SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 3, 2012
Peoples United Financial, Inc.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code (203) 338-7171
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
On December 3, 2012, Peoples United Financial, Inc. (the Company) entered into an Underwriting Agreement (the Underwriting Agreement) with J.P. Morgan Securities LLC, as representative of the several underwriters named therein (the Underwriters), that provided for the issuance and sale by the Company, and the purchase by the Underwriters, of $500,000,000 aggregate principal amount of the Companys 3.65% Senior Notes due 2022 (the Notes). The terms of the Notes are governed by a senior indenture (the Indenture), dated December 6, 2012, between the Company and The Bank of New York Mellon, as trustee, and an officers certificate, dated December 6, 2012 (the Officers Certificate), establishing the terms of the Notes. On December 6, 2012, the Company completed the offering of the Notes.
Copies of the Underwriting Agreement, the Officers Certificate and the Form of Note are filed as Exhibits 1.1, 4.1 and 4.2 hereto, respectively, and are incorporated by reference herein.
The following documents are being filed with this Current Report on Form 8-K and are incorporated by reference into the registration statement on Form S-3 (File No. 333-184753) of the Company which was automatically effective on November 5, 2012: (i) the Underwriting Agreement, filed as Exhibit 1.1 hereto; (ii) the Officers Certificate, filed as Exhibit 4.1 hereto; (iii) the form of Note, filed as Exhibit 4.2 hereto; and (iv) the opinion of counsel addressing the validity of the Notes, filed as Exhibit 5.1 hereto.
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.