Tyco International

Tyco International was a diversified industrial corporation that evolved from a small Massachusetts technology and research business into one of the world's largest providers of fire protection and security services. Founded in 1960 by Arthur J. Rosenberg as Tyco, Inc., the company initially operated as an investment and holding company with interests in semiconductors and materials research. Its early work included government research and military experiments, followed by a shift toward high-technology materials and energy-conservation products. Tyco went public in 1964 and began expanding through acquisitions, beginning with Mule Battery Products. During the 1970s and 1980s, Tyco used acquisitions to build a broad industrial portfolio. Businesses such as Simplex Technology, Grinnell Fire Protection Systems, Armin Plastics, Ludlow, Grinnell Corporation, Allied Tube and Conduit, and Mueller helped establish major operating platforms in fire protection, electronics, packaging, healthcare, specialty products, and flow control. The company reorganized these activities several times in an effort to manage its expanding subsidiary network and concentrate market share in selected product categories. Under Dennis Kozlowski, who became chief executive in 1992, Tyco adopted an exceptionally aggressive acquisition strategy. It purchased hundreds of businesses across security, fire protection, medical products, electronics, telecommunications, engineered products, and industrial components. In 1993, Tyco Laboratories changed its name to Tyco International to reflect its increasingly global scope. A 1997 reverse takeover involving ADT Limited moved the corporate domicile to Bermuda and strengthened Tyco's position in electronic security. The company also expanded into telecommunications through acquisitions including AT&T Submarine Systems and developed an integrated undersea fiber-optic network business. Major transactions in 1999 included the acquisitions of AMP and Raychem. The expansion created substantial complexity and financial risk. In 2002, Tyco faced severe losses connected with excess fiber-optic capacity, restructuring, goodwill impairments, and the divestiture of its finance business, CIT Group. The company also became embroiled in a major corporate-governance and executive-compensation scandal involving Kozlowski, former chief financial officer Mark H. Swartz, and former chief legal officer Mark A. Belnick. Kozlowski resigned, and Edward D. Breen became chairman and chief executive in July 2002. Breen replaced much of the senior leadership and board, strengthened internal controls, and initiated investigations and litigation related to former executives. Breen subsequently refocused Tyco, improved governance, separated businesses, and sought to restore investor confidence. In 2007, Tyco spun off its electronics and healthcare operations into separately traded companies, leaving a more concentrated portfolio centered on security, fire protection, and flow-control activities. The remaining company continued operating internationally under the Tyco name until Johnson Controls announced a merger with Tyco in January 2016. The transaction closed on September 9, 2016, creating Johnson Controls International plc and ending Tyco International as an independent corporate entity.

Tyco began in 1960 when Arthur J. Rosenberg established Tyco, Inc. as an investment and holding company with semiconductor and materials-research activities. Its first work emphasized government research and military experiments. In 1962, the company was incorporated in Massachusetts and redirected toward high-technology materials and energy-conservation products. Tyco became a public company in 1964 and soon began using acquisitions to expand its manufacturing and distribution capabilities. The acquisition program accelerated during the 1970s. Tyco bought businesses including Mule Battery Products, Simplex Technology, Grinnell Fire Protection Systems, Armin Plastics, and Ludlow. By the end of that decade, the company had become a sizable and diversified industrial group. In the early 1980s, management organized the subsidiaries into fire protection, electronics, and packaging segments. Later acquisitions, including Grinnell Corporation, Allied Tube and Conduit, and Mueller, contributed to a broader structure incorporating electrical and electronic components, healthcare and specialty products, fire and security services, and flow control. Dennis Kozlowski became chief executive in 1992. Under his leadership, Tyco pursued a rapid program of acquisitions, buying companies in medical products, security, telecommunications, electronics, industrial components, and engineered products. In 1993, Tyco Laboratories changed its name to Tyco International. The 1997 reverse takeover of ADT Limited moved the legal domicile to Bermuda and expanded the company's security operations. Tyco also acquired AT&T Submarine Systems, combining its technical and manufacturing capabilities with existing cable operations to develop a vertically integrated telecommunications platform. In 1999, the purchases of AMP and Raychem further enlarged the electronics and materials businesses. The scale of expansion produced operational and financial strains. Tyco's undersea fiber-optic network suffered from industry overcapacity after the telecommunications downturn, leading to large impairment and restructuring charges in 2002. The company also divested CIT Group, its finance arm, at a significant accounting loss. In the same period, allegations concerning executive compensation and corporate governance involving Kozlowski, Mark H. Swartz, and Mark A. Belnick triggered investigations, civil proceedings, shareholder litigation, and a crisis of confidence. Edward D. Breen became chairman and chief executive in July 2002. He installed a new management team, reconstituted the board, strengthened controls over cash disbursements, revised board procedures, and introduced a formal ethics program requiring employee training and annual attestations. Tyco also reorganized its operating segments and continued separating noncore activities. In 2007, its electronics and healthcare businesses were spun off as independent public companies, leaving the remaining Tyco focused primarily on security, fire protection, and flow control. Tyco continued as an international provider of life-safety and security products and services until Johnson Controls announced a merger with the company in January 2016. The transaction closed on September 9, 2016, and the combined business adopted the Johnson Controls International name. Tyco International therefore became a historical corporate brand rather than an active standalone company.

• 2016

  Merger with Johnson Controls

  [1]Tyco Internationalen.wikipedia.org

  Johnson Controls completes its merger with Tyco on September 9, creating Johnson Controls International and ending Tyco as an independent company.

• 2007

  Electronics and healthcare spin-offs

  [1]Tyco Internationalen.wikipedia.org

  Tyco separates its electronics and healthcare operations into independent public companies.

• 2004

  Corporate reputation campaign

  [1]Tyco Internationalen.wikipedia.org

  Tyco launches a global print-advertising campaign to rebuild public confidence.

• 2002

  Leadership and governance crisis

  [1]Tyco Internationalen.wikipedia.org

  Kozlowski resigns amid allegations involving executive compensation and financial disclosure; Edward Breen becomes chief executive and begins a governance overhaul.

• 1999

  AMP and Raychem acquisitions

  [1]Tyco Internationalen.wikipedia.org

  Tyco acquires AMP and Raychem, substantially expanding its electronics and materials businesses.

• 1997

  ADT transaction and telecommunications expansion

  [1]Tyco Internationalen.wikipedia.org

  A reverse takeover involving ADT strengthens Tyco's security operations, while the acquisition of AT&T Submarine Systems expands its undersea telecommunications capabilities.

• 1996

  Added to the S&P 500

  [1]Tyco Internationalen.wikipedia.org

  Tyco joins the Standard & Poor's 500 index.

• 1993

  Name changes to Tyco International

  [1]Tyco Internationalen.wikipedia.org

  The corporate name changes from Tyco Laboratories to Tyco International to reflect its global expansion.

• 1992

  Dennis Kozlowski becomes chief executive

  [1]Tyco Internationalen.wikipedia.org

  Tyco enters an especially aggressive period of acquisition-led expansion.

• 1974

  New York Stock Exchange listing

  [1]Tyco Internationalen.wikipedia.org

  Tyco is listed on the NYSE.

• 1964

  Tyco goes public

  [1]Tyco Internationalen.wikipedia.org

  The company becomes publicly traded and begins a sustained acquisition program.

• 1962

  Corporate refocusing

  [1]Tyco Internationalen.wikipedia.org

  Tyco is incorporated in Massachusetts and shifts toward high-technology materials and energy-conservation products.

• 1960

  Tyco is founded

  [1]Tyco Internationalen.wikipedia.org

  Arthur J. Rosenberg establishes Tyco, Inc. as an investment and holding company focused initially on semiconductors and materials research.

A global, acquisition-built provider of commercial security, fire protection, life-safety, and industrial infrastructure products and services.

• Electronic security · 1997

  ADT security systems

  Through its ADT-related operations, Tyco provided monitored security, intrusion detection, alarm, and related electronic security services for residential, commercial, and institutional customers.

• Fire protection · 2002

  SimplexGrinnell fire protection

  Created through the combination of Simplex Time Recorder and Grinnell Fire Protection, SimplexGrinnell became a major Tyco fire-protection platform supplying detection, alarm, suppression, sprinkler, and maintenance capabilities.

• Security services

  Tyco Integrated Security

  Tyco Integrated Security represented the company's commercial security activities, combining electronic security equipment, access control, surveillance, monitoring, and service support for business customers.

• Telecommunications infrastructure · 1997

  Tyco Telecommunications

  Tyco Telecommunications combined submarine-cable manufacturing, repeaters, transmission equipment, network design, construction, and maintenance. Its capabilities were expanded through the acquisition of AT&T Submarine Systems and related cable operations.

• Industrial equipment

  Tyco flow-control products

  Tyco's flow-control portfolio included valves, pipe-related products, and engineered systems used in industrial, commercial, water, and infrastructure applications. It became part of the more focused company remaining after later spin-offs.

• 2002

  Kozlowski executive-compensation and governance scandal

  Tyco became embroiled in allegations that former chairman and chief executive Dennis Kozlowski, former chief financial officer Mark H. Swartz, and former chief legal officer Mark A. Belnick failed to disclose major financial information and improperly benefited from company resources. The controversy led to executive departures, regulatory action, company lawsuits, shareholder class actions, and a major overhaul of Tyco's board and internal controls.

  Source

Read more

• 2004Tyco global print-advertising campaign

  Global

  Tyco launched a global print campaign designed to increase consumer awareness and repair the company's image after the executive-compensation and governance scandal.

  Outcome. The campaign formed part of a broader effort under Edward Breen to restore trust through communications, management changes, and stronger governance controls.

  Source

• 2016

  Merger with Johnson ControlsM&A

  Background

  Tyco remained a global provider of security and fire-protection solutions while Johnson Controls operated in building systems and industrial markets.

  Action taken

  Johnson Controls combined with Tyco, with the combined company adopting the Johnson Controls International name.

  Aftermath

  The transaction closed on September 9, 2016, and Tyco International ceased to operate as an independent corporate entity.

  Source

• 2007

  Spin-off of electronics and healthcare businessesStrategy

  Background

  Tyco's acquisition-built portfolio remained broad despite the governance and restructuring efforts of the preceding years.

  Action taken

  The company separated its electronics and healthcare segments into three independent publicly traded companies, leaving a more concentrated Tyco portfolio.

  Aftermath

  Tyco focused more heavily on security, fire protection, and flow-control activities.

  Source

• 2002

  Abandonment of four-company breakup planStrategy

  Background

  Tyco had become highly complex after years of acquisitions and announced a plan to divide the corporation into four separate companies.

  Action taken

  The company abandoned the separation plan after a credit-rating downgrade and a substantial decline in its stock price.

  Aftermath

  Tyco instead pursued leadership replacement, governance reform, restructuring, and selective divestitures.

  Source

• 2002

  Divestiture of CIT GroupM&A

  Background

  Tyco sought to reduce complexity and financial exposure by separating its finance business from the industrial and security operations.

  Action taken

  Tyco sold 100 percent of CIT Group's common shares through an initial public offering and treated the business as discontinued operations.

  Aftermath

  The transaction generated substantial losses and impairment charges but removed the finance arm from Tyco's continuing operations.

  Loss and impairment associated with CIT divestiture. Tyco recorded a loss of approximately $6 billion and an impairment charge of almost $7 billion (2002)

  Source

• 2002

  Corporate governance overhaulStrategy

  Background

  The company faced regulatory scrutiny, lawsuits, and reputational damage following the Kozlowski-era scandal.

  Action taken

  Edward Breen replaced senior managers and directors, appointed new governance leaders, strengthened delegation and cash-disbursement controls, revised board procedures, and introduced mandatory ethics training and annual employee ethics statements.

  Aftermath

  The reforms supported Tyco's effort to rebuild investor and public confidence and preceded further portfolio simplification.

  Source

1. 1Tyco Internationalen.wikipedia.org