EX-99.(A)(3) 4 a2199448zex-99_a3.htm EXHIBIT 99.(A)(3)

Exhibit (a)(3)

NOTICE OF GUARANTEED DELIVERY

To Tender Shares of Common Stock
(including the associated preferred stock purchase rights)
of

ADC Telecommunications, Inc.

Pursuant to the Offer to Purchase
Dated July 26, 2010
of

Tyco Electronics Minnesota, Inc.

An Indirect Wholly Owned Subsidiary of

Tyco Electronics Ltd.

        This form, or a substantially equivalent form, must be used to accept the Offer (as defined below) if the certificates for shares of common stock, par value $0.20 per share, of ADC Telecommunications, Inc. (including the associated preferred stock purchase rights) and any other documents required by the Letter of Transmittal cannot be delivered to the Depositary by Monday, August 23, 2010 (or if the Offer is extended to a later date, such later date). Such form may be delivered by hand, facsimile transmission or mail to the Depositary. See Section 3 of the Offer to Purchase.

        The Depositary for the Offer is:

        MELLON INVESTOR SERVICES, LLC

By Mail:   By Overnight Courier:   By Hand:
BNY Mellon Shareowner Services
Attn: Corporate Action Dept.,
P.O. Box 3301
South Hackensack, New Jersey 07606
  BNY Mellon Shareowner Services
Attn: Corporate Actions Dept.,
27th Floor
480 Washington Blvd.
Jersey City, New Jersey 07310
  BNY Mellon Shareowner Services
Attn: Corporate Actions Dept.,
27th Floor
480 Washington Blvd.
Jersey City, New Jersey 07310

 

 

By Facsimile:
(For Eligible Institutions Only)
(201) 680-4626

 

 

 

 

Confirm Facsimile Transmission:
(By Telephone Only)
(201) 680-4860

 

 

        DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OR FACSIMILE NUMBER OTHER THAN AS SET FORTH ABOVE, WILL NOT CONSTITUTE A VALID DELIVERY.

        This Notice of Guaranteed Delivery is not to be used to guarantee signatures. If a signature on a Letter of Transmittal is required to be guaranteed by an Eligible Institution under the instructions thereto, such signature guarantee must appear in the applicable space provided in the signature box on the Letter of Transmittal. Do not send share certificates with this notice. Share certificates should be sent with your Letter of Transmittal.


Ladies and Gentlemen:

        The undersigned hereby tenders to Tyco Electronics Minnesota, Inc., a Minnesota corporation ("Purchaser") and an indirect wholly owned subsidiary of Tyco Electronics Ltd., a Swiss corporation, upon the terms and subject to the conditions set forth in the Offer to Purchase dated July 26, 2010 and the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the "Offer"), receipt of which is hereby acknowledged,                        shares of Common Stock, par value $0.20 per share (together with the associated preferred stock purchase rights, the "Shares"), of ADC Telecommunications, Inc., a Minnesota corporation, pursuant to the guaranteed delivery procedure set forth in Section 3 of the Offer to Purchase.

Certificate Numbers (if available)   SIGN HERE


 

 


Signature(s)


 

 


(Name(s)) (Please Print)

 

 


(Addresses)

If delivery will be by book-entry transfer:

 

 

Name of Tendering Institution

 



(Zip Code)


 

 

 

 

 


(Area Code and Telephone Number)

Account Number                                                          

 

 

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GUARANTEE
(Not to be used for signature guarantee)

        The undersigned, a firm which is a bank, broker, dealer, credit union, savings association or other entity which is a member in good standing of a recognized Medallion Program approved by The Securities Transfer Association Inc., including the Securities Transfer Agents Medallion Program (STAMP), the Stock Exchange Medallion Program (SEMP) and the New York Stock Exchange Inc. Medallion Signature Program (MSP) or any other "Eligible Guarantor Institution" (as such term is defined in Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended), guarantees (i) that the above named person(s) "own(s)" the Shares tendered hereby within the meaning of Rule 14e-4 under the Securities Exchange Act of 1934, (ii) that such tender of Shares complies with Rule 14e-4 and (iii) to deliver to the Depositary the Shares tendered hereby, together with a properly completed and duly executed Letter(s) of Transmittal (or facsimile(s) thereof) and certificates for the Shares to be tendered or an Agent's Message (as defined in the Offer to Purchase) in the case of a book-entry delivery, and any other required documents, all within three NASDAQ Stock Market trading days of the date hereof.

   
(Name of Firm)
   

 

 


(Address)

 

 

 

 


(Zip Code)

 

 

 

 


(Authorized Signature)

 

 

 

 


(Name)

 

 

 

 


(Area Code and Telephone Number)

 

 

Dated:                                    , 2010.

        DO NOT SEND CERTIFICATES FOR SHARES WITH THIS NOTICE.
CERTIFICATES FOR SHARES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.

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