Tyco first focused on JCI’s buildings business

Tyco International plc was clearly the suitor in the merger negotiations with Wisconsin’s largest company, and it initially inquired about Johnson Controls Inc.’s building equipment and controls business only, merger documents made public Tuesday show.

A filing with securities regulators that details the background of the merger indicates that Johnson Controls would agree to a combination only if the entire corporation merged with Tyco.

The filing, which runs more than 550 pages, spells out a variety of aspects of the deal, including the matters that will be put to votes by shareholders of both companies.

The document isn’t complete, as it doesn’t yet say when the shareholder votes will take place. And it leaves blank, for now, the value of severance pack-

view.”

Tyco International shares fell 3% Tuesday. Johnson Controls shares fell more than 2%. The company, Wisconsin’s largest, announced in January that it would merge with Tyco International, which is based in Ireland.

Tyco and Johnson have said they expected tax savings of $150 million from the merger, which would combine the building heating and cooling equipment and controls business of Johnson Controls with Tyco’s business that sells fire suppression and security equipment and controls for buildings.

The new company’s global headquarters would be the Tyco home office in Ireland, but the North American operating headquarters would be in the Milwaukee area.

David Whiston, an analyst with Morningstar Inc. in Chicago, said he doubted the new rules would scuttle the deal, though there’s the potential that the combined company’s tax rate would be higher than initially forecast.

The bigger impact would appear to be on the proposed combination of Pfizer Inc. and Allergan plc of Ireland, as tax savings were a primary reason for that merger, Whiston said. Allergan’s shares fell nearly 15% Tuesday.

But for Johnson Controls, tax savings from merging with Tyco were more akin to “icing on the cake,” he said.

Inversions happen when U.S. companies relocate their business interests on paper to take advantage of lower tax rates. Their use has sparked a political outcry.

Obama said steps the Treasury Department announced build on what the administration has already done to make the tax system fairer. The new regulations, the third round from Treasury on the issue of inversions, seek to limit internal corporate borrowing that shifts profits out of the United States.

Obama said the regulations will make it more difficult and less lucrative for companies to exploit the tax code in this manner.

In a speech last month, Johnson Controls Chairman and CEO Alex Molinaroli said tax savings weren’t the reason for the deal but said it would be “irresponsible for us as a company to not take advantage of the opportunities that come along.”