Evoqua Water Technologies Corp.
|
Common Stock, par value $0.01 per share
|
30057T105
|
December 31, 2020
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors Fund V LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings LP (“AEA EWT Holdings”) sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA EWT Holdings LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA EWT Holdings GP LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors Participant Fund V LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors QP Participant Fund V LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors PF V LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors Fund V-A LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors Fund V-B LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Investors Partners V LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
AEA Management (Cayman) Ltd.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
John L. Garcia
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
United Kingdom
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
CUSIP No. 30057T105
|
13G/A
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Brian R. Hoesterey
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
United States of America
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,341,930 (1)
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☒
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
9.6% (2)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
(1)
|
See Item 4 below. On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(2)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
|
(i)
|
AEA Investors Fund V LP;
|
|
|
(ii)
|
AEA Investors LP;
|
|
|
(iii)
|
AEA EWT Holdings LP;
|
|
|
(iv)
|
AEA EWT Holdings GP LLC;
|
|
|
(v)
|
AEA Investors Participant Fund V LP;
|
|
|
(vi)
|
AEA Investors QP Participant Fund V LP;
|
|
|
(vii)
|
AEA Investors PF V LLC;
|
|
|
(viii)
|
AEA Investors Fund V-A LP;
|
|
|
(ix)
|
AEA Investors Fund V-B LP;
|
|
|
(x)
|
AEA Investors Partners V LP;
|
|
|
(xi)
|
AEA Management (Cayman) Ltd.;
|
|
|
(xii)
|
Dr. John L. Garcia; and
|
|
(xiii)
|
Mr. Brian R. Hoesterey.
|
Reporting Person
|
Number of Shares Beneficially Owned
|
Percent of Class
|
|
|
|
AEA Investors Fund V LP
|
0(a)(b)
|
0%(c)
|
AEA Investors LP
|
0(a)(b)
|
0%(c)
|
AEA EWT Holdings LP
|
11,341,930(a)(b)
|
9.6%(c)
|
AEA EWT Holdings GP LLC
|
0(a)(b)
|
0%(c)
|
AEA Investors Participant Fund V LP
|
0(a)(b)
|
0%(c)
|
AEA Investors QP Participant Fund V LP
|
0(a)(b)
|
0%(c)
|
AEA Investors PF V LLC
|
0(a)(b)
|
0%(c)
|
AEA Investors Fund V-A LP
|
0(a)(b)
|
0%(c)
|
AEA Investors Fund V-B LP
|
0(a)(b)
|
0%(c)
|
AEA Investors Partners V LP
|
0(a)(b)
|
0%(c)
|
AEA Management (Cayman) Ltd.
|
0(a)(b)
|
0%(c)
|
John L. Garcia
|
0(b)(d)
|
0%(c)
|
Brian R. Hoesterey
|
0(b)(d)
|
0%(c)
|
(a)
|
AEA EWT Holdings, which is the holder of record of 11,341,930 shares of common stock, is a limited
partnership whose general partner is AEA EWT Holdings GP LLC (“AEA EWT Holdings GP”). The managing member of AEA EWT Holdings GP is AEA Investors Fund V LP and its other members are (i) AEA Investors Participant Fund V LP, (ii) AEA Investors
QP Participant Fund V LP, (iii) AEA Investors Fund V-A LP and (iv) AEA Investors Fund V-B LP (AEA Investors Fund V LP and the entities named in clauses (i) through (iv), collectively, the “AEA Funds”). The AEA Funds are also limited partners
of AEA EWT Holdings. The general partner of each of AEA Investors Participant Fund V LP and AEA Investors QP Participant Fund V LP is AEA Investors PF V LLC, whose sole member is AEA Investors LP. The general partner of each of AEA Investors
Fund V LP, AEA Investors Fund V-A LP and AEA Investors Fund V-B LP is AEA Investors Partners V LP, whose general partner is AEA Management (Cayman) Ltd. Each of AEA EWT Holdings GP, the AEA Funds, AEA Investors PF V LLC, AEA Investors
Partners V LP, AEA Investors LP and AEA Management (Cayman) Ltd. may be deemed to share beneficial ownership of the shares of the Issuer’s common stock held of record by AEA EWT Holdings, but each disclaims beneficial ownership of such
shares.
|
(b)
|
On February 11, 2021, AEA EWT Holdings sold 11,341,930 shares of common stock of the Issuer.
|
(c)
|
Based on 118,551,382 shares of common stock outstanding as of December 18, 2020.
|
(d)
|
Dr. John L. Garcia is the Chairman of AEA Investors LP and the sole stockholder and director of AEA Management (Cayman) Ltd. Mr. Brian R.
Hoesterey is the Chief Executive Officer of AEA Investors LP. Each of Dr. Garcia and Mr. Hoesterey may be deemed to share beneficial ownership of the shares of the Issuer’s common stock held of record by AEA EWT Holdings, but each of Dr.
Garcia and Mr. Hoesterey disclaims beneficial ownership of such shares.
|
AEA INVESTORS FUND V LP
|
|||
By: |
AEA Investors Partners V LP, its general partner
|
||
By: |
AEA Management (Cayman) Ltd., its general partner
|
||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS LP
|
|||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA EWT HOLDINGS LP
|
|||
By: |
AEA EWT Holdings GP LLC, its general partner
|
||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA EWT HOLDINGS GP LLC
|
|||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS PARTICIPANT FUND V LP
|
|||
By: |
AEA Investors PF V LLC, its general partner
|
||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS QP PARTICIPANT FUND V LP
|
|||
By: |
AEA Investors PF V LLC, its general partner
|
||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS PF V LLC
|
|||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS FUND V-A LP
|
|||
By: |
AEA Investors Partners V LP, its general partner
|
||
By: | AEA Management (Cayman) Ltd., its general partner | ||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS FUND V-B LP
|
|||
By: |
AEA Investors Partners V LP, its general partner
|
||
By: | AEA Management (Cayman) Ltd., its general partner | ||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA INVESTORS PARTNERS V LP
|
|||
By: |
AEA Management (Cayman) Ltd., its general partner
|
||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
AEA MANAGEMENT (CAYMAN) LTD.
|
|||
|
By:
|
/s/ Barbara L. Burns | |
Name: Barbara L. Burns | |||
Title: Vice President | |||
JOHN L. GARCIA
|
|||
|
By:
|
/s/ Barbara L. Burns, attorney-in-fact | |
Name: John L. Garcia | |||
Brian R. Hoesterey
|
|||
|
By:
|
/s/ Barbara L. Burns, attorney-in-fact | |
Name: Brian R. Hoesterey |
|||
Exhibit No.
|
Exhibit
|
99.1
|
Joint Filing Agreement (incorporated by reference to
Exhibit 99.1 to the Schedule 13G/A filed by the Reporting Persons on February 14, 2020 (File No. 005-90315))
|
99.2
|
Power of Attorney (incorporated by reference to
Exhibit 99.2 to the Schedule 13G filed by the Reporting Persons on February 14, 2018 (File No. 005-90315))
|
99.3
|
Power of Attorney of Brian R. Hoesterey (incorporated
by reference to Exhibit 99.3 to the Schedule 13G/A filed by the Reporting Persons on February 14, 2020 (File No. 005-90315))
|