8-KOther EventsExhibits & Filings

Johnson Controls International plc 8-K Report, Corporate Update (May 28, 2010)

Filed May 28, 2010For Securities:JCI

Summary

This 8-K filing by Tyco International Ltd. (now Johnson Controls International plc, JCI) on May 28, 2010, reports on the payment of the first quarterly installment of a capital reduction dividend approved by shareholders. This dividend, amounting to CHF 0.22 per share (approximately $0.1910 USD), was distributed to shareholders around May 26, 2010. Furthermore, the company amended its Articles of Association to reflect a reduction in the par value of its shares, a necessary step following the dividend payment. The par value per share is now CHF 7.38. This filing is primarily administrative, detailing the execution of a previously announced shareholder return plan and the necessary corporate adjustments to accommodate it.

Key Highlights

  • 1Tyco International (now JCI) paid the first installment of a CHF 0.90 per share capital reduction dividend, amounting to CHF 0.22 per share.
  • 2The cash distribution to shareholders was approximately $0.1910 USD per share.
  • 3The dividend payment was made on or about May 26, 2010.
  • 4Tyco amended its Articles of Association to reflect a reduction in the par value of its shares.
  • 5The par value per share has been reduced to CHF 7.38.
  • 6The amendment to the Articles of Association became effective upon filing with the commercial register on May 25, 2010.
  • 7This action is a result of the shareholder-approved capital reduction dividend.

Frequently Asked Questions

The main purpose of this 8-K filing is to officially report the payment of the first quarterly installment of a capital reduction dividend to shareholders and to announce the subsequent amendment of the company's Articles of Association to reflect the reduced par value of its shares.

Shareholders received CHF 0.22 per share, which translated to approximately $0.1910 USD per share based on the exchange rate at the time of calculation.

A capital reduction dividend is a distribution of funds to shareholders that is achieved by reducing the company's stated capital (par value of shares) rather than distributing from retained earnings. This was approved by Tyco's shareholders at their annual general meeting.

The company amended its Articles of Association to formally record the reduction in the par value of its shares, a necessary legal and administrative step following the payment of the capital reduction dividend which effectively reduced the company's capital.