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EX-99.1 - EXHIBIT 99.1 - Evoqua Water Technologies Corp.tm209646d3_ex99-1.htm

 

 

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 5, 2020

 

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:

 

¨ 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share AQUA New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company 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 ¨

 

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. ¨

 

 

 

 

 

 

Item 8.01. Other Events.

 

On March 5, 2020, Evoqua Water Technologies Corp. (the “Company”) issued a press release announcing the pricing of a secondary public offering of 13 million shares of its common stock by certain shareholders of the Company, including certain affiliates of AEA Investors LP (collectively, the “Selling Shareholders”) at a public offering price of $19.50 per share. Additionally, in connection with the offering, the Selling Shareholders granted the underwriters a 30-day option to purchase up to 1.95 million additional shares of common stock. The offering is expected to close on March 10, 2020, subject to the satisfaction of customary closing conditions.

 

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 Shareholders 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 5, 2020.

 

 

 

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 5, 2020   EVOQUA WATER TECHNOLOGIES CORP.
     
  By: /s/ Benedict J. Stas
    Benedict J. Stas
    Executive Vice President, Chief Financial Officer & Treasurer