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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/14/20 Amphenol Corp/DE 8-K:1,8,9 2/13/20 12:446K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 31K 2: EX-1.1 Underwriting Agreement HTML 188K 3: EX-99.1 Miscellaneous Exhibit HTML 14K 12: R1 Cover HTML 47K 9: XML IDEA XML File -- Filing Summary XML 12K 10: XML XBRL Instance -- tm207659d5_8k_htm XML 15K 8: EXCEL IDEA Workbook of Financial Reports XLSX 6K 5: EX-101.LAB XBRL Labels -- aph-20200213_lab XML 97K 6: EX-101.PRE XBRL Presentations -- aph-20200213_pre XML 64K 4: EX-101.SCH XBRL Schema -- aph-20200213 XSD 12K 7: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 11: ZIP XBRL Zipped Folder -- 0001104659-20-020771-xbrl Zip 49K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) i February 13, 2020
(Exact Name of registrant as specified in its charter)
| i Delaware | i 1-10879 | i 22-2785165 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| i 358 Hall Avenue, i Wallingford, i Connecticut | i 06492 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: ( i 203) i 265-8900
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| i Class A Common Stock, $0.001 par value | i APH | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
C:
| Item 1.01 | Entry into a Material Definitive Agreement. |
On February 13, 2020, Amphenol Corporation (the “Company”) entered into an Underwriting Agreement by and between the Company and BofA Securities, Inc., Mizuho Securities USA LLC and TD Securities (USA) LLC, as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of $400,000,000 aggregate principal amount of its 2.050% Senior Notes due 2025 (the “Notes”).
A copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto, and is filed herewith for purposes of incorporation by reference into the Company’s Registration Statement (No. 333-216789).
The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 8.01 | Other Events. |
On February 13, 2020, the Company issued a press release announcing the pricing of the Notes, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| 1.1 | Underwriting Agreement, dated February 13, 2020, by and between the Company and BofA Securities, Inc., Mizuho Securities USA LLC and TD Securities (USA) LLC, as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of the Notes. |
| 99.1 | Press Release of Amphenol Corporation, dated February 13, 2020. |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
C:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMPHENOL CORPORATION | |||
| Date: February 14, 2020 | By: | /s/ Craig A. Lampo | |
| Name: | Craig A. Lampo | ||
| Title: | Senior Vice President and Chief Financial Officer | ||
C:
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/14/20 | 424B3 | ||
| For Period end: | 2/13/20 | 424B3, FWP | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/09/21 Amphenol Corp./DE 424B5 1:713K Toppan Merrill/FA 9/08/21 Amphenol Corp./DE 424B3 9/07/21 1:700K Toppan Merrill/FA 9/07/21 Amphenol Corp./DE 424B3 1:700K Toppan Merrill/FA |