8-KMaterial AgreementsExhibits & Filings

Johnson Controls International plc 8-K Report, Material Agreement (Mar 22, 2006)

Filed March 22, 2006For Securities:JCI

Summary

This 8-K filing from Tyco International Ltd. (which appears to be misidentified as JCI in the prompt, but the content clearly pertains to Tyco) reports on a material definitive agreement related to the company's previously announced plan to separate into three independent publicly traded companies: Tyco Healthcare, Tyco Electronics, and a combined entity of Tyco Fire & Security and Engineered Products and Services. The key event disclosed is the waiver of the "good reason" clause in the employment contract of Eric Pillmore, Senior Vice President of Corporate Governance, specifically as it pertains to this proposed separation. For investors, this filing confirms the ongoing progress of Tyco's strategic separation plan. While the waiver itself is a minor detail concerning one executive, it signifies a step forward in the complex process of demerging the company's diverse business segments. Investors should monitor further filings for details on the execution of this separation, including spin-off timelines, intended capital structures of the new entities, and the impact on shareholder value.

Key Highlights

  • 1Tyco International Ltd. is proceeding with its previously announced plan to separate into three independent, publicly traded companies.
  • 2The three planned entities are: Tyco Healthcare, Tyco Electronics, and a combined Tyco Fire & Security and Engineered Products and Services.
  • 3The filing discloses a waiver of the "good reason" clause in the employment contract of Senior Vice President of Corporate Governance, Eric Pillmore.
  • 4This waiver is specifically related to the proposed separation of the company's business segments.
  • 5The event date for this disclosure was March 19, 2006.
  • 6The filing confirms progress in the strategic restructuring of Tyco International.

Frequently Asked Questions

The main purpose of this 8-K filing is to report a material definitive agreement, specifically the waiver of a "good reason" clause in an executive's employment contract in connection with Tyco International's planned separation into three independent companies.

Eric Pillmore is the Senior Vice President of Corporate Governance at Tyco International. His employment contract's 'good reason' clause is relevant because it addresses terms under which he could resign for 'good reason.' By waiving this clause as it relates to the corporate separation, it ensures there are no contractual impediments from his end to the company's demerger plan.

Tyco plans to separate into three companies: Tyco Healthcare, Tyco Electronics, and a combined entity comprising Tyco Fire & Security and Engineered Products and Services.

No, this specific 8-K filing does not provide detailed financial statements or projections related to the separation. It primarily focuses on a contractual agreement (the waiver) and confirms the continuation of the separation plan.