Pentair, Inc. Underwriting AgreementUnderwriting Agreement • May 3rd, 2011 • Pentair Inc • Special industry machinery (no metalworking machinery) • New York
Pentair, Inc., a Minnesota corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $500,000,000 principal amount of its 5.000% Senior Notes due 2021 (the “Notes”). The Notes will be unconditionally guaranteed (the “Guarantees”) on an unsecured unsubordinated basis by each of the subsidiary guarantors (the “Guarantors”) listed on Schedule 2 hereto. The Notes and the Guarantees are collectively referred to herein as the “Securities.” The Securities will be issued pursuant to an Indenture to be dated as of May 2, 2011 (the “Base Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by a first supplemental indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) between the Company, the Guarantors (as defined below) and the Trustee.
