15/07/2024 | Press release | Distributed by Public on 15/07/2024 19:02
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NVENT ELECTRIC PLC
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NVENT FINANCE S.À R.L.
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(Exact name of registrant as specified in
its charter) |
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(Exact name of registrant as specified in
its charter) |
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Ireland
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Luxembourg
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(State or other jurisdiction of
incorporation or organization) |
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(State or other jurisdiction of
incorporation or organization) |
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98-1391970
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98- 1398273
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(I.R.S. Employer
Identification Number) |
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(I.R.S. Employer
Identification Number) |
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The Mille, 1000 Great West Road, 8th Floor (East)
London, TW8 9DW United Kingdom +44-20-3966-0279 |
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26, boulevard Royal
L-2449 Luxembourg Grand Duchy of Luxembourg +352-691-464-015 |
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(Address, including zip code, and
telephone number, including area code, of registrant's principal executive offices) |
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(Address, including zip code, and
telephone number, including area code, of registrant's principal executive offices) |
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Jon D. Lammers
Executive Vice President, General Counsel and Secretary nVent Management Company 1665 Utica Avenue, Suite 700 St. Louis Park, Minnesota 55416 (763) 204-7700
(Name, address, including zip code, and telephone number,
including area code, of agent for service) |
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with a copy to:
John K. Wilson Foley & Lardner LLP 777 East Wisconsin Avenue Milwaukee, Wisconsin 53202 (414) 271-2400 |
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Large accelerated filer
☒
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Accelerated filer
☐
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Non-accelerated filer
☐
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Smaller reporting company
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Emerging growth company
☐
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Page
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About This Prospectus
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| | | | 1 | | |
Forward-Looking Statements
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| | | | 2 | | |
Risk Factors
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Where You Can Find More Information
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About the Issuers
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Use of Proceeds
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| | | | 5 | | |
Description of Debt Securities and Guarantees of Debt Securities
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| | | | 6 | | |
Description of Ordinary Shares
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| | | | 24 | | |
Description of Preferred Shares
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| | | | 35 | | |
Description of Depositary Shares
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| | | | 36 | | |
Description of Purchase Contracts
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| | | | 37 | | |
Description of Warrants
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| | | | 38 | | |
Description of Units
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| | | | 39 | | |
Selling Shareholders
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| | | | 40 | | |
Plan of Distribution
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| | | | 41 | | |
Enforcement of Civil Liabilities
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| | | | 43 | | |
Legal Matters
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| | | | 45 | | |
Experts
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| | | | 45 | | |
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Securities and Exchange Commission Registration Fee
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| | | $ | (1) | | |
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Printing Expenses
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| | | $ | (2) | | |
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Legal Fees and Expenses
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| | | $ | (2) | | |
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Accounting Fees and Expenses
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| | | $ | (2) | | |
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Transfer Agent Fees and Expenses
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| | | $ | (2) | | |
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Rating Agency Fees
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| | | $ | (2) | | |
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Trustee's and Depositary's Fees and Expenses
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| | | $ | (2) | | |
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Miscellaneous
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| | | $ | (2) | | |
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Total
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| | | $ | | | |
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Exhibit
Number |
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Document Description
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24.1
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Powers of Attorney of Directors of nVent Electric plc.
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24.2
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Powers of Attorney of Directors of nVent Finance S.à r.l. (included on the signature page hereto).
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25
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Form T-1 Statement of Eligibility of Trustee under the Indenture.
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107
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Filing Fee Table
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SIGNATURE
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TITLE
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/s/ Beth A. Wozniak
Beth A. Wozniak
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| | Chair and Chief Executive Officer (Principal Executive Officer) | |
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/s/ Sara E. Zawoyski
Sara E. Zawoyski
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| | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |
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/s/ Randolph A. Wacker
Randolph A. Wacker
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| | Senior Vice President, Chief Accounting Officer and Treasurer (Principal Accounting Officer and Authorized Representative in the United States) | |
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Sherry A. Aaholm
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| | Director | |
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Jerry W. Burris
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| | Director | |
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Susan M. Cameron
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| | Director | |
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*
Michael L. Ducker
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| | Director | |
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*
Danita K. Ostling
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| | Director | |
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SIGNATURE
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TITLE
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*
Nicola Palmer
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| | Director | |
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Herbert K. Parker
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| | Director | |
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Greg Scheu
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| | Director | |
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*By
/s/ Sara E Zawoyski
Sara E. Zawoyski
Attorney-in-fact |
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SIGNATURE
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TITLE
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/s/ Baptiste Aubry
Baptiste Aubry
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| | Manager | |
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/s/ Brett Boutwell
Brett Boutwell
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| | Manager | |
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/s/ James O'Neal
James O'Neal
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| | Manager | |
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/s/ Benjamin Peric
Benjamin Peric
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| | Manager | |
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/s/ Randolph A. Wacker
Randolph A. Wacker
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| | Manager (Principal Executive Officer, Principal Financial and Accounting Officer and Authorized Representative in the United Stated) | |