UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 4, 2016
TE CONNECTIVITY LTD.
(Exact name of registrant as specified in its charter)
Switzerland |
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98-0518048 |
(Jurisdiction of Incorporation) |
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(IRS Employer Identification Number) |
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001-33260 |
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(Commission File Number) |
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Rheinstrasse 20
CH-8200 Schaffhausen
Switzerland
(Address of Principal Executive Offices, including Zip Code) |
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+41 (0)52 633 66 61
(Registrants telephone number, including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On February 2, 2016, TE Connectivity Ltd., a Swiss corporation (TE or the Company), announced that it had entered into a Share Purchase Agreement (the Share Purchase Agreement) with Cregstar Holdco Limited, a non-cellular company limited by shares incorporated under the Laws of the Island of Guernsey (the Seller), to acquire the Creganna Medical group of companies through the purchase of 100% of the equity of Cregstar Bidco Limited together with certain loan notes (the Transaction). On April 4, 2016, the Company and the Companys indirect wholly-owned subsidiaries, TE Connectivity Ireland Ltd. and Tyco Electronics Group S.A., consummated the Transaction. The Company paid an aggregate cash purchase price of $895 million, which is subject to customary adjustments for cash, working capital, indebtedness and transaction expenses.
A copy of the press release announcing the completion of the Transaction is attached as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit |
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Description |
99.1 |
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Press release issued April 4, 2016 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: April 4, 2016 |
TE CONNECTIVITY LTD. | ||
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By: |
/s/ Harold G. Barksdale | |
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Name: |
Harold G. Barksdale |
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Title: |
Corporate Secretary |
Exhibit 99.1
TE Connectivity Completes Acquisition of the Creganna Medical Group
SCHAFFHAUSEN, Switzerland April 4, 2016 TE Connectivity Ltd. (NYSE: TEL), a world leader in connectivity and sensors, announced today that it has completed the previously announced acquisition of the Creganna Medical Group (Creganna).
Creganna is a global leader that designs and manufactures minimally invasive delivery and access devices serving medical device original equipment manufacturers (OEMs). The company, headquartered in Ireland, reported sales of approximately $250 million in 2015.
The acquisition of Creganna advances our strategy to be the industry leader in high-growth harsh environment applications where failure is not an option, said Tom Lynch, TE Connectivity chairman and CEO. Cregannas products are used in life-saving medical treatments and surgical procedures where the highest levels of quality, reliability and performance are essential. Combining Creganna with TEs existing medical business establishes TE as a leader in the attractive minimally-invasive interventional segment of the medical device market. TE now has the most complete product and capability offering in the industry, and is a fully integrated strategic supplier to major OEMs. We look forward to offering our customers the most innovative solutions for their needs and welcoming the talented team from Creganna to TE.
The business will be reported as part of TEs Industrial Solutions segment.
Forward-looking Statements
This release contains certain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on managements 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. We have no intention and are under no obligation to update or alter (and expressly disclaim any such intention or obligation to do so) our 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 our future financial condition and operating results and our ability to realize projected financial impacts of and to integrate the acquisition of Creganna Medical. 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 conditions affecting demand for products, particularly in the automotive, medical device and data and devices industries; competition and pricing pressure; fluctuations in foreign currency exchange rates and commodity prices; natural disasters and political, economic and military instability in countries in which we operate; developments in the credit markets; future goodwill impairment; compliance with current and future environmental and other laws and regulations; the possible effects on us of changes in tax laws, tax treaties and other legislation; the risk that Creganna Medicals operations will not be successfully integrated into ours; and the risk that revenue opportunities, cost savings and other anticipated synergies from the Creganna Medical acquisition may not be fully realized or may take longer to realize than expected. More detailed information about these and other factors is set forth in TE Connectivity Ltd.s Annual Report on Form 10-K for the fiscal year ended Sept. 25, 2015 as well as in our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed by us with the U.S. Securities and Exchange Commission.
ABOUT TE CONNECTIVITY
TE Connectivity (NYSE: TEL) is a $12 billion global technology leader. Our connectivity and sensor solutions are essential in todays increasingly connected world. We collaborate with engineers to transform their concepts into creations redefining whats possible using intelligent, efficient and high-performing TE products and solutions proven in harsh environments. Our 72,000 people, including over 7,000 engineers, partner with customers in close to 150 countries across a wide range of industries. We believe EVERY CONNECTION COUNTS www.TE.com
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Contacts: |
Media Relations: Erin Burke APCO Worldwide for TE Connectivity 646-218-8760 media@te.com |
Investor Relations: Sujal Shah TE Connectivity 610-893-9790 Sujal.shah@te.com |
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