Tyco Electronics Shareholders Approve Move to Switzerland and Other Proposals at Annual General Meeting and Special General Meet
June 23 2009 - 10:24AM
PR Newswire (US)
PEMBROKE, Bermuda, June 23 /PRNewswire-FirstCall/ -- Tyco
Electronics Ltd. (NYSE:TEL)(BSX:TEL) today announced that at
yesterday's Special General Meeting shareholders approved all
proposals that are required to change the company's place of
incorporation from Bermuda to the canton of Schaffhausen,
Switzerland. Shareholders also approved a distribution to
shareholders in the form of a capital reduction that will be paid
in U.S. dollars in an amount equal to US$0.16 per share. Payment of
the distribution will be made to holders of record on the cutoff
date (i.e., record date) upon effectiveness of the capital
reduction, which is expected to be in the quarterly period ending
September 25, 2009. At the company's Annual General Meeting, held
prior to the Special General Meeting, shareholders approved
proposals to elect a slate of 11 nominees to the company's Board of
Directors to new one-year terms, re-appoint Deloitte & Touche
LLP as the company's independent auditors and amend the company's
stock and incentive plan. The change of place of incorporation is
expected to become effective later this week, following the
completion of governmental filings in both Bermuda and Switzerland.
Following the change of place of incorporation, common shares of
par value US$0.20 each of Tyco Electronics Ltd. (as a Bermuda
company) will become registered shares of par value CHF2.60 each of
Tyco Electronics Ltd. (as a Swiss company). Tyco Electronics will
continue to be registered with the U.S. Securities and Exchange
Commission and to prepare its financial statements in U.S. dollars
and in accordance with U.S. Generally Accepted Accounting
Principles (GAAP). The company's registered shares will continue to
be listed on the New York Stock Exchange under the ticker symbol
"TEL". At the Special General Meeting, shareholders did not approve
two additional proposals that would have included in the company's
new Swiss articles of association a voting cap and a supermajority
vote requirement to amend the voting cap. Approval of these two
proposals was not required for the planned continuation. ABOUT TYCO
ELECTRONICS Tyco Electronics Ltd. is a leading global provider of
engineered electronic components, network solutions, undersea
telecommunication systems and specialty products, with fiscal 2008
sales of US$14.8* billion to customers in more than 150 countries.
We design, manufacture and market products for customers in a broad
array of industries including automotive; data communication
systems and consumer electronics; telecommunications; aerospace,
defense and marine; medical; and alternative energy and lighting.
With approximately 7,000 engineers and worldwide manufacturing,
sales and customer service capabilities, Tyco Electronics'
commitment is our customers' advantage. More information on Tyco
Electronics can be found at http://www.tycoelectronics.com/. (*
Includes revenue from the company's former Wireless Systems
segment, which will be reported as a discontinued operation
beginning in the fiscal third quarter of 2009.) FORWARD-LOOKING
STATEMENTS This release may contain certain "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995. 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, financial condition or achievements to
differ materially from anticipated results, performance, financial
condition 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. Tyco Electronics has no intention and is under no
obligation to update or alter (and expressly disclaims any such
intention or obligation to do so) its forward-looking statements
whether as a result of new information, future events or otherwise,
except to the extent required by law. The forward-looking
statements in this release include statements addressing the change
of place of incorporation of Tyco Electronics from Bermuda to
Switzerland. Examples of factors that could cause actual results to
differ materially from those described in the forward-looking
statements include, among others, business, economic, competitive
and regulatory risks, such as developments in the credit markets;
conditions affecting demand for products, particularly the
automotive industry and the telecommunications, computer and
consumer electronics industries; future goodwill impairment;
competition and pricing pressure; fluctuations in foreign currency
exchange rates; political, economic and military instability in
countries outside the U.S.; compliance with current and future
environmental and other laws and regulations; and the possible
effects on us of changes in tax laws, tax treaties and other
legislation. More detailed information about these and other
factors is set forth in Tyco Electronics' Annual Report on Form
10-K/A for the fiscal year ended September 26, 2008 and Quarterly
Reports on Form 10-Q for the quarterly periods ended December 26,
2008 and March 27, 2009, as well as in Tyco Electronics' Current
Reports on Form 8-K and other reports filed by Tyco Electronics
with the Securities and Exchange Commission. DATASOURCE: Tyco
Electronics Ltd. CONTACT: Media Relations: Sheri Woodruff,
+1-610-893-9555 - Office, or +1-609-933-9243 - Mobile, ; or
Investor Relations: John Roselli, +1-610-893-9559 - Office, , or
Keith Kolstrom, +1-610-893-9551 - Office, , all of Tyco Electronics
Ltd. Web Site: http://www.tycoelectronics.com/
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