-----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, Ri/5sG/gquAs/4cRPX0SvD4LwmHPPjqaZcCWAc/ytyAPso0UBHb1FgjFeH9gls8q g3CNjFZyUGLPF+3FszEcZQ== 0000950123-03-012798.txt : 20031117 0000950123-03-012798.hdr.sgml : 20031117 20031117112338 ACCESSION NUMBER: 0000950123-03-012798 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031112 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL WATERWORKS INC CENTRAL INDEX KEY: 0001211010 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE & PLUMBING & HEATING EQUIPMENT & SUPPLIES [5070] FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-102430 FILM NUMBER: 031006987 MAIL ADDRESS: STREET 1: 200 WEST HIGHWAY 6 STREET 2: SUITE 620 CITY: WACO STATE: TX ZIP: 76712 8-K 1 y91866e8vk.txt NATIONAL WATERWORKS, INC. 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): NOVEMBER 12, 2003 NATIONAL WATERWORKS, INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 333-102430 05-0532711 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 200 WEST HIGHWAY 6, SUITE 620 WACO, TEXAS 76712 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (254) 772-5355 Item 9. Regulation FD Disclosure 99.1 Press release dated November 12, 2003 announcing that the Registrant will extend the consent solicitation period in which the holders of its 10.50% Senior Subordinated Notes due 2012 can consent to an amendment to the Restricted Payments covenant of the indenture pursuant to which such notes were issued. This Current Report on Form 8-K and the press release attached hereto concerning an extension to the consent solicitation period are being furnished by National Waterworks, Inc. (the "Registrant") pursuant to Item 9 ("Regulation FD Disclosure") of Form 8-K, insofar as they disclose certain actions of the Registrant going forward. On November 12, 2003, the Registrant issued a press release announcing that it will extend the consent solicitation period in which the holders of its 10.50% Senior Subordinated Notes due 2012 can consent to an amendment to the Restricted Payments covenant of the indenture pursuant to which such notes were issued. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Current Report on Form 8-K, including Exhibit 99.1, is furnished pursuant to Item 9 and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. 2 SIGNATURES 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. NATIONAL WATERWORKS, INC. (Registrant) November 17, 2003 By: /s/ Mechelle Slaughter -------------------------------- Name: Mechelle Slaughter Title: Chief Financial Officer 3 Exhibit Index
Exhibit No. Description - ----------- ----------- 99.1 Press release of National Waterworks, Inc. dated November 12, 2003 announcing that it will extend the consent solicitation period in which the holders of its 10.50% Senior Subordinated Notes due 2012 can consent to an amendment to the Restricted Payments covenant of the indenture pursuant to which such notes were issued
4 EX-99.1 3 y91866exv99w1.txt PRESS RELEASE [NATIONAL WATERWORKS LOGO] NEWS RELEASE FOR IMMEDIATE RELEASE NATIONAL WATERWORKS, INC. TO EXTEND PERIOD FOR SOLICITING CONSENTS IN CONNECTION WITH PROPOSED AMENDMENT TO RESTRICTED PAYMENTS COVENANT Waco, Texas - (BUSINESS WIRE) - November 12, 2003 - National Waterworks, Inc. (the "Company": NATLWW) announces an extension of its pending consent solicitation (the "Consent Solicitation") to amend the Restricted Payments covenant in the indenture governing its 10.50% Senior Subordinated Notes due 2012 (the "Notes") to permit payment of the dividend as described in the Consent Solicitation Statement dated October 29, 2003 (the "Consent Solicitation Statement"). The expiration date for the Consent Solicitation has been extended from 5:00 p.m., New York City time, on November 12, 2003, to 5:00 p.m., New York City time, on November 19, 2003, unless further extended. The Consent Solicitation is subject to the terms and conditions of the Consent Solicitation Statement, as amended hereby. This announcement amends and supplements the Consent Solicitation Statement solely with respect to the expiration date described above. All other terms and conditions of the Consent Solicitation Statement remain in full force and effect. Questions related to the Consent Solicitation should be directed to Goldman, Sachs & Co., 85 Broad Street, New York, New York 10004, Attn: Credit Liability Management, (800) 828-3182, in its capacity as a solicitation agent in connection with the Consent Solicitation. National Waterworks distributes a full line of pipes, fittings, valves, meters, fire hydrants and other components that are used to transport clean water and wastewater between reservoirs and treatment plants and residential and commercial locations. Its products are integral to building, repairing, and maintaining waste and wastewater (sewer) systems and serve as part of the basic municipal infrastructure. Through its network of over 130 branches in 35 states, it sells directly to municipalities and to contractors who serve municipalities and also perform residential, commercial and industrial waterworks projects. - ------------------------ Contacts: National Waterworks, Inc. Thomasville, GA Judy Barrow, (229) 227-8611 judy.barrow@natlww.com -----END PRIVACY-ENHANCED MESSAGE-----