NEUHAUSEN, Switzerland,
Sept. 11, 2014 /PRNewswire/ -- Tyco International Ltd.
(NYSE: TYC) today announced that its shareholders approved each
proposal presented at the special general meeting of shareholders
held on September 9, 2014. As a
result, the company expects to complete the merger between Tyco
International Ltd. and its wholly owned subsidiary, Tyco
International plc, in November 2014.
The merger will result in each shareholder of Tyco International
Ltd. receiving one share of Tyco International plc, a company
incorporated under the laws of Ireland, for each share of Tyco
International Ltd. held immediately prior to the merger.
In addition, Tyco's Board of Directors approved an additional
$1 billion authorization for share
repurchases, as the current authorized program is expected to be
completed in the first fiscal quarter of 2015.
The Board of Directors also declared a quarterly dividend of
$0.18 per share, payable on
November 13, 2014, to shareholders of
record at the close of trading on the New York Stock Exchange on
October 24, 2014.
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. A company with $10+
billion in annual revenue, Tyco has over 57,000 employees in more
than 1,000 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.
FORWARD-LOOKING STATEMENTS
This press release
contains a number of forward-looking statements. In many cases
forward-looking statements are identified by words, and variations
of words, such as "anticipate", "estimate", "believe", "commit",
"confident", "continue", "could", "intend", "may", "plan",
"potential", "predict", "positioned", "should", "will", "expect",
"objective", "projection", "forecast", "goal", "guidance",
"outlook", "effort", "target", and other similar words. However,
the absence of these words does not mean the statements are not
forward-looking. Examples of forward-looking statements
include, but are not limited to, revenue, operating income,
earnings per share and other financial projections, statements
regarding the health and growth prospects of the industries and end
markets in which Tyco operates, the leadership, resources,
potential, priorities, and opportunities for Tyco in the future,
Tyco's credit profile, capital allocation priorities and other
capital market related activities, and statements regarding Tyco's
acquisition, divestiture, restructuring and other productivity
initiatives. The forward-looking statements in this press release
are based on current expectations and assumptions that are subject
to risks and uncertainties, many of which are outside of our
control, and could cause results to materially differ from
expectations. Such risks and uncertainties include, but are not
limited to: economic, business, competitive, technological or
regulatory factors that adversely impact Tyco or the markets and
industries in which it competes; unanticipated expenses such as
litigation or legal settlement expenses; tax law changes; and
industry specific events or conditions that may adversely impact
revenue or other financial projections. Actual results could differ
materially from anticipated results. Tyco is under no obligation
(and expressly disclaims any obligation) to update its
forward-looking statements. More detailed information about these
and other factors is set forth in Tyco's Annual Report on Form 10-K
for the fiscal year ended Sept. 27,
2013 and in subsequent filings with the Securities and
Exchange Commission.
ADDITIONAL INFORMATION
This communication does not
constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of a vote or proxy. In connection
with the proposed change in place of incorporation, Tyco
International plc ("Tyco Ireland")
has filed a registration statement on Form S-4 (File No.
333-196049) with the SEC. Such registration statement
includes a proxy statement of Tyco International Ltd. ("Tyco") that
also constitutes a prospectus of Tyco
Ireland, which has been sent to Tyco shareholders. In
addition, each of Tyco and Tyco
Ireland may file additional documents with the SEC, which
will contain other relevant materials in connection with the
proposed change in place of incorporation. SHAREHOLDERS ARE
ADVISED TO READ THE PROXY STATEMENT/PROSPECTUS CAREFULLY, AS WELL
AS ANY OTHER MATERIALS WHEN THEY BECOME AVAILABLE, BECAUSE THEY
CONTAIN IMPORTANT INFORMATION ABOUT THE CHANGE IN PLACE OF
INCORPORATION, TYCO AND TYCO IRELAND. Shareholders may obtain
a free copy of the proxy statement/prospectus and other relevant
documents filed with the SEC from the SEC's website at
www.sec.gov or at Tyco's website at
www.tyco.com. These documents can also be obtained
free of charge from Tyco upon written request to Tyco Shareholder
Services, Tyco International Ltd., Victor
von Bruns-Strasse 21, CH-8212, Neuhausen am Rheinfall,
Switzerland, Attention: Corporate
Secretary, Telephone: +41 52 633 02 44.
SOURCE Tyco