0001104659-18-016709.txt : 20180312 0001104659-18-016709.hdr.sgml : 20180312 20180312161608 ACCESSION NUMBER: 0001104659-18-016709 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180312 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180312 DATE AS OF CHANGE: 20180312 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Evoqua Water Technologies Corp. CENTRAL INDEX KEY: 0001604643 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38272 FILM NUMBER: 18683568 BUSINESS ADDRESS: STREET 1: 210 SIXTH AVENUE CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 724-772-0044 MAIL ADDRESS: STREET 1: 210 SIXTH AVENUE CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: EWT Holdings I Corp. DATE OF NAME CHANGE: 20140403 8-K 1 a18-3810_68k.htm 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 12, 2018

EVOQUA WATER TECHNOLOGIES CORP.

(Exact name of registrant as specified in its charter)

Delaware		001-38272		46-4132761
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

210 Sixth Avenue Pittsburgh, Pennsylvania		15222
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (724) 772-0044

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01. Other Events.

On March 12, 2018, Evoqua Water Technologies Corp. (the “Company”) issued a press release announcing the launch of a secondary public offering of 17,500,000 shares of its common stock by certain stockholders of the Company, including certain affiliates of AEA Investors LP (collectively, the “Selling Stockholders”). Additionally, in connection with the offering, the Selling Stockholders intend to grant to the underwriters a 30-day option to purchase up to 2,625,000 additional shares of common stock.

The Company is not selling any shares in the offering and will not receive any proceeds from the sale of shares being sold by the Selling Stockholders in the offering.

A copy of the press release is attached as Exhibit 99.1 to this report and incorporated herein by reference.

The information in this Form 8-K pursuant to Item 8.01 is not an offer or the solicitation of an offer to buy securities.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description

99.1		Press Release of Evoqua Water Technologies Corp. dated March 12, 2018.

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.

Date: March 12, 2018		EVOQUA WATER TECHNOLOGIES CORP.

	By:	/s/ Benedict J. Stas
		Benedict J. Stas
		Executive Vice President, Chief Financial Officer & Treasurer

EX-99.1 2 a18-3810_6ex99d1.htm EX-99.1

Exhibit 99.1

EVOQUA WATER TECHNOLOGIES ANNOUNCES

LAUNCH OF SECONDARY PUBLIC OFFERING

Pittsburgh, Pennsylvania, March 12, 2018. Evoqua Water Technologies Corp. (NYSE: AQUA) today announced the launch of a secondary public offering of 17,500,000 shares of its common stock by certain stockholders of the company, including certain affiliates of AEA Investors LP (collectively, the “Selling Stockholders”). Additionally, in connection with the offering, the Selling Stockholders intend to grant to the underwriters a 30-day option to purchase up to 2,625,000 additional shares of common stock.

The company is not selling any shares in the offering and will not receive any proceeds from the sale of shares being sold by the Selling Stockholders in the offering.

J.P. Morgan, Credit Suisse and RBC Capital Markets are acting as joint lead book-running managers in the offering. Citigroup and Goldman Sachs & Co. LLC are also acting as joint book-running managers in the offering. Morgan Stanley, Baird, Cowen, Raymond James, Stifel and Wells Fargo Securities are acting as co-managers in the offering.

The offering of these securities is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or via telephone: 1-866-803-9204, or Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York, 10010, or by telephone at +1 (800) 221-1037, or by email at newyork.prospectus@credit-suisse.com or RBC Capital Markets, LLC, Attention: Equity Syndicate, 200 Vesey Street, 8th Floor, New York, New York, 10281, or by telephone at 1-877-822-4089, or by email at equityprospectus@rbccm.com.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet been declared effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Evoqua Water Technologies

Evoqua Water Technologies is a leading provider of mission critical water treatment solutions, offering services, systems and technologies to support its customers’ full water lifecycle needs. Evoqua Water Technologies has worked to protect water, the environment and its employees for more than 100 years, earning a reputation for quality, safety and reliability around the world. Headquartered in Pittsburgh, Pennsylvania, Evoqua operates 160 locations in eight countries and, with over 200,000 installations and 87 service branches, holds leading positions in the North American industrial, commercial and municipal water treatment markets, serving more than 38,000 customers worldwide.

Contact Information:

Evoqua Water Technologies Corp.

Dan Brailer, Investor Contact

Email: dan.brailer@evoqua.com