-----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, AV0NbcQu0en8nnJSUYMZqUPBbbb9CuHp8htZAPTjuWQ/xk0btbAZknkE8r7pNx89 hM5YsmoC9FeWF3q0oqDIUA== 0000950103-97-000333.txt : 19970522 0000950103-97-000333.hdr.sgml : 19970522 ACCESSION NUMBER: 0000950103-97-000333 CONFORMED SUBMISSION TYPE: SC 14D9/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970521 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADT LIMITED CENTRAL INDEX KEY: 0000833444 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D9/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43685 FILM NUMBER: 97612405 BUSINESS ADDRESS: STREET 1: CEDAR HOUSE 41 CEDAR AVE CITY: HAMILTON HM 12 BERMU STATE: D0 BUSINESS PHONE: 8092952244 MAIL ADDRESS: STREET 1: 2255 GLADES RD STE 421A CITY: BOCA RATON STATE: FL ZIP: 334310835 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ADT LIMITED CENTRAL INDEX KEY: 0000833444 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D9/A BUSINESS ADDRESS: STREET 1: CEDAR HOUSE 41 CEDAR AVE CITY: HAMILTON HM 12 BERMU STATE: D0 BUSINESS PHONE: 8092952244 MAIL ADDRESS: STREET 1: 2255 GLADES RD STE 421A CITY: BOCA RATON STATE: FL ZIP: 334310835 SC 14D9/A 1 ============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------ SCHEDULE 14D-9 (AMENDMENT NO. 13) Solicitation/Recommendation Statement Pursuant to Section 14(d)(4) of the Securities Exchange Act of 1934 ADT LIMITED (Name of Subject Company) ADT LIMITED (Name of Person(s) Filing Statement) Common Shares, par value $0.10 per share (including the associated preference stock purchase rights) (Title of Class of Securities) 000915 10 8 (CUSIP Number of Class of Securities) Stephen J. Ruzika c/o ADT, Inc. 1750 Clint Moore Road Boca Raton, FL 33431-0835 (561) 988-3600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of the Person(s) Filing Statement) With a copy to: David W. Ferguson, Esq. Davis Polk & Wardwell 450 Lexington Ave. New York, New York 10017 ============================================================================== INTRODUCTION The Solicitation/Recommendation Statement on Schedule 14D-9 (the "Schedule 14D-9") originally filed on March 4, 1997, by ADT Limited, a Bermuda corporation ("ADT" or the "Company"), relates to an offer by Western Resources, Inc., a Kansas corporation ("Western"), to exchange a combination of Western common stock, par value $5.00 per share, and cash for any and all of the outstanding common shares, par value $0.10 per share, including the associated preference stock purchase rights, of ADT (the "Common Shares"). All capitalized terms used herein without definition have the respective meanings set forth in the Schedule 14D-9. Item 7. Certain Negotiations and Transactions by the Subject Company. The response to Item 7 is hereby amended by deleting the last paragraph and replacing it with the following: The Company has had preliminary discussions with Western concerning the possible termination of the Western Offer and related proxy solicitation and settlement of outstanding litigation between Western and the Company. These discussions, which began after an approach was made to the Company, are ongoing. However, there can be no assurance that any agreement will be reached with Western. Item 8. Additional Information to be Furnished. The response to Item 8 is hereby amended by adding the following after the final paragraph under "Other Information": On May 21, 1997, ADT Investments II filed a preliminary proxy statement with the SEC to be able to communciate directly with KCP&L shareholders regarding the Western Offer. Depending on actions taken by Western in connection with the Western Offer, ADT Investments II reserves the right to solicit proxies at any special meeting of KCP&L shareholders to consider KCP&L's proposed merger with Western. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct. ADT LIMITED By: /s/ Stephen J. Ruzika ------------------------------- Stephen J. Ruzika Chief Financial Officer, Executive Vice President and Director (Principal Financial Officer and Principal Accounting Officer) Dated: May 21, 1997 -----END PRIVACY-ENHANCED MESSAGE-----