REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 9th, 2005 • Cooper Industries LTD • Electric lighting & wiring equipment • New York
This REGISTRATION RIGHTS AGREEMENT dated November 8, 2005 (the “Agreement”) is entered into by and among Cooper US, Inc., a Delaware corporation (the “Company”), Cooper Industries, Ltd., a company existing under the laws of Bermuda (“Parent”), the subsidiaries (the “Subsidiary Guarantors” and, together with Parent, the “Guarantors”) of Parent identified in Schedule 2 to the Purchase Agreement (as defined below) and Banc of America Securities LLC and Citigroup Global Markets Inc., as representatives (together, the “Representatives”) of the several initial purchasers (the “Initial Purchasers”) named in Schedule 1 to the Purchase Agreement.
COOPER US, INC. COOPER INDUSTRIES, LTD. and the SUBSIDIARY GUARANTORS TO JPMORGAN CHASE BANK, N.A. as Trustee Dated as of November 8, 2005 Providing for issuance of Debentures in SeriesCooper Industries LTD • November 9th, 2005 • Electric lighting & wiring equipment • New York
THIS INDENTURE, dated as of November 8, 2005, from Cooper US, Inc., a corporation duly organized and existing under the laws of the State of Delaware (hereinafter called the “Company”); Cooper Industries, Ltd., a corporation duly organized and existing under the laws of Bermuda (hereinafter called “Cooper Parent”); and the following subsidiaries of Cooper Parent: Cooper B-Line, Inc., a corporation duly organized and existing under the laws of the State of Delaware; Cooper Bussmann, Inc., a corporation duly organized and existing under the laws of the State of Delaware; Cooper Crouse-Hinds LLC, a limited liability company duly organized and existing under the laws of the State of Delaware; Cooper Lighting, Inc., a corporation duly organized and existing under the laws of the State of Delaware; Cooper Power Systems, Inc., a corporation duly organized and existing under the laws of the State of Delaware; and Cooper Wiring Devices, Inc. a corporation duly organized and existing under the l
COOPER US, INC. guaranteed by COOPER INDUSTRIES, LTD. (and specified subsidiaries) Purchase AgreementCooper Industries LTD • November 9th, 2005 • Electric lighting & wiring equipment • New York
Cooper US, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Initial Purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $325,000,000 principal amount of its 5.250% Senior Notes due 2012 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of November 8, 2005 between the Company, Cooper Industries, Ltd., a company existing under the laws of Bermuda (“Parent”), the subsidiaries of the Company named in Schedule 2 hereto (the “Subsidiary Guarantors” and, together with Parent, the “Guarantors”) and JPMorgan Chase Bank, N.A., as trustee (the “Trustee”). The Securities will be guaranteed (the “Guarantees”) on an unsecured senior basis by the Guarantors.
