the information contained in this
communication is in accordance with the facts and does not omit
anything likely to affect the import of such information.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.
This communication is not intended to be and is not a prospectus
for the purposes of Part 23 of the Companies Act 2014 of
Ireland (the "2014 Act"),
Prospectus (Directive 2003/71/EC) Regulations 2005 (S.I. No. 324 of
2005) of Ireland (as amended from
time to time) or the Prospectus Rules issued by the Central Bank of
Ireland pursuant to section 1363
of the 2014 Act, and the Central Bank of Ireland ("CBI") has not approved this
communication.
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SOURCE Tyco