Item 2.01. Completion of Acquisition or Disposition of Assets.
On December 31, 2019, Evoqua Water Technologies LLC, WTG Holdings Cooperatief
U.A., Evoqua Water Technologies Limited, Evoqua Water Technologies Pte. Ltd.,
Evoqua Water Technologies Ltd., Evoqua Water Technologies (Shanghai) Co. Ltd.,
WTG Holdco Australia (Memcor) Pty. Ltd. (the "Australian Holding Company") and
Evoqua Water Technologies Membrane Systems Pty. Ltd. (together with the
Australian Holding Company, the "Australian Subsidiaries," and each of the
foregoing entities, collectively, the "Evoqua Sellers"), each a wholly-owned
subsidiary of Evoqua Water Technologies Corp. (the "Company"), completed the
previously-announced sale (the "Transaction") of the Company's Memcor® low
pressure membrane product line (including the product line's global workforce,
its manufacturing site in Windsor, Australia, associated operations and
intellectual property) to DuPont de Nemours, Inc. and its affiliates
(collectively, "DuPont") pursuant to the Purchase and Sale Agreement dated
October 1, 2019, by and among the Evoqua Sellers and DuPont, as amended (the
"Agreement"). DuPont purchased 100% of the corporate capital of the Australian
Subsidiaries and all of the other Evoqua Sellers' assets related to the Memcor®
low pressure membrane product line. The aggregate purchase price paid by DuPont
in the Transaction was $110.0 million in cash, subject to certain adjustments.
Following adjustments for cash and net working capital, gross proceeds paid by
DuPont were $121.3 million. The Company and DuPont have a history of
collaboration, and following the closing of the Transaction, DuPont will
continue to supply the Company with Memcor® products.
The foregoing description of the Agreement and the Transaction does not purport
to be complete and is qualified in its entirety by reference to the full text of
the Agreement, which was attached as Exhibit 2.1 to the Form 8-K filed by the
Company on October 3, 2019, as amended by the first amendment to the Agreement,
which was attached as Exhibit 2.1 to the Form 8-K filed by the Company on
December 20, 2019.
Item 7.01. Regulation FD Disclosure.
On January 2, 2020, the Company issued a press release, a copy of which is
furnished as Exhibit 99.1 hereto and incorporated herein by reference,
announcing the closing of the Transaction.
In accordance with General Instruction B.2 of Form 8-K, the information in this
Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached
hereto, 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
liabilities of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended, except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(b) Pro Forma Financial Information.
The unaudited pro forma consolidated balance sheet and statements of operations
of the Company dated as of and for the year ended September 30, 2019 are filed
as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by
reference.
(d) Exhibits.
Exhibit No.                                 Description
                     Press release issued by Evoqua Water Technologies Corp.,
99.1               dated January 2, 2020.

                     Unaudited pro forma consolidated balance sheet dated as of
                   September 30, 2019 and the unaudited pro forma consolidated
                   statements of operations for the year ended September 30,
99.2               2019




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