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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
June 19, 1996
Date of Report (Date or earliest event reported)
Commission file number 0-16979
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ADT LIMITED
(Exact Name of Registrant as Specified in its Charter)
BERMUDA Cedar House Not Applicable
(Jurisdiction of 41 Cedar Avenue (I.R.S. Employer
Incorporation or Hamilton HM12, Bermuda Identification No.)
Organization) (Address of Principal
Executive Offices)* Not Applicable
(Zip Code)
Registrant's telephone number, including area code: (809) 295-2244*
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* The executive offices of the subsidiary of registrant which supervises
registrant's North American activities are at One Boca Place, 2255 Glades
Road, Boca Raton, Florida 33431-0835. The telephone number there is (407)
997-8406.
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ITEM 5. OTHER EVENTS.
On June 19, 1996, ADT Limited ("ADT") announced the proposed acquisition of
Automated Security (Holdings) PLC, a corporation organized under the laws of
England and Wales.
The press release issued by ADT is filed as Exhibit 99.1 hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 Press Release dated June 19, 1996.
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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.
ADT LIMITED
By: /s/ Stephen J. Ruzika
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Stephen J. Ruzika
Chief Financial Officer, Executive
Vice President and Director
Date: June 27, 1996
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EXHIBIT INDEX
99.1 Press Release dated June 19, 1996.
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[ADT LOGO]
FOR IMMEDIATE RELEASE
June 19, 1996
ADT Limited ("ADT")
PRESS RELEASE
ADT ANNOUNCES THE PROPOSED ACQUISITION OF AUTOMATED SECURITY (HOLDINGS) PLC
Boca Raton, FL, June 19, 1996 -- ADT Limited (NYSE - ADT) a leading provider of
electronic security services and vehicle auction services, announced today that
it has agreed terms for the acquisition of Automated Security (Holdings) PLC
("ASH").
ASH is the largest provider of electronic security services in the United
Kingdom and, through its subsidiary API Security, Inc., is also the largest
provider of electronic security services in Southern California.
ASH's principal subsidiaries in the United Kingdom consist of Modern Security
Systems Limited ("MSS") and Telecom Security Limited ("Telecom"). MSS is a
mainly commercial business whose customer base is complementary to ADT's.
Telecom is a residential business with strong brand recognition which will
provide ADT with leveraging opportunities in the residential marketplace.
The acquisition of ASH is to be effected by way of a Scheme of Arrangement in
the United Kingdom under which the total consideration to be paid by ADT for
the whole of the ordinary and preference share capital of ASH will consist of
the issue of approximately 7.0 million ADT common shares. It is expected that
the Scheme of Arrangement will become effective by the end of the third quarter
of 1996. Commenting, Mr. Michael A. Ashcroft, Chairman and Chief Executive
Officer of ADT, said:
"The acquisition of ASH gives ADT leadership in the electronic security
services sector of the security market in the United Kingdom and Southern
California. Opportunities exist to consolidate the operations of ASH and ADT
in both these marketplaces and we are optimistic that ADT will benefit both
from increased market presence and from the cost savings which are associated
with combining businesses in our industry."
For the year ended November 30, 1995, ASH's United Kingdom operations reported
recurring revenues equivalent to approximately $84 million and API reported
recurring revenues of approximately $30 million. ASH's other operations
contributed recurring revenues of approximately $12 million.
Contact:
ADT Johnnie D. Johnson & Co., Inc.
407-997-8406 212-425-4848
