Howard G. Smith Investigates ADC Acquisition by Tyco on Behalf of Shareholders of ADC

Howard G. Smith has said that it’s investigating potential claims against the board of directors of ADC (News - Alert) Telecommunications (ADC) related to the Company’s agreement to be acquired by Tyco Electronics (Tyco).

The investigation concerns possible breaches of fiduciary duty and other violations of law related to approval of the proposed transaction by ADC’s board of directors, according to firm’s officials.

The proposed cash transaction is valued at around $1.25 billion. As per the terms of the definitive agreement inked between Tyco and ADC, Tyco will acquire ADC for $12.75 per share in cash.

This transaction is structured as a tender offer. This offer is expected to be followed as soon as possible by a merger, and is expected to close in the fourth quarter of 2010.

Earlier this month, announcing the acquisition agreement, Tom Lynch, chief executive officer at Tyco Electronics (News - Alert), said that this is a very exciting time for the company and ADC is a “great fit” as “we continue to execute our strategy to create strong leadership positions in all of our connectivity businesses.”

“The combination of ADC and Tyco Electronics creates an industry leader, with the scope and geographic scale to help customers deliver needed capacity, from the core of the network all the way to the end user,” Lynch said.

The combined organization is expected to offer a complete product portfolio across every major geographic market. It will also add ADC’s Distributed Antenna System (DAS) products, which will expand Tyco Electronics' wireless connectivity portfolio. Additionally, Tyco Electronics plans to add ADC's professional services organization in the US to its business.

“As part of Tyco Electronics, our organization's ability to serve the world’s leading telecommunications services providers and enterprises will be strengthened significantly,” said Robert E. Switz, Chairman, president and CEO at ADC.