-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UXgKzd+BObZFi6EAKE0GpqCz6e7k5/hgUHe9B4N1gFgNrT803NB7vXSXpeqctYfd NmEHqnJfBuaufvHLjuKbYg== 0000912057-02-004453.txt : 20020414 0000912057-02-004453.hdr.sgml : 20020414 ACCESSION NUMBER: 0000912057-02-004453 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020204 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TYCO CAPITAL CORP CENTRAL INDEX KEY: 0000020388 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE LESSORS [6172] IRS NUMBER: 651051227 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01861 FILM NUMBER: 02529881 BUSINESS ADDRESS: STREET 1: 1211 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125361390 MAIL ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: CIT GROUP INC DATE OF NAME CHANGE: 19971014 FORMER COMPANY: FORMER CONFORMED NAME: CIT FINANCIAL CORP/OLD/ DATE OF NAME CHANGE: 19860512 FORMER COMPANY: FORMER CONFORMED NAME: CIT GROUP HOLDINGS INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 a2069846z8-k.txt FORM 8-K - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 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) FEBRUARY 4, 2002 ------------------------ TYCO CAPITAL CORPORATION (Exact name of registrant as specified in its charter) NEVADA 1-1861 65-1051227 (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation)
1211 AVENUE OF THE AMERICAS NEW YORK, NEW YORK 10036 (Address of registrant's principal executive office) Registrant's telephone number, including area code (212) 536-1390 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS. This Current Report on Form 8-K includes as exhibits press releases issued by Tyco Capital Corporation on February 4, 2002 and February 5, 2002. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release issued February 4, 2002. 99.2 Press release issued February 5, 2002. 2 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 hereunto duly authorized. TYCO CAPITAL CORPORATION______________ (Registrant) By: ________/s/ JOSEPH M. LEONE_______ Joseph M. Leone EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER (PRINCIPAL ACCOUNTING AND FINANCIAL OFFICER) Dated: February 4, 2002 3 EX-99.1 3 a2069846zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 For Immediate Release: Contact: Media: Investors: Maryanne Kane Jack Blackstock (212) 424-1300 (212) 424-1344
TYCO CAPITAL ANNOUNCES INITIATIVES TO PREPARE FOR INDEPENDENCE - --COMPANY TO ESTABLISH NEW FUNDING VEHICLES, INSTITUTE ENHANCED INDENTURES, AND RETURN TO THE CIT BRAND-- LIVINGSTON, NJ, FEBRUARY 4, 2002--Tyco Capital Corporation, the financial services subsidiary of Tyco International Ltd. (NYSE: TYC, LSE: TYI, BSX: TYC), announced several significant initiatives, in concert with Tyco International's announcement today to repurchase its commercial paper, designed to strengthen its financial position and prepare the company to serve its customers as an independent public company. Specifically, Tyco Capital is: - Establishing new securitization facilities that provide access to capital totaling approximately $3 billion. The proceeds will be used to reduce commercial paper borrowings. These facilities, together with Tyco Capital's existing $8.5 billion bank credit facilities, provide coverage significantly in excess of 100% of the company's outstanding commercial paper; and - Establishing a dealer group for the company's commercial paper program to enhance liquidity for the company's commercial paper investors; and - Amending all of its existing public debt indentures to include the following provisions: -- Prohibit extension of loans and payment of dividends to Tyco International; -- Restrict the purchase of assets from Tyco International; and -- Limit other intercompany arrangements; and - Accelerating the timetable for the full distribution to shareholders of the remainder of Tyco Capital to approximately 45 days following its initial public offering; and - Returning to its historical CIT brand and identity, a name associated with excellence in commercial finance since 1908. "These initiatives further reinforce our commitment to the company's various investor constituencies and significantly strengthen our financial position," said Albert R. Gamper, Jr., President and CEO of Tyco Capital. "Our conservative credit culture and diversified portfolio, along with our most recent quarterly financial results, underscore the company's solid fundamentals." The company plans to hold a fixed income investor conference call today, February 4, 2002 at 1:00 pm (EST). The call is open to the general public. The conference call is available at the following numbers: United States: 800-230-1059 International: 612-288-0318 No confirmation or access code is required for the call. A replay of the call can be accessed 90 minutes after completion by calling: U.S. 800-475-6701 or International 320-365-3844, enter passcode 626734. The replay is available until midnight, February 11, 2002. ABOUT TYCO CAPITAL The Tyco Capital family of companies are subsidiaries of Tyco International Ltd. Tyco Capital is a leading, global source of financing and leasing capital and advisor for companies in more than 30 industries. Managing $50 billion in assets across a diversified portfolio, Tyco Capital empowers many of today's industry leaders and emerging businesses offering vendor, equipment, factoring, consumer, and structured financing capabilities. Tyco Capital operates in the United States and Canada with strategic locations in Europe, Latin and South America, and the Pacific Rim. # # # THIS RELEASE CONTAINS "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 RISKS, UNCERTAINTY AND CHANGES IN CIRCUMSTANCES. ACTUAL RESULTS MAY VARY MATERIALLY FROM THE EXPECTATIONS CONTAINED IN THE FORWARD-LOOKING STATEMENTS. ALL STATEMENTS CONTAINED IN THIS RELEASE 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 FOLLOWING FACTORS, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS: ECONOMIC, BUSINESS, COMPETITIVE AND REGULATORY FACTORS AFFECTING TYCO'S AND TYCO CAPITAL'S BUSINESSES AND THE EXECUTION OF ITS PLAN; AND OTHER FACTORS DESCRIBED IN TYCO'S AND TYCO CAPITAL'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED SEPTEMBER 30, 2001. EX-99.2 4 a2069846zex-99_2.txt EXHIBIT 99.2 EXHIBIT 99.2 For Immediate Release: Contact: Media: Investors: Maryanne Kane Jack Blackstock (212) 424-1300 (212) 424-1344
TYCO CAPITAL MOVES TO ENHANCE LIQUIDITY LIVINGSTON, NJ, FEBRUARY 5, 2002--Tyco Capital, the financial services subsidiary of Tyco International Ltd. (NYSE: TYC, LSE: TYI, BSX: TYC), today announced that it opted to draw down on its $8.5 billion unsecured bank credit facilities and is using the proceeds to repurchase the company's outstanding commercial paper at its scheduled maturities. This action is consistent with the initiatives discussed during the company's investor conference call held on February 4, 2002. "We are drawing down all our unsecured bank facilities at this time to maximize the company's flexibility and liquidity." said Albert R. Gamper, Jr., President and CEO of Tyco Capital. "For over 55 years, the company has been an active issuer in the commercial paper market. It is our intent, as an independent finance company, to return to the commercial paper market with a dealer based program, committed to maintaining ratings of the highest level for our commercial paper." ABOUT TYCO CAPITAL Tyco Capital is a leading, global source of financing and leasing capital and advisor for companies in more than 30 industries. Managing $50 billion in assets across a diversified portfolio, Tyco Capital empowers many of today's industry leaders and emerging businesses offering vendor, equipment, factoring, consumer, and structured financing capabilities. Tyco Capital operates in the United States and Canada with strategic locations in Europe, Latin and South America, and the Pacific Rim. # # # THIS RELEASE CONTAINS "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 RISKS, UNCERTAINTY AND CHANGES IN CIRCUMSTANCES. ACTUAL RESULTS MAY VARY MATERIALLY FROM THE EXPECTATIONS CONTAINED IN THE FORWARD-LOOKING STATEMENTS. ALL STATEMENTS CONTAINED IN THIS RELEASE 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 FOLLOWING FACTORS, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS: ECONOMIC, BUSINESS, COMPETITIVE AND REGULATORY FACTORS AFFECTING TYCO'S AND TYCO CAPITAL'S BUSINESSES AND THE EXECUTION OF ITS PLAN; AND OTHER FACTORS DESCRIBED IN TYCO'S AND TYCO CAPITAL'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED SEPTEMBER 30, 2001. -----END PRIVACY-ENHANCED MESSAGE-----