PEMBROKE, Bermuda, May 23 /PRNewswire-FirstCall/ -- Tyco International
Ltd. ("Tyco") (NYSE: TYC; BSX: TYC) announced today that the volume
weighted average price ("VWAP") used to determine the offer price
previously announced for Tyco International Group S.A.'s 3.125% Convertible
Senior Debentures due 2023 was calculated in error and that the correct
VWAP is $32.36 and not $32.31. Correctly calculated, the offer price is
$1,552.78, not $1,550.48 as previously announced.
Information Relating to Tender Offer
Goldman, Sachs & Co. and Morgan Stanley are the Dealer Managers for the
tender offer and Solicitation Agents for the consent solicitation.
Investors with questions regarding the tender offer may contact Goldman,
Sachs & Co. at (212) 902-9077 or (800) 828-3182 (toll free) and Morgan
Stanley at (212) 761- 1941 or (800) 624-1808 (toll free). Global Bondholder
Services Corporation is the Information Agent and Depositary and can be
contacted at (212) 430-3774 (collect) or in relation to the tender offer
and the consent solicitation, at (866) 470-3700 (toll free).
None of Tyco or its subsidiaries referred to herein, their respective
governing bodies, the Information Agent, the Depositary or the Dealer
Managers make any recommendation as to whether holders of any of the notes
referred to in this press release should tender or refrain from tendering
or as to whether holders of such notes should provide consents to the
proposed amendments. This press release does not constitute an offer to
purchase any securities.
Tyco and its subsidiaries expressly reserve the right, in their sole
discretion, subject to applicable law to: (i) terminate prior to the
relevant expiration date the tender offer and consent solicitation and not
accept for payment any notes not theretofore accepted for payment; (ii)
waive on or prior to the relevant expiration date any and all of the
conditions of the tender offer and the consent solicitation; (iii) extend
the relevant expiration date; and (iv) amend the terms of the tender offer
or consent solicitation. The foregoing rights are in addition to their
right to delay acceptance for payment of notes tendered under the tender
offer or the payment for notes accepted for payment in order to comply in
whole or in part with any applicable law, subject to Rule 14e-1(c) under
the Securities Exchange Act of 1934, as amended (the "Exchange Act") with
respect to the tender offers, to the extent applicable, which requires that
an offeror pay the consideration offered or return the securities deposited
by or on behalf of the holders thereof promptly after the termination or
withdrawal of a tender offer; and receipt of the required consents to
implement the proposed amendments.
This press release is for informational purposes only and is not an
offer to buy, or the solicitation of an offer to sell, any of the notes.
The full details of the tender offer for the notes, including complete
instructions on how to tender notes have been included in the offer to
purchase and consent solicitation statement, the letter of transmittal and
related materials. Holders are strongly encouraged to read carefully the
offer to purchase and consent solicitation statement, the letter of
transmittal and any other related materials, including materials filed with
the Securities and Exchange Commission, because they contain important
information.
Holders of notes may obtain a copy of the tender offer and consent
solicitation statement, free of charge, from Global Bondholder Services
Corporation, the information agent in connection with the tender offer and
consent solicitation for the notes, by calling toll-free at (866) 470-3700
or (212) 430-3774 (bankers and brokers can call collect at 212-430-3774).
Holders of notes are urged to carefully read these materials prior to
making any decisions with respect to the tender offer and consent
solicitation.
About Tyco
Tyco International Ltd. is a global, diversified company that provides
vital products and services to customers in four business segments:
Electronics, Fire & Security, Healthcare, and Engineered Products &
Services. With 2006 revenue of $41 billion, Tyco employs approximately
240,000 people worldwide. More information on Tyco can be found at
http://www.tyco.com.
Forward-Looking Statements
This release may contain certain forward-looking statements. These
statements are based on management's current expectations and are subject
to risks, uncertainty and changes in circumstances, which may cause actual
results, performance or achievements to differ materially from anticipated
results, performance or achievements. All statements contained herein that
are not clearly historical in nature are forward-looking and the words
"anticipate," "believe," "expect," "estimate," "plan," and similar
expressions are generally intended to identify forward-looking statements.
The forward- looking statements in this release include statements
addressing the following subjects: future financial condition and operating
results. Economic, business, competitive and/or regulatory factors
affecting Tyco's businesses are examples of factors, among others, that
could cause actual results to differ materially from those described in the
forward-looking statements. Tyco is under no obligation to (and expressly
disclaims any such obligation to) update or alter its forward-looking
statements whether as a result of new information, future events or
otherwise. More detailed information about these and other factors is set
forth in Tyco's Annual Report on Form 10-K and 10-K/A for the fiscal year
ended Sept. 29, 2006 and in Tyco's Quarterly Report on Form 10-Q and for
the fiscal quarter ended March 30, 2007.
SOURCE Tyco International Ltd.
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Related links:
http://www.tyco.com/
CONTACT:
News Media, Paul Fitzhenry, +1-609-720-4261,
or Investor Relations, Ed Arditte, +1-609-720-4621 or Karen Chin,
+1-609-720-4398
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