Item 8.01 Other Events.
On October 28, 2009, Hubbell Incorporated entered into an underwriting
agreement with Morgan Stanley & Co. Incorporated and J.P. Morgan Securities
Inc., as representatives for the several underwriters named therein, relating to
the public offering of 2,600,000 shares of its Class B common stock at a
purchase price per share of $43.00, less underwriting discounts and commissions.
Pursuant to the underwriting agreement, Hubbell Incorporated has granted the
underwriters an option for a period of 30 days to purchase up to an additional
390,000 shares of Class B common stock. The shares were offered and sold under
Hubbell Incorporated's effective Registration Statement on Form S-3 (File
No. 333-151206)
The offering closed on November 3, 2009. After deducting underwriting
discounts and commissions, Hubbell Incorporated will receive proceeds of
$106.5 million. Hubbell Incorporated expects to use the proceeds of the
offering, after deducting other offering expenses, for general corporate
purposes, including the repayment of approximately $66 million in short-term
commercial paper borrowings which remain outstanding following the acquisition
of FCI Americas, Inc. (the business known as BurndyŽ) after giving effect to
repayments and reborrowings following the closing of the acquisition on
October 2, 2009.
A copy of the underwriting agreement is filed as Exhibit 1.1 to this report,
and the description of the terms of the underwriting agreement is qualified in
its entirety by reference to such exhibit and is incorporated herein by
reference.
A copy of the legal opinion of Day Pitney LLP, relating to the validity of
the shares to be issued in the public offering, is filed as Exhibit 5.1 to this
report and is filed with reference to, and is hereby incorporated by reference
into, the Registration Statement on Form S-3 (File No. 333-151206).
Item 9.01. Financial Statements and Exhibits.
Exhibit No. Document Description
1.1 Underwriting Agreement, dated as of October 28, 2009, between Hubbell
Incorporated and Morgan Stanley & Co. Incorporated and J.P. Morgan
Securities Inc., as representatives for the several underwriters named
in Schedule I thereto.
5.1 Opinion of Day Pitney LLP.
23.1 Consent of Day Pitney (included in Exhibit 5.1).
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