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TE Connectivity announces intent to change place of incorporation from Switzerland to Ireland

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TE Connectivity Ltd. (NYSE: TEL) plans to change its place of incorporation from Switzerland to Ireland, subject to shareholder approval. The company expects no significant operational or financial impact from this move, with shares continuing to trade on the NYSE under the symbol TEL.
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The proposed change of incorporation for TE Connectivity Ltd. from Switzerland to Ireland is a strategic decision that could have significant tax and legal implications. Ireland's corporate tax rate, traditionally lower than Switzerland's, might offer financial benefits in terms of reduced tax liabilities. However, this advantage must be weighed against the cost of restructuring and any potential changes in tax legislation. From a legal standpoint, the move to Ireland could present a more favorable corporate governance environment or regulatory framework, which might streamline operations or provide a competitive edge.

TE Connectivity's decision to change its place of incorporation reflects a strategic maneuver to optimize its corporate structure. This could be indicative of the company's long-term strategy to leverage Ireland's business-friendly environment. It is essential to consider the potential for improved access to European markets, given Ireland's membership in the European Union. Additionally, this move could be part of a broader strategy to enhance the company's global positioning and operational efficiency, which may positively influence investor perception and the company's valuation over time.

For investors, the announcement of TE Connectivity's domicile change is a neutral to potentially positive signal. The company has stated that there will be no material change in operations or financial results, which suggests stability in the near term. However, the long-term financial implications could include cost savings and tax efficiencies that might contribute to an improved bottom line. It is crucial for investors to monitor the shareholder vote outcome and the actual implementation of the domicile change, as these will be the true determinants of any future financial impact.

SCHAFFHAUSEN, Switzerland, March 14, 2024 /PRNewswire/ -- The Board of Directors of TE Connectivity Ltd. (NYSE: TEL), a world leader in connectors and sensors, has unanimously approved a proposed change of the company's place of incorporation from Switzerland to Ireland. Shareholders will be asked to vote in favor of the proposal at a Special General Meeting of Shareholders in Zurich, Switzerland. If approved, TE expects to implement the change in 2024.

TE Connectivity does not anticipate any material change in its operations or financial results as a result of the change of domicile. The company will continue to be registered with the U.S. Securities and Exchange Commission (SEC) and will be subject to the same SEC reporting requirements. The company's common shares will continue to trade on the New York Stock Exchange (NYSE) under the symbol TEL. Switzerland will continue to serve as a TE leadership hub for critical strategic and operational functions.

"After careful consideration, our board of directors has determined that this change is in the best long-term interest of the company and our shareholders and will help position TE for continued success," said Chief Executive Officer Terrence Curtin. "This move will not impact our customers or employees and we are excited to continue working together to create a safer, sustainable, productive and connected future."

About TE Connectivity 
TE Connectivity Ltd. (NYSE: TEL) is a global industrial technology leader creating a safer, sustainable, productive, and connected future. Our broad range of connectivity and sensor solutions enable the distribution of power, signal and data to advance next-generation transportation, renewable energy, automated factories, data centers, medical technology and more. With more than 85,000 employees, including 8,000 engineers, working alongside customers in approximately 140 countries, TE ensures that EVERY CONNECTION COUNTS. Learn more at www.te.com and on LinkedIn, Facebook, WeChat, Instagram and X (formerly Twitter). 

Important Information and Where to Find It
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of a vote or proxy. In connection with the proposed change in jurisdiction of incorporation, TE Connectivity plc will file a proxy statement/prospectus with the SEC that will be sent to TE shareholders. In addition, TE will be filing additional documents with the SEC, which contain other relevant materials in connection with the proposed change in jurisdiction of incorporation. Shareholders are advised to read the proxy statement/prospectus carefully and any other materials when they become available because they will contain important information about the change in jurisdiction of incorporation. Shareholders may obtain a free copy of the proxy statement/prospectus (when available) and other relevant documents filed with the SEC from the SEC's website at www.sec.gov or at TE's website at www.te.com. These documents (when available) can also be obtained free of charge from TE upon written request to TE Connectivity Ltd., Attention: Corporate Secretary, Mühlenstrasse 26, CH-8200 Schaffhausen, Switzerland.

Participants in the Solicitation
TE and its directors and officers may be deemed to be participants in the solicitation of proxies from TE's shareholders in connection with the change in jurisdiction of incorporation. Information regarding the direct and indirect interests, by security holdings or otherwise, of the persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with Special General Meeting is included in the Company's proxy statement for the 2024 Annual Meeting under the heading "Security Ownership of Certain Beneficial Owners and Management," filed with the SEC on January 17, 2024, and will be included in proxy statement/prospectus, once available. To the extent holdings by our directors and executive officers reported in the definitive proxy statement for the 2024 Annual General Meeting have changed, such changes have been or will be reflected on Statements of Change of Ownership on Forms 3, 4 or 5 filed with the SEC (including Form 4s filed with the SEC on January 30, 2024 and March 4, 2024). These documents are available free of charge as described above.

Forward-Looking Statements
This release contains certain "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to risks, uncertainty and changes in circumstances, which may cause actual results, performance, financial condition or achievements to differ materially from anticipated results, performance, financial condition or achievements. All statements contained herein that are not clearly historical in nature are forward-looking and the words "anticipate," "believe," "expect," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. We have no intention and are under no obligation to update or alter (and expressly disclaim any such intention or obligation to do so) our forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by law. The forward-looking statements in this release include statements about the proposed change of its place of incorporation to Ireland, which are subject to risks, such as the risk that the change of place of incorporation might not be completed or, if completed, that the anticipated advantages might not materialize, as well as the risks that the price of TE Connectivity's stock could decline and its position on stock exchanges and indices could change, and Irish corporate governance and regulatory schemes could prove different or more challenging than currently expected.  In addition, examples of factors that could cause actual results to differ materially from those described in the forward-looking statements include, among others, the extent, severity and duration of business interruptions, such as the coronavirus disease 2019 ("COVID-19") negatively affecting our business operations; business, economic, competitive and regulatory risks, such as conditions affecting demand for products in the automotive and other industries we serve; competition and pricing pressure; fluctuations in foreign currency exchange rates and commodity prices; natural disasters and political, economic and military instability in countries in which we operate, including continuing military conflict in certain parts of the world; developments in the credit markets; future goodwill impairment; compliance with current and future environmental and other laws and regulations; and the possible effects on us of changes in tax laws, tax treaties and other legislation. More detailed information about these and other factors is set forth in TE Connectivity Ltd.'s Annual Report on Form 10-K for the fiscal year ended Sept 29, 2023, as well as in our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed by us with the U.S. Securities and Exchange Commission.

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SOURCE TE Connectivity, LTD

FAQ

What is TE Connectivity Ltd.'s plan regarding its place of incorporation?

TE Connectivity Ltd. plans to change its place of incorporation from Switzerland to Ireland.

Where will shareholders vote on the proposed change of incorporation for TE Connectivity Ltd.?

Shareholders will vote on the proposed change at a Special General Meeting of Shareholders in Zurich, Switzerland.

What is the expected timeline for implementing the change of domicile for TE Connectivity Ltd.?

TE expects to implement the change in 2024.

Will TE Connectivity Ltd.'s operations or financial results be significantly affected by the change of domicile?

TE does not anticipate any material change in its operations or financial results as a result of the change of domicile.

Where will TE Connectivity Ltd.'s common shares continue to trade after the change of domicile?

TE Connectivity Ltd.'s common shares will continue to trade on the New York Stock Exchange (NYSE) under the symbol TEL.

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