-----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, VdzW4ugKeYSXnNzDwH4qC82OzWu0gg50rbUPmWIAB2T3HXwkIgwbE/dJamLsWsMp 5AlzAdBAu40LudgRAYR/JQ== 0001104659-07-044345.txt : 20070531 0001104659-07-044345.hdr.sgml : 20070531 20070531154510 ACCESSION NUMBER: 0001104659-07-044345 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070531 ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20070531 DATE AS OF CHANGE: 20070531 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TYCO INTERNATIONAL LTD /BER/ CENTRAL INDEX KEY: 0000833444 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC CONNECTORS [3678] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13836 FILM NUMBER: 07890863 BUSINESS ADDRESS: STREET 1: 90 PITTS BAY ROAD STREET 2: THE ZURICH CENTRE SECOND FLOOR CITY: PEMROKE HM 08 BERMU STATE: D0 BUSINESS PHONE: 4412928674 MAIL ADDRESS: STREET 1: C/O TYCO INTERNATIONAL (US) INC STREET 2: ONE TYCO PARK CITY: EXETER STATE: NH ZIP: 03833 FORMER COMPANY: FORMER CONFORMED NAME: ADT LIMITED DATE OF NAME CHANGE: 19930601 8-K 1 a07-15359_58k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 31, 2007

TYCO INTERNATIONAL LTD.

 (Exact Name of Registrant as Specified in its Charter)

 

Bermuda

 

98-0390500

(Jurisdiction of Incorporation)

 

(IRS Employer Identification Number)

 

001-13836

 (Commission File Number)

Second Floor, 90 Pitts Bay Road

 Pembroke, HM 08, Bermuda

 (Address of Principal Executive Offices, including Zip Code)

441-292-8674

 (Registrant’s Telephone Number, including Area Code)

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o               Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o               Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o               Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2 (b))

o               Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

ITEM 1.02             TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

Termination of Five-Year Credit Agreement

On May 30, 2007, the five-year credit agreement, dated as of December 16, 2004, among Tyco International Group S.A. (“TIGSA”), a wholly-owned subsidiary of Tyco International Ltd. (the “Company”), the Company, as the parent guarantor, Bank of America, N.A., as Paying Agent, Co-Administrative Agent and lender, Citicorp USA, Inc., as Co-Administrative Agent and lender, and the other financial institutions party thereto (the “Five-Year Credit Agreement”) was terminated prior to its scheduled expiration date of December 16, 2009. The Five-Year Credit Agreement provided for a $1 billion revolving credit facility and contained customary affirmative, negative and financial covenants and events of default.  The Five-Year Credit Agreement has been replaced by three new revolving credit agreements, each dated as of April 25, 2007, among Tyco International Finance S.A.., the Company, and the lenders named therein (the “TIFSA Revolving Credit Agreement”), Covidien International Finance S.A., the Company, and the lenders named therein (the “CIFSA Revolving Credit Agreement”) and  Tyco Electronics Group S.A., the Company, and the lenders named therein (the “CIFSA Revolving Credit Agreement”; the TIFSA Revolving Credit Agreement, the CIFSA Revolving Credit Agreement and the TEGSA Revolving Credit Agreement collectively referred to as the “New Revolving Credit Agreements”) entered into in connection with the Company’s planned separation into three independent, publicly-traded companies.  No early termination penalties were incurred by TIGSA or the Company.

Termination of Three-Year Credit Agreement

On May 30, 2007, the three-year credit agreement, dated as of December 22, 2003, among TIGSA, the Company, as the parent guarantor, Bank of America, N.A., as Paying Agent and lender, and the other financial institutions party thereto (the “Three-Year Credit Agreement”) was terminated prior to its scheduled expiration date of December 21, 2007 (extended from an original expiration date of December 22, 2006). The Three-Year Credit Agreement provided for a $1.5 billion revolving credit facility and contained customary affirmative, negative and financial covenants and events of default.  The Three-Year Credit Facility has been replaced by the New Revolving Credit Agreements.  No early termination penalties were incurred by TIGSA or the Company.

 

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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 INTERNATIONAL LTD.

 

 

(Registrant)

 

 

 

 

 

By:

 

/s/ John S. Jenkins, Jr.

 

 

 

 

Name:

John S. Jenkins, Jr.

 

 

 

 

Title:

Vice President and Secretary

 

Date: May 31, 2007

 

 

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