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<Bz43>Tyco CEO receives $16m package as the company prepares to split into three

NEW YORK (Bloomberg) — Bermuda-based Tyco International Ltd. paid chief executive officer Edward Breen 32 percent more in restricted stock last year as it prepared to split itself into separate security, health-care and electronics companies.Breen’s total compensation was valued at $16 million, little changed from his 2005 pay, Tyco said on Friday in a US Securities and Exchange Commission filing. Tyco cut his stock options by 100,000 to 500,000, increased his salary 3.5 percent to $1.63 million and paid him a bonus of the same amount. He received $7.43 million in restricted stock.

Breen decided to split the company after job cuts and factory closings failed to generate enough growth to satisfy the board. Tyco filed the official documents to spin off the health-care and electronics divisions on Thursday, signalling it probably will avoid major delays in the break-up process, analysts said.

“Mr. Breen met his goals of establishing an effective programme management office to assure the successful separation of Tyco into three separate companies,” Tyco’s compensation committee wrote in the proxy. “Under Mr. Breen’s leadership, the company increased its organic revenue growth, generated strong cash flow and further strengthened its balance sheet in 2006.”

Last year, Breen’s other compensation climbed 60 percent to $296,558 as the cost of personal use of Tyco’s corporate jets increased.

The company valued Breen’s stock options at $4.68 million on their grant date, using the Black-Scholes pricing formula, a risk-free interest rate of 4.2 percent, a stock-volatility rate of 34 percent and a five-year term, according to the filing.

Breen, 50, was hired in July 2002, the day the shares reached a low of $8.25 after predecessor Dennis Kozlowski resigned. Since then, he’s replaced most of senior management, reduced debt by more than half and cut thousands of jobs. Kozlowski, 60, is now in serving an eight- to 25-year sentence for looting the company.

Breen also received $252,870 in compensation that included participation in the company’s retirement plan.

Tyco expects to split itself by the middle of the second quarter, it said on Friday. Tyco’s shares fell 54 cents to close Friday on $30.74.