-----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, CYiUwJVrkgr1hNHjiH9QT5E8XdmXdZCU7Lb7ZcV2tFNqQn1vWrv5iGb8nJiS3tvl UFvB0ae8Vhzky0eZhtZLHQ== 0001181431-10-060428.txt : 20101209 0001181431-10-060428.hdr.sgml : 20101209 20101209125237 ACCESSION NUMBER: 0001181431-10-060428 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101208 FILED AS OF DATE: 20101209 DATE AS OF CHANGE: 20101209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADC TELECOMMUNICATIONS INC CENTRAL INDEX KEY: 0000061478 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 410743912 STATE OF INCORPORATION: MN FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 13625 TECHNOLOGY DRIVE CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 9529388080 MAIL ADDRESS: STREET 1: 13625 TECHNOLOGY DRIVE CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 FORMER COMPANY: FORMER CONFORMED NAME: MAGNETIC CONTROLS CO DATE OF NAME CHANGE: 19850605 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SWITZ ROBERT E CENTRAL INDEX KEY: 0001183792 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-01424 FILM NUMBER: 101241718 MAIL ADDRESS: STREET 1: 13625 TECHNOLOGY DRIVE CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 4 1 rrd292947.xml SWITZ MERGER FORM 4 X0303 4 2010-12-08 1 0000061478 ADC TELECOMMUNICATIONS INC ADCT 0001183792 SWITZ ROBERT E 13625 TECHNOLOGY DRIVE EDEN PRAIRIE MN 55344 1 1 0 0 President & CEO Common Stock 2010-12-08 4 D 0 373119 12.75 D 0 D Stock Option (right to Buy) 53.76 2010-12-08 4 D 0 21428 D 2011-05-31 Common Stock 21428 0 D Stock Option (right to Buy) 30.59 2010-12-08 4 D 0 3269 D 2011-11-01 Common Stock 3269 0 D Stock Option (right to Buy) 30.59 2010-12-08 4 D 0 48564 D 2011-11-01 Common Stock 48564 0 D Stock Option (right to Buy) 15.82 2010-12-08 4 D 0 6321 D 2012-11-27 Common Stock 6321 0 D Stock Option (right to Buy) 15.82 2010-12-08 4 D 0 89964 D 2012-11-27 Common Stock 89964 0 D Stock Option (right to Buy) 17.43 2010-12-08 4 D 0 171428 D 2013-08-29 Common Stock 171428 0 D Stock Option (right to Buy) 18.76 2010-12-08 4 D 0 16357 D 2014-12-16 Common Sstock 16357 0 D Stock Option (right to Buy) 18.76 2010-12-08 4 D 0 126499 D 2014-12-16 Common Stock 126499 0 D Stock Option (right to Buy) 23.91 2010-12-08 4 D 0 4182 D 2015-12-15 Common Stock 4182 0 D Stock Option (right to Buy) 23.91 2010-12-08 4 D 0 120818 D 2015-12-15 Common Stock 120818 0 D Stock Option (right to Buy) 14.59 2010-12-08 4 D 0 6854 D 2013-12-18 Common Stock 6854 0 D Stock Option (right to Buy) 14.59 2010-12-08 4 D 0 133146 D 2013-12-18 Common Stock 133146 0 D Stock Option (right to Buy) 17.76 2010-12-08 4 D 0 5630 D 2014-12-17 Common Stock 5630 0 D Stock Option (right to Buy) 17.76 2010-12-08 4 D 0 134370 D 2014-12-17 Common Stock 134370 0 D Stock Option (right to Buy) 4.85 2010-12-08 4 D 0 20621 D 2015-12-23 Common Stock 20621 0 D Stock Option (right to Buy) 4.85 2010-12-08 4 D 0 405379 D 2015-12-23 Common Stock 405379 0 D Stock Option (right to Buy) 6.00 2010-12-08 4 D 0 192977 D 2016-11-23 Common Stock 192977 0 D Stock Option (right to Buy) 6.00 2010-12-08 4 D 0 16666 D 2016-11-23 Common Stock 16666 0 D Restricted Stock Units 2010-12-08 4 D 0 405356 12.75 D Common Stock 405356 0 D In connection with the acquisition of the Company by a wholly owned subsidiary of Tyco Electronics Ltd. ("TE") on December 8, 2010 (the "Acquisition") pursuant to an agreement and plan of merger dated July 12, 2010, as amended July 24, 2010 (the "Merger Agreement"), these shares of Company common stock were canceled and automatically converted into the right to receive $12.75 per share in cash, without interest and less any applicable withholding taxes. In connection with the Acquisition, this option vested in accordance with the terms of its applicable option award agreement,was assumed by TE and replaced with an option to purchase a number of shares of TE common stock based on a formula set forth in the Merger Agreement. Settled one-for-one in shares of Company common stock. In connection with the Acquisition, these restricted stock units were canceled in exchange for the right to receive an amount equal to the total number of shares of common stock represented by such restricted stock units at target multiplied by $12.75 per share, less any applicable withholding taxes. /s/ Robert E. Switz 2010-12-08 -----END PRIVACY-ENHANCED MESSAGE-----