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Tyco Completes Purchase Of Scott Technologies
Scott, with annual revenues of approximately $260 million, is a leading designer and manufacturer of sophisticated, high performance respiratory protection systems, gas detection instruments and other life saving products for fire fighting, industrial, aviation and government markets. Scott will maintain its headquarters in its present facilities at the Chagrin Highlands development in Beachwood, Ohio.
According to L. Dennis Kozlowski, Tyco's Chairman and Chief Executive Officer, "This acquisition will be immediately accretive to Tyco's earnings per share and will generate positive operating cash flows. Scott Technologies, which is a leader in its markets, will add significant recurring revenue to Tyco Fire & Security Services. Scott's equipment is sold to many customers of the Tyco Fire & Security Services group, providing complementary products through a common distribution channel. The addition of Scott will broaden the product line of Tyco Fire & Security Services, providing a strong platform for organic growth outside North America."
Mr. Kozlowski added, "Tyco has a history of success in building leadership positions in the Fire & Security Services area. Tyco's acquisition of Scott Technologies is the next step in our ongoing strategy to increase recurring service revenue at Tyco Fire & Security Services. In addition, Scott provides Tyco with a high quality product line that is an excellent extension of our fire protection business.
"Our past acquisitions in Tyco Fire & security Services have achieved strong top line growth and operating efficiencies. We expect that the integration of Scott Technologies with Tyco Fire & Security Services will provide manufacturing, distribution and service synergies, resulting in ongoing positive benefits for Tyco shareholders," Mr. Kozlowski continued.
Pursuant to the merger agreement, stockholders of Scott will receive 0.4412 shares of Tyco for each share of Scott. As a result, a total of approximately 7.5 million shares will be issued by Tyco. At the close of business on May 2, 2001, the price of Tyco was $52.48 per share.
ABOUT TYCO FIRE & SECURITY SERVICES
Tyco Fire & Security Services is one of the major businesses of Tyco International Ltd. Tyco Fire & Security Services designs, manufactures, installs and services electronic security systems, fire protection, detection and suppression systems, sprinklers and fire extinguishers. Tyco Fire & Security Services includes more than 60 brands, which are distributed in markets across the globe.
ABOUT TYCO INTERNATIONAL LTD.
Tyco International Ltd. (NYSE: TYC, LSE: TYI, BSX: TYC) is a diversified manufacturing and service company. Tyco is the world's largest manufacturer and servicer of electrical and electronic components; the world's largest designer, manufacturer, installer and servicer of undersea telecommunications systems; the world's largest manufacturer, installer and provider of fire protection systems and electronic security services and the world's largest manufacturer of flow control valves. Tyco also holds strong leadership positions in disposable medical products, diagnostic imaging, bulk pharmaceuticals, wound closure, plastics and adhesives. Tyco operates in more than 100 countries and had fiscal 2000 sales of $28.9 billion.
FORWARD LOOKING INFORMATION
This release contains certain "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained in the forward-looking statements. The forward-looking statements in this release include statements addressing the following subjects: expected date of closing the acquisition; future financial and operating results; and timing and benefits of the acquisition.
The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: the risk that the businesses of Tyco and Scott will not be integrated successfully; and other economic, business, competitive and/or regulatory factors affecting Tyco's and Scott's businesses generally.
More detailed information about these factors is set forth in Tyco's and Scott's filings with the Securities and Exchange Commission, including Tyco's Annual Report on Form 10-K for the fiscal year ended September 30, 2000 and its most recent quarterly report on Form 10-Q, Scott's Annual Report on Form 10-K for the fiscal year ended December 31, 2000 and their current Reports on Form 8-K. Tyco and Scott are under no obligation to (and expressly disclaim any such obligation to) update or alter their forward-looking statements whether as a result of new