ADT 2009 Annual Report Download - page 114

January 1, 2011, we expect to pay dividends in the form of a return of registered share capital, and
these dividends will be denominated in Swiss francs. We expect our transfer agent to make these
dividend payments in U.S. dollars converted at the U.S. dollar to Swiss franc exchange rate shortly
before the payment date. As a result, shareholders will be exposed to fluctuations in the value of the
U.S. dollar relative to the Swiss franc between the date used for purposes of calculating the Swiss franc
amount of any proposed capital reduction (which will typically be on or about the date of our annual
general meeting) and the relevant payment date, which will not be shorter than two months and could
be as long as a year.
As a result of our Change of Domicile and the increase in the par value of our shares, we may have less
flexibility with respect to certain aspects of capital management.
In connection with the Change of Domicile, we significantly increased the par value of our shares.
Currently the par value of our shares is CHF 8.07 (or approximately $7.87 based on the exchange rate
in effect on November 2, 2009). Under Swiss law, we generally may not issue registered shares for an
amount below par value. As of November 2, 2009, the closing price of our ordinary shares on the
NYSE was $33.53. In the event there is a need to raise common equity capital at a time when the
trading price of our registered shares is below our par value, we would need to obtain approval of our
shareholders to decrease the par value of our registered shares. We cannot assure you that we would
be able to obtain such shareholder approval. Obtaining shareholder approval also would require filing a
preliminary proxy statement with the SEC and convening a meeting of shareholders which would delay
any capital raising plans. If we were to receive shareholder approval to reduce the par value of our
registered shares, the reduction would decrease our ability to pay dividends as a repayment of share
capital, which may subject you to Swiss withholding tax.
Item 1B. Unresolved Staff Comments
None.
Item 2. Properties
Our operations are conducted in facilities throughout the world aggregating approximately
34 million square feet of floor space, of which approximately 14 million square feet are owned and
approximately 20 million square feet are leased. These facilities house manufacturing, distribution and
warehousing operations, as well as sales and marketing, engineering and administrative offices.
ADT Worldwide operates through a network of offices and service facilities located in North
America, Central America, South America, Europe, the Middle East, the Asia-Pacific region and South
Africa. The group occupies approximately 6 million square feet, of which 1 million square feet are
owned and 5 million square feet are leased.
Flow Control has manufacturing facilities, warehouses and distribution centers throughout North
America, South America, Europe and the Asia-Pacific region. The group occupies approximately
11 million square feet, of which 6 million square feet are owned and 5 million square feet are leased.
Fire Protection Services operates through a network of offices located in North America, Central
America, South America, Europe and the Asia-Pacific region. The group occupies approximately
5 million square feet, all of which are leased.
Electrical and Metal Products has manufacturing facilities, warehouses and distribution centers
throughout North America, South America, Europe and the Asia-Pacific region. The group occupies
approximately 6 million square feet, of which 4 million square feet are owned and 2 million square feet
are leased.
Safety Products operates through a network of offices located in North America, South America,
Europe and the Asia-Pacific region. Our Safety Products manufacturing facilities, warehouses and
22 2009 Financials