Pentair, Tyco Shareholders Approve Merger

The merger, which is expected to be completed September 28, also received clearance from Chinese regulators.

The shareholders of Switzerland-based Tyco International, Ltd., have approved the breakup of the company into three divisions, and Golden Valley-based Pentair, Inc.’s shareholders have approved the company’s planned merger with one of Tyco’s new divisions.

Chinese regulators also gave the deal a green light: Pentair said Monday that the Anti-Monopoly Bureau of China’s Ministry of Commerce has approved the merger, and all necessary competition-related clearances have now been completed. The deal is now subject only to “customary closing conditions,” Pentair said.

Pentair in March announced plans to merge with the flow control division of Tyco—thus creating a $7.7 billion company.

Pentair said at the time that the all-stock deal values Tyco’s flow control unit at about $4.9 billion and includes the assumption of $275 million of Tyco debt and $94 million of minority interest.

Pentair held a special shareholder meeting Friday, at which those holding roughly 99 percent of the shares voted in favor of the merger. That represents about 85 percent of the shares that were entitled to vote, the company said.

Meanwhile, Tyco said Monday that its shareholders approved the spinoff of Tyco Flow Control International, Ltd., a newly created division with which Pentair will merge. The company said it plans to merge its flow control business with Pentair immediately after the spinoff is completed on September 28.

When first announcing the merger, Pentair said the combined company will be incorporated in Switzerland, but its main U.S. office will be in Golden Valley. It will employ roughly 30,000 employees worldwide—about half of whom will come from Pentair.

Pentair is among Minnesota’s 20 largest public companies based on revenue, which totaled $3.5 billion in 2011. Its water group provides products and systems used worldwide in the movement, treatment, storage, and enjoyment of water. Its technical products group designs and manufactures thermal management products and standard, modified, and custom enclosures that protect sensitive electronics.