-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JzszzwoxKjXlGocyXZVMO6RhlySxJl7px+6CQ0IOtEqquK6j5f2kjpvr23aiQRP7 w9ks6OEPoF2xR6Ve/xPoHg== 0001144204-07-023975.txt : 20070510 0001144204-07-023975.hdr.sgml : 20070510 20070510130934 ACCESSION NUMBER: 0001144204-07-023975 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070509 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070510 DATE AS OF CHANGE: 20070510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ITT CORP CENTRAL INDEX KEY: 0000216228 STANDARD INDUSTRIAL CLASSIFICATION: PUMPS & PUMPING EQUIPMENT [3561] IRS NUMBER: 135158950 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05672 FILM NUMBER: 07836265 BUSINESS ADDRESS: STREET 1: FOUR W RED OAK LANE CITY: WHITE PLAINS STATE: NY ZIP: 10604 BUSINESS PHONE: 9146412000 MAIL ADDRESS: STREET 1: FOUR W RED OAK LANE CITY: WHITE PLAINS STATE: NY ZIP: 10604 FORMER COMPANY: FORMER CONFORMED NAME: ITT INDUSTRIES INC DATE OF NAME CHANGE: 19951220 FORMER COMPANY: FORMER CONFORMED NAME: ITT CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL TELEPHONE & TELEGRAPH CORP DATE OF NAME CHANGE: 19840321 8-K 1 v074443_8-k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2007 ITT CORPORATION (Exact name of registrant as specified in its charter) Indiana 1-5672 13-5158950 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 4 West Red Oak Lane White Plains, New York 10604 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (914) 641-2000 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 (See General Instruction A.2. below): [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Not Applicable (Former name or former address, if changed since last report) Item 8.01 Other Events On May 9, 2007, the Company announced that it entered into a definitive agreement for the sale of the Company's Switches business to Littlejohn & Co. LLC. The transaction is expected to close in mid-2007, subject to customary closing conditions and regulatory approvals. A copy of the press release announcing the transaction is attached and incorporated by reference herein as Exhibit 99.1. Item 9.01. Financial Statements and Exhibits (c) Exhibits 99.1 Press release dated May 9, 2007. 2 SIGNATURE 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. ITT CORPORATION By: /s/ Kathleen S. Stolar ---------------------------------- Kathleen S. Stolar Its: Vice President, Secretary and Associate General Counsel Date: May 10, 2007 3 EX-99.1 2 v074443_ex99-1.txt ITT Announces Sale of Switches Business to Littlejohn & Co. LLC WHITE PLAINS, N.Y., May 9 /PRNewswire/ -- ITT Corporation (NYSE: ITT) today announced that it has signed a definitive agreement with Littlejohn & Co. LLC, a private equity firm based in Greenwich, Connecticut, for the sale of its Switches business for an undisclosed amount. The Switches business manufactures switches, dome arrays, interface controls and keypads for a variety of industries including mobile communications, computer and automotive. "This transaction is consistent with ITT's corporate strategy to concentrate on its core businesses, which include water and wastewater solutions, advanced defense electronics and systems, and motion and flow control products," said Steve Loranger, Chairman, President and Chief Executive Officer of ITT Corporation. "The sale also provides Littlejohn & Co. with a well-positioned, world-class supplier of components that complements an already successful portfolio of businesses." Angus Littlejohn, Chairman and Chief Executive Officer of Littlejohn & Co., said, "The ITT Switches business is a solid and profitable business, which over the past decade has built a skilled global workforce, excellent product portfolio, great customer base, and today has strong positions in the markets they serve. We believe that as an independent organization the company will be even better positioned to take advantage of opportunities and to continue building a world-class components business in partnership with the management and employees of the Switches business." ITT completed a strategic review of the Switches business in the fourth quarter of 2005 and began reporting it as a discontinued operation in the third quarter of 2006. Both parties expect to finalize the transaction in mid-2007, subject to customary closing conditions and regulatory approvals. About ITT Corporation ITT Corporation (http://www.itt.com) supplies advanced technology products and services in several growth markets. ITT is a global leader in the transport, treatment and control of water, wastewater and other fluids. The company plays a vital role in international security through its defense communications and electronics products; space surveillance and intelligence systems; and advanced engineering and related services. It also serves the growing leisure marine and electrical connectors markets with a wide range of products. Headquartered in White Plains, N.Y., the company generated $7.8 billion in 2006 sales. In addition to the New York Stock Exchange, ITT Corporation stock is traded on the Euronext, London and Frankfurt exchanges. SOURCE ITT Corporation -0- 05/09/2007 /CONTACT: Angela Buonocore of ITT Corporation, +1-914-641-2157, angela.buonocore@itt.com/ /Web site: http://www.itt.com / (ITT) -----END PRIVACY-ENHANCED MESSAGE-----