PROSPECTUS SUPPLEMENT NO. 6
$994,750,000
SPX CORPORATION
LIQUID YIELD OPTION(TM) NOTES DUE 2021
(ZERO COUPON-SENIOR)
AND
COMMON SHARES ISSUABLE UPON
CONVERSION AND/OR PURCHASE OF THE LYONS
This prospectus supplement supplements the prospectus dated May
10, 2001 of SPX Corporation, as supplemented June 6, 2001, July 2, 2001,
July 18, 2001, August 30, 2001 and October 11, 2001, relating to the sale
by certain of our securityholders (including their pledgees, donees,
assignees, transferees, successors and others who later hold any of our
securityholders' interests) of up to $994,750,000 aggregate principal
amount at maturity of LYONs and the common shares issuable upon conversion,
and/or purchase by us, of the LYONs. You should read this prospectus
supplement in conjunction with the prospectus, and this prospectus
supplement is qualified by reference to the prospectus, except to the
extent that the information in this prospectus supplement supersedes the
information contained in the prospectus. Capitalized terms used in this
prospectus supplement and not otherwise defined herein have the meanings
specified in the prospectus.
The table of Selling Securityholders contained on page 53 of the
prospectus is hereby amended to add the entities who are named below as
selling securityholders.
AGGREGATE PRINCIPAL PERCENTAGE OF NUMBER OF PERCENTAGE OF
AMOUNT AT MATURITY OF LYONS COMMON SHARES COMMON SHARES
NAME LYONS THAT MAY BE SOLD OUTSTANDING THAT MAY BE SOLD(1) OUTSTANDING(2)
------------------------------------------- ------------------------ -------------- ------------------- --------------
Fidelity Devonshire Trust: Fidelity $ 42,190,000 4.24 203,001 *
Equity-Income Fund......................
Fidelity Puritan Trust: Fidelity Puritan $ 24,240,000 2.44 116,633 *
Fund......................................
Variable Insurance Products Fund: Equity $ 19,570,000 1.97 94,163 *
Income Portfolio........................
Marathon Master Fund, Ltd................. $ 800,000 * 3,849 *
Additionally, the following represents updated information
regarding the selling securityholders listed in the Selling Securityholders
table in the prospectus:
AGGREGATE PRINCIPAL PERCENTAGE OF NUMBER OF PERCENTAGE OF
AMOUNT AT MATURITY OF LYONS COMMON SHARES COMMON SHARES
NAME LYONS THAT MAY BE SOLD OUTSTANDING THAT MAY BE SOLD(1) OUTSTANDING(2)
------------------------------------------- ------------------------ -------------- ------------------- --------------
Chrysler Corporation Master Retirement $ 14,585,000(**) 1.47 70,177 *
Trust...................................
State of Connecticut Combined Investment $ 13,405,000(**) 1.35 64,499 *
Funds...................................
OCM Convertible Trust..................... $ 10,000,000(**) 1.0 48,116 *
Bear, Stearns & Co. Inc................... $ 7,500,000(**) * 36,087 *
White River Securities L.L.C.............. $ 7,500,000(**) * 36,087 *
State Employees' Retirement Fund of the $ 6,210,000(**) * 29,880 *
State of Delaware.......................
Merrill, Lynch, Pierce, Fenner and Smith $ 6,975,000 * 33,560 *
Inc.......................................
KBC Financial Products USA................ $ 4,500,000(**) * 21,652 *
Delta Air Lines Master Trust (c/o Oaktree $ 4,170,000(**) * 20,064 *
Capital Management, LLC)................
Partner Reinsurance Company Ltd........... $ 2,420,000(**) * 11,644 *
Delta Pilots D & S Trust.................. $ 2,050,000(**) * 9,863 *
Motion Picture Industry Health Plan - $ 1,440,000(**) * 6,928 *
Active Member Fund......................
Motion Picture Industry Health Plan - $ 720,000(**) * 3,464 *
Retiree Member Fund.....................
Worldwide Transactions Ltd................ $ 1,262,000(**) * 6,072 *
------------------------------------------------------------------------------------------------------------------------------
* Less than one percent (1%).
** Reflects revised total position of the selling securityholder.
(1) Assumes conversion of all of the holder's LYONs at a conversion rate of
4.8116 common shares per $1,000 principal amount at maturity of the
LYONs. This conversion rate is subject to adjustment, however, as
described under "Description of the LYONs -- Conversion Rights." As a
result, the number of common shares issuable upon conversion of the
LYONs may increase or decrease in the future. Does not include common
shares that may be issued by us upon purchase of LYONs by us at the
option of the holder.
(2) Calculated based on Rule 13d-3(d)(i) of the Exchange Act, using
40,075,136 common shares outstanding as of September 21, 2001. In
calculating this amount for each holder, we treated as outstanding the
number of common shares issuable upon conversion of all of that
holder's LYONs, but we did not assume conversion of any other holder's
LYONs. Does not include common shares that may be issued by us upon
purchase of LYONs by us at the option of the holder.
Investing in the LYONs involves risks that are described in the
"Risk Factors" section beginning on page 8 of the prospectus.
Neither the Securities and Exchange Commission, any state
securities commission nor any other regulatory body has approved or
disapproved of these securities or determined if this prospectus is
truthful or complete. Any representation to the contrary is a criminal
offense.
The date of this prospectus supplement is October 23, 2001.
(TM)TRADEMARK OF MERRILL LYNCH & CO., INC.
