SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
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ADT Limited
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction
applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:
(4) Proposed maximum aggregate value of transaction:
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The following press release was issued by ADT on June 12, 1997:
[ADT LOGO]
ADT Limited ("ADT") Press Release
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WESTERN RESOURCES WITHDRAWS ITS REQUEST IN BERMUDA TO STOP THE ADT/TYCO
TRANSACTION
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Hamilton, Bermuda, June 12, 1997 -- ADT Limited (NYSE - ADT), announced
that, at a hearing today before the Supreme Court of Bermuda, Westar Capital,
Inc., a subsidiary of Western Resources, withdrew its request that the Court
should stop the ADT/Tyco transaction unless ADT shareholders, including
Westar, were permitted to exercise appraisal rights.
Counsel for Westar informed the Court that Westar does not now wish to
prevent the ADT/Tyco transaction from taking place.
Earlier this week, Westar also withdrew requests for injunctive relief
in its lawsuit filed in Florida. Counsel for Westar confirmed today to the
Supreme Court of Bermuda that Westar will shortly be suspending all Florida
proceedings.
Western's legal action in Bermuda is technically still pending.
However, as Western is no longer seeking to prevent the ADT/Tyco transaction
from taking place but is now seeking its remedy in cash, ADT has agreed to
withdraw its request to have the Western lawsuit immediately dismissed in
exchange for Western paying certain ADT legal costs in connection with this
lawsuit.
Commenting, Mr. Michael A. Ashcroft, Chairman and Chief Executive
Officer of ADT, said:
"Western's decision to withdraw its request to try to prevent the
transaction confirms ADT's previously stated view that Western's lawsuit is
groundless and is being pursued entirely for their own ends."
"ADT is looking forward to the combination of ADT and Tyco and believes
that the transaction represents an excellent opportunity for shareholders who
will participate in an outstanding company with considerable future
potential."
A joint proxy statement/prospectus has been mailed to the
shareholders of ADT and Tyco and shareholder meetings to consider proposals
to give effect to the transaction will be held on July 2, 1997. The
transaction is expected to close shortly thereafter.
ADT, through its subsidiaries, is the largest provider of electronic
security services in North America and the United Kingdom, providing continuous
monitoring of commercial and residential security systems to over 1.8 million
customers.
Contact:
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ADT
561-988-3600
Note:
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This and other press releases are available through Company News On-Call by
fax; call 800-758-5804, extension 112511, or at http://www.prnewswire.com/
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