Item 1.01 Entry into a Material Definitive Agreement.
On December 1, 2009, Trustmark Corporation (the "Company") entered into an
Underwriting Agreement (the "Agreement") with UBS Securities LLC and J. P.
Morgan Securities Inc., as representatives of the several underwriters named in
Schedule A attached to the Agreement (the "Underwriters"), in connection with
the public offering of 5,405,406 shares of its common stock, without par value
(the "Common Stock") at a public offering price of $18.50 per share. The
Agreement grants the Underwriters an option to purchase up to an additional
810,810 shares of Common Stock from the Company to cover over-allotments, if
any, until December 31, 2009.
The Underwriters exercised their over-allotment option in full on December 2,
2009.
The net proceeds to the Company of the offering described in the Agreement,
taking into account the exercise of the Underwriters' over-allotment option, and
after deducting the underwriting discount and estimated offering expenses
payable by the Company, will be approximately $109.3 million.
The closing of the offering is expected to occur on December 7, 2009, and is
subject to closing conditions customary for an offering of its kind.
A copy of the Agreement is filed as Exhibit 1.1 to this Current Report on Form
8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description of Exhibits
1.1 Underwriting Agreement, dated December 1, 2009, among Trustmark
Corporation, UBS Securities LLC and J. P. Morgan Securities Inc., as
representatives of the several Underwriters listed in Schedule A thereto.
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