ADT 2011 Annual Report Download - page 294

TYCO INTERNATIONAL LTD.
NOTES TO THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2011
(Continued)
6. DIVESTITURES
On November 9, 2010, the Company announced that it entered into an agreement to sell a
majority interest in its Electrical and Metal Products business to an affiliate of the private equity firm
Clayton, Dubilier & Rice, LLC (the ‘‘Investor’’). The Company formed a newly incorporated holding
company, Atkore International Group Inc. (‘‘Atkore’’), to hold the Company’s Electrical and Metal
Products business. On December 22, 2010, the transaction closed and the Investor acquired shares of a
newly-created class of cumulative convertible preferred stock of Atkore (the ‘‘Preferred Stock’’). The
Preferred Stock initially represented 51% of the outstanding capital stock (on an as-converted basis) of
Atkore. The transaction did not have a material financial impact on the Company’s standalone financial
statements. The gain on disposal is recorded within restructuring, asset impairment and divestiture
(gains) charges, net in the Company’s consolidated financial statements. The Company’s retained
ownership interest in Atkore is accounted for under the equity method of accounting in the Company’s
consolidated financial statements.
7. ACQUISITIONS
On May 14, 2010, the Company’s Tyco Security Solutions segment acquired all of the outstanding
equity of Brink’s Home Security Holdings, Inc. (‘‘BHS’’ or ‘‘Broadview Security’’), a publicly traded
company that was formerly owned by The Brink’s Company, in a cash-and-stock transaction valued at
approximately $2.0 billion. To complete this transaction, the cash was paid by a subsidiary of the
Company and the stock was paid by the Company and a subsidiary that holds shares in the Company.
8. SIGNIFICANT INVESTMENTS WITH DIRECT OWNERSHIP BY TYCO INTERNATIONAL LTD.
The following schedule summarizes the Company’s significant directly owned investments as of
September 30, 2011 and September 24, 2010:
Ownership %
Share
Company Country Currency Capital Purpose 2011 2010
Tyco Kappa Limited ......... Bermuda USD 12,000 holding company 100 100
Tyco Capital Holdings Ltd. .... Bermuda USD 12,000 holding company 100 79
Obsidian HCM Med Holdings
Ireland ................. Ireland EURO 125,000,000 holding company — 55
Tyco International Finance S.A. . . Luxembourg USD 445,000 holding company 100(1) 100(1)
(1) Tyco International Finance S.A. holds 105,515 treasury shares, which are indirectly held by Tyco.
During the year ended September 30, 2011, Tyco Omega Limited bought back its preferred shares
held by the Company. As of September 24, 2010, the Company directly held preferred shares of CHF
2,920 million in Tyco Omega Limited.
During the year ended September 30, 2011, the Company sold its investments in Obsidian HCM
Med Holdings Ireland and SEC Investments of Ireland to a direct subsidiary of the Company. The
Company recognized a total gain of CHF 781 million on the sales, which was included in gain from
sale of subsidiaries on the statement of operations for the year ended September 30, 2011.
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