PEMBROKE, Bermuda, May 25 /PRNewswire-FirstCall/ -- Tyco International
Ltd. ("Tyco") (NYSE: TYC; BSX: TYC) today announced the expiration, as of
12:00 midnight, New York City time, on May 24, 2007 (the "Expiration
Date"), of the previously announced tender offers of certain of its
subsidiaries that are issuers of its corporate debt for any and all of
their outstanding Dollar- denominated public debt set forth in the tables
below. The issuers have accepted for payment all notes validly tendered and
not validly withdrawn in the tender offers.
Non-Convertible U.S. Debt
The following table sets forth the results of the tender offers and
consent solicitations for the non-convertible U.S. debt securities of the
specified issuer (collectively, the "Notes") as of the Expiration Date:
Approximate Amount of Approximate
Tyco International Outstanding Notes Percentage
Group S.A. CUSIP Amount Tendered Tendered
6.125% Notes due 2008 902118AM0 $400,000,000 $99,683,000
6.125% Notes due 2009 902118AJ7 $400,000,000 $184,570,500
6.75% Notes due 2011 902118AY4 $1,000,000,000 $484,177,000
6.375% Notes due 2011 902118BC1 $1,500,000,000 $650,626,000
7.0% Notes due 2028 902118AC2 $500,000,000 $61,133,000
6.875% Notes due 2029 902118AK4 $800,000,000 $68,654,000
Total under June 9,
1998 indenture $4,600,000,000 $1,548,843,500 33.67%
6.0% notes due 2013 902118BK3 $1,000,000,000 $343,903,000 34.39%
United States
Surgical Corporation
(as successor
to Mallinckrodt Inc.)
6.5% Notes due 2007 561226AB7 $100,000,000 $79,846,000
7.0% Debentures
due 2013 452454AB7 $87,000,000 $81,160,000
Total under
indenture $187,000,000 $161,006,000 86.10%
Tyco Electronics
Corporation
(as successor to
Raychem Corporation)
7.2% Notes due 2008 754603AB4 $86,000,000 $66,872,000 77.76%
Tyco also announced that Tyco International Group S.A. ("TIGSA") has
waived the condition that the holders of at least a majority in outstanding
aggregate principal amount of the Notes issued under the June 9, 1998
indenture, voting together as one class, and the holders of at least a
majority in outstanding aggregate principal amount of the 6% notes due
2013, consent to the amendments to the indentures under which those Notes
were issued and it will purchase all validly tendered Notes. As previously
disclosed, Tyco and TIGSA do not believe that the separation of Tyco into
three separate public companies is prohibited by the indentures. Tyco noted
that the timing of the proposed separation will not be affected by the
results of the offers.
Convertible U.S. Debt
The following table sets forth the results of the tender offers and
consent solicitations for the convertible U.S. debt securities of the
specified issuer (collectively, the "Convertible Notes") as of the Expiration
Date:
Approximate Amount of Approximate
Tyco International Outstanding Notes Percentage
Group S.A. CUSIP Amount Tendered Tendered
3.125% Convertible 902118BE7
Senior Debentures
due 2023 902118BG2 $750,000,000 $726,165,000 96.82%
Zero Coupon
Convertible Debentures
due 2021 902118AW8 $35,000 $7,000 20.00%
Tyco International Ltd.
Liquid Yield Option(TM)
Notes due 2020
(Zero Coupon-Senior) 902124AC0 $692,700 $281,700 40.24%
The amount tendered under the indenture governing the 3.125%
Convertible Senior Debentures due 2023 represents a sufficient number of
consents required to approve the amendments to such indenture. The
supplemental indenture effecting the proposed amendments with respect to
the 3.125% Convertible Senior Debentures due 2023, as described in the
relevant tender offer and consent solicitation document, will be executed
promptly.
Tyco also announced that TIGSA and it, as applicable, have waived the
condition that the holders of at least a majority in outstanding aggregate
principal amount of the Convertible Notes issued under the February 12,
2001 indenture and the holders of at least a majority of the Convertible
Notes issued under the November 17, 2000 indenture consent to the
amendments to the indentures under which those Notes were issued and TIGSA
and it, as applicable, will purchase all of such validly tendered
Convertible Notes.
Payment in respect of the tender offers and consent solicitations in
accordance with the relevant tender offer and consent solicitation
documents is expected to be made on May 29, 2007.
Information Relating to Tender Offers
Goldman, Sachs & Co. and Morgan Stanley were the Dealer Managers for
the tender offers and Solicitation Agents for the consent solicitations.
Global Bondholder Services Corporation was the Information Agent and
Depositary.
This press release does not constitute an offer to purchase any
securities.
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, all of Tyco International Ltd.
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