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 21, 2005
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Watts Water Technologies, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
001-11499 04-2916536
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(Commission File Number) (IRS Employer Identification No.)
815 Chestnut Street
North Andover, Massachusetts 01845
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(Address of Principal Executive Offices) (Zip Code)
(978) 688-1811
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
|_| 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))
Item 1.01. Entry into a Material Definitive Agreement
On March 21, 2005, Watts Water Technologies, Inc. (the "Company") and
certain subsidiaries of the Company entered into Amendment No. 1 to Credit
Agreement and Amendment No. 1 to Guaranty Agreement (the "Amendment"), with
respect to its Credit Agreement, dated September 23, 2004, among the Company,
certain subsidiaries of the Company who became borrowers under the Credit
Agreement, Bank of America, N.A. as Administrative Agent, Swing Line Lender and
Letter of Credit Issuer, JPMorgan Chase Bank and Wachovia Bank, National
Association, as Syndication Agents, KeyBank, National Association and SunTrust
Bank, as Documentation Agents, and the other lenders referred to therein (the
"Credit Agreement") and the related Guaranty delivered to Bank of America, N.A.,
as Administrative Agent, on September 23, 2004 in connection with the Credit
Agreement (the "Guaranty Agreement"). Under the terms of the Amendment, the
foreign subsidiaries of the Company party to the Credit Agreement and the
Guaranty Agreement shall not be guarantors of the obligations of the Company or
domestic subsidiaries of the Company under the Credit Agreement and are required
to be guarantors of only the obligations of the Company's foreign subsidiaries
under the Credit Agreement.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
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10.1 Credit Agreement, dated as of September 23, 2004, among
Watts Water Technologies, Inc., certain of its
subsidiaries, Bank of America, N.A., as Administrative
Agent, and the several financial institutions party
thereto from time to time. (1)
10.2 Amendment No. 1 to Credit Agreement and Amendment No. 1
to Guaranty Agreement, dated as of March 21, 2005, by
and among Watts Water Technologies, Inc., certain of its
subsidiaries, Bank of America, N.A., as Administrative
Agent, and the several financial institutions party
thereto from time to time.
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(1) Incorporated by reference to the Registrant's Quarterly Report on Form
10-Q filed November 5, 2004
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WATTS WATER TECHNOLOGIES, INC.
Date: March 22, 2005
By: /s/ Kenneth R. Lepage
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Name: Kenneth R. Lepage
Title: Assistant General Counsel
and Assistant Secretary
EXHIBIT INDEX
Exhibit No. Description
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10.1 Credit Agreement, dated as of September 23, 2004, among Watts
Water Technologies, Inc., certain of its subsidiaries, Bank of
America, N.A., as Administrative Agent, and the several
financial institutions party thereto from time to time. (1)
10.2 Amendment No. 1 to Credit Agreement and Amendment No. 1 to
Guaranty Agreement, dated as of March 21, 2005, by and among
Watts Water Technologies, Inc., certain of its subsidiaries,
Bank of America, N.A., as Administrative Agent, and the
several financial institutions party thereto from time to
time.
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(1) Incorporated by reference to the Registrant's Quarterly Report on Form
10-Q filed November 5, 2004