FILED BY GENERAL ELECTRIC COMPANY
PURSUANT TO RULE 425 UNDER THE
SECURITIES ACT OF 1933
SUBJECT COMPANY: INTERLOGIX, INC.
COMMISSION FILE NO. 333-76066
CONTACTS:
GE INDUSTRIAL SYSTEMS
Anne Witkavitch
Manager - Communications & Public Affairs
Tel: 860-747-7461
Fax: 860-747-7393
Email: anne.witkavitch@indsys.ge.com
FOR IMMEDIATE RELEASE
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GENERAL ELECTRIC'S EXCHANGE OFFER FOR INTERLOGIX, INC. CLOSES
WITH MORE THAN 90% ACCEPTANCE
FEBRUARY 20, 2002 - PLAINVILLE, CT - GE Industrial Systems, a division of
General Electric Company (NYSE: GE), announced today the expiration of the
exchange offer by its wholly owned subsidiary, Margaret Acquisition, Inc., for
all of the outstanding shares of Interlogix, Inc. common stock (Nasdaq: ILXI).
Interlogix stockholders who have validly tendered and not properly withdrawn
their shares will receive payment of $19.43 in cash per share and the exchange
of shares of GE common stock at a ratio of 0.5174 of a share of GE common stock
for each share of common stock of Interlogix. The offer expired at 6 p.m., New
York City time, on Tuesday, February 19, 2002. All shares validly tendered and
not properly withdrawn prior to expiration have been accepted for payment and
exchange and will be promptly paid for in cash and exchanged for GE shares.
Approximately 18,999,855 shares were tendered (including through notice of
guaranteed delivery) in the offer prior to its expiration, which constitutes
approximately 95% of the total number of outstanding shares of common stock of
Interlogix on a fully-diluted basis.
The pending merger of Interlogix with and into Margaret Acquisition, Inc. will
become effective as soon as practicable subject to the terms of the Agreement
and Plan of Merger among GE, Margaret Acquisition, Inc. and Interlogix. Once the
pending merger becomes effective, Interlogix will be a wholly owned subsidiary
of GE, as part of the GE Industrial Systems division, and will be known as GE
Interlogix, Inc.
ABOUT GE INDUSTRIAL SYSTEMS
GE Industrial Systems is a global leader in manufacturing products used to
distribute, protect and control electrical power and equipment and in supplying
product and service solutions for commercial, industrial, residential and
utility applications. GE Industrial Systems is one of GE's major businesses. GE
is the world's largest diversified technology, manufacturing and services
company with a commitment to achieving worldwide leadership. For more
information visit the website at www.GEIndustrial.com.
WE URGE YOU TO READ THE PROSPECTUS, WHICH GE FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION AS PART OF A REGISTRATION STATEMENT ON FORM S-4 ON DECEMBER
28, 2001, BECAUSE IT CONTAINS IMPORTANT INFORMATION ABOUT THE OFFER. THE
PROSPECTUS WAS SENT TO STOCKHOLDERS OF INTERLOGIX ON OR AFTER DECEMBER 28, 2001
TOGETHER WITH A SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 PREPARED
AND FILED BY INTERLOGIX. YOU MAY OBTAIN A FREE COPY OF THE PROSPECTUS,
INTERLOGIX'S SOLICITATION/RECOMMENDATION STATEMENT AND OTHER DOCUMENTS FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION BY GE OR INTERLOGIX, INCLUDING
DOCUMENTS INCORPORATED BY REFERENCE INTO SUCH DOCUMENTS, FROM THE COMMISSION'S
WEB SITE AT WWW.SEC.GOV. YOU MAY ALSO OBTAIN THIS INFORMATION FROM GE OR THE
INFORMATION AGENT AT THE CONTACTS LISTED ABOVE.
THIS RELEASE INCLUDES CERTAIN FORWARD-LOOKING STATEMENTS. THESE STATEMENTS ARE
BASED ON MANAGEMENT'S CURRENT EXPECTATIONS AND ARE SUBJECT TO UNCERTAINTY AND
CHANGES IN CIRCUMSTANCES. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THESE
EXPECTATIONS DUE TO CHANGES IN GLOBAL POLITICAL, ECONOMIC, BUSINESS,
COMPETITIVE, MARKET AND REGULATORY FACTORS. MORE DETAILED INFORMATION ABOUT
THOSE FACTORS IS CONTAINED IN GE'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION. GE DOES NOT ASSUME ANY DUTY TO UPDATE FORWARD-LOOKING STATEMENTS.
SUCH STATEMENTS ARE BASED ON INFORMATION AVAILABLE AS OF THE DATE HEREOF, AND
ARE MADE ONLY AS OF THE DATE HEREOF.