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FOR IMMEDIATE RELEASE
TUESDAY, NOVEMBER 14, 2000
CONTACTS
TYCO:
INVESTOR RELATIONS MEDIA RELATIONS
J. Brad McGee Judith Czelusniak
Executive Vice President, Senior Vice President,
Chief Strategy Officer Corporate Relations
Tyco International (US) Inc. Tyco International (US) Inc.
(603) 778-9700 (561) 988-7424
INNERDYNE:
William G. Mavity
President/CEO
InnerDyne, Inc.
(408) 745-6010
AMENDED DOCUMENTATION FILED WITH SEC
FOR INNERDYNE EXCHANGE OFFER
PEMBROKE, BERMUDA AND SUNNYVALE, CA, NOVEMBER 14, 2000 -- Tyco International
Ltd. (NYSE: TYC; LSE: TYI; BSX: TYC), a diversified manufacturing and service
company, and InnerDyne, Inc. (Nasdaq: IDYN), a medical manufacturer and
distributor of patented radial dilating access devices used in minimally
invasive surgical procedures, today announced that they have filed with the
Securities and Exchange Commission amended documentation relating to the
exchange offer of Tyco Acquisition Corp. X for the common stock of InnerDyne.
The documentation, which was filed in response to SEC comments, includes an
amended registration statement and prospectus of Tyco and an amended
solicitation/recommendation statement on Schedule 14D-9 of InnerDyne.
As previously announced, the exchange offer has been extended to midnight, New
York City time, on Wednesday, November 29, 2000. Tyco Acquisition has disclosed
in the amended documentation that it will make a subsequent offering period
available if, at the expiration of the offer, a majority but less than 90% of
the InnerDyne shares have been tendered. In this situation, assuming all offer
conditions are satisfied, Tyco Acquisition will immediately accept for
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exchange all validly tendered shares prior to the expiration date of the initial
offering period and will also accept all validly tendered shares tendered during
the subsequent offering period.
Tyco Acquisition is offering to exchange a fraction of a Tyco common share
valued at $7.50, determined as described in the prospectus, for each share of
InnerDyne common stock. If there is a subsequent offering period, the fraction
of a Tyco common share exchanged will be the same for shares tendered in that
period as in the initial offering period.
Copies of the amended registration statement on Form S-4, an amended Schedule
TO, the amended prospectus, the amended solicitation/recommendation statement on
Schedule 14D-9 and other documents filed by Tyco and InnerDyne with the SEC may
be obtained at the SEC's web site at http://www.sec.gov. These documents may
also be obtained from Tyco or from InnerDyne by directing requests to Tyco
International Ltd., The Zurich Centre, Second Floor, 90 Pitts Bay Road, Pembroke
HM 08, Bermuda, tel: (441) 292-8674; or to InnerDyne, Inc., 1244 Reamwood
Avenue, Sunnyvale, CA 94089, tel: (408) 745-6010.
Documents may also be obtained from MacKenzie Partners, Inc., the information
agent for the offer, 156 Fifth Avenue, New York, New York 10010, (212) 929-5500
(call collect) or (800) 322-2885 (toll free).
ABOUT INNERDYNE
InnerDyne designs, develops and manufactures minimally invasive surgical access
products that incorporate the company's proprietary radial dilation technology,
including the patented Step(TM) expandable needle system. Radial dilation
provides surgical access through expansion of a very small opening using
progressively larger blunt instruments.
ABOUT TYCO INTERNATIONAL LTD.
Tyco International Ltd. is a diversified manufacturing and service company. Tyco
is the world's largest manufacturer and servicer of electrical and electronic
components; the world's largest designer, manufacturer, installer and servicer
of undersea telecommunications systems; the world's largest manufacturer,
installer and provider of fire protection systems and electronic security
services; and the world's largest manufacturer of flow control valves. Tyco also
holds strong leadership positions in disposable medical products, diagnostic
imaging, bulk pharmaceuticals, wound closure, plastics and adhesives. Tyco
operates in more than 100 countries and has reported fiscal 2000 sales of
approximately $28.9 billion.
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