-----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, WlWuZAsJdZfGytbaqg0j64eDe98C1XH3J6iOMIZa9C7E+g6L+9wJDbhyK8mMer9f mwJw4sRq+VDkf7FzR4PaKw== 0001181431-10-060433.txt : 20101209 0001181431-10-060433.hdr.sgml : 20101209 20101209125738 ACCESSION NUMBER: 0001181431-10-060433 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101208 FILED AS OF DATE: 20101209 DATE AS OF CHANGE: 20101209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OBRIEN PATRICK D CENTRAL INDEX KEY: 0001211801 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-01424 FILM NUMBER: 101241733 MAIL ADDRESS: STREET 1: 13625 TECHNOLOGY DR CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 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 4 1 rrd292773.xml O'BRIEN MERGER FORM 4 X0303 4 2010-12-08 1 0000061478 ADC TELECOMMUNICATIONS INC ADCT 0001211801 OBRIEN PATRICK D 13625 TECHNOLOGY DRIVE EDEN PRAIRIE MN 55344 0 1 0 0 VP, President GCS Common Stock 2010-12-08 4 D 0 48637 12.75 D 0 D Common Stock 2010-12-08 4 D 0 5300 12.75 D 0 I 401(k) Stock Option (Right to Buy) 15.82 2010-12-08 4 D 0 6747 D 2012-11-27 Common Stock 6747 0 D Stock Option (Right to Buy) 15.82 2010-12-08 4 D 0 14681 D 2012-11-27 Common Stock 14681 0 D Stock Option (Right to Buy) 19.67 2010-12-08 4 D 0 18530 D 2013-12-30 Common Stock 18530 0 D Stock Option (Right to Buy) 20.44 2010-12-08 4 D 0 9375 D 2014-03-03 Common Stock 9375 0 D Stock Option (Right to Buy) 20.44 2010-12-08 4 D 0 3125 D 2014-03-03 Common Stock 3125 0 D Stock Option (Right to Buy) 18.76 2010-12-08 4 D 0 5909 D 2014-12-16 Common Stock 5909 0 D Stock Option (Right to Buy) 18.76 2010-12-08 4 D 0 9548 D 2014-12-16 Common Stock 9548 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 13818 D 2015-12-15 Common Stock 13818 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 26346 D 2013-12-18 Common Stock 26346 0 D Stock Option (Right to Buy) 17.76 2010-12-08 4 D 0 5583 D 2014-12-17 Common Stock 5583 0 D Stock Option (Right to Buy) 17.76 2010-12-08 4 D 0 16750 D 2014-12-17 Common Stock 16750 0 D Stock Option (Right to Buy) 4.85 2010-12-08 4 D 0 17050 D 2015-12-15 Common Stock 17050 0 D Stock Option (Right to Buy) 4.85 2010-12-08 4 D 0 50450 D 2015-12-15 Common Stsock 50450 0 D Stock Option (Right to Buy) 6.00 2010-12-08 4 D 0 34474 D 2016-11-23 Common Stock 34474 0 D Stock Option (Right to Buy) 6.00 2010-12-08 4 D 0 15526 D 2016-11-23 Common Stock 15526 0 D Stock Option (Right to Buy) 19.81 2010-12-08 4 D 0 16304 D 2010-12-29 Common Stock 16304 0 D Restricted Stock Units 2010-12-08 4 D 0 79635 12.75 D Common Stock 103944 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, these units in the ADC Stock Fund in the ADC Telecommunications, Inc. 401(k) Retirement Savings Plan held by the reporting person representing 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, if any. 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/ Patrick D. O'Brien 2010-12-08 -----END PRIVACY-ENHANCED MESSAGE-----