0001104659-12-027728.txt : 20120424 0001104659-12-027728.hdr.sgml : 20120424 20120424140153 ACCESSION NUMBER: 0001104659-12-027728 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120423 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120424 DATE AS OF CHANGE: 20120424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WATTS WATER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000795403 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 042916536 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11499 FILM NUMBER: 12775617 BUSINESS ADDRESS: STREET 1: 815 CHESTNUT ST CITY: NORTH ANDOVER STATE: MA ZIP: 01845 BUSINESS PHONE: 9786881811 MAIL ADDRESS: STREET 1: 815 CHESTNUT STREET CITY: NORTH ANDOVER STATE: MA ZIP: 01845 FORMER COMPANY: FORMER CONFORMED NAME: WATTS INDUSTRIES INC DATE OF NAME CHANGE: 19920703 8-K 1 a12-10321_18k.htm 8-K

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): April 23, 2012

 


 

WATTS WATER TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in its Charter)

 

DELAWARE

 

001-11499

 

04-2916536

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

815 Chestnut Street, North Andover, Massachusetts 01845

(Address of Principal Executive Offices) (Zip Code)

 

(978) 688-1811

(Registrant’s telephone number, including area code)

 

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):

 

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-4(c))

 

 

 



 

Item 2.02.

 

Results of Operations and Financial Condition.

 

On April 23, 2012, the Company issued a press release providing information regarding the Company’s preliminary results of operations for the quarter ended April 1, 2012.  The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in Item 2.02 of this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) 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 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01.

 

Financial Statements and Exhibits

 

 

 

(d)

 

Exhibits.

 

 

 

 

 

See Exhibit Index attached hereto.

 

SIGNATURE

 

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: April 24, 2012

WATTS WATER TECHNOLOGIES, INC.

 

 

 

By:

/s/ Kenneth R. Lepage

 

 

Kenneth R. Lepage

 

 

General Counsel

 

2



 

EXHIBIT INDEX

 

Exhibit No.

 

Title

 

 

 

99.1

 

Press release dated April 23, 2012

 

3


EX-99.1 2 a12-10321_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Contact:

 

William C. McCartney

 

 

 

 

Chief Financial Officer

 

 

 

 

 

 

 

 

 

Telephone:

(978) 688-1811

 

 

 

 

Fax:

(978) 688-2976

 

WATTS WATER TECHNOLOGIES REPORTS PRELIMINARY FIRST QUARTER RESULTS FOR 2012

 

North Andover, MA….April 23, 2012.  Watts Water Technologies, Inc. (NYSE: WTS) today announced preliminary results for the first quarter ended April 1, 2012.  Sales for the first quarter are expected to be approximately $364 million, an increase of approximately $34 million or 10%, compared to the first quarter of 2011.  A majority of the sales increase is attributable to the acquisition of Socla, which was purchased in April 2011.  Net income on a GAAP basis for the first quarter of 2012 is expected to range from $15.0 million to $16.0 million, or from $0.40 to $0.43 per diluted share (EPS), compared to $11.1 million or $0.29 per diluted share, for the first quarter of 2011.  Adjusted EPS results are still being reviewed by management.

 

David J. Coghlan, Chief Executive Officer, commented, “Our expected first quarter operating results were affected by lower gross margins in our North American segment as compared to the first quarter of 2011.  We have experienced increased material costs and manufacturing inefficiencies during the first quarter of 2012, including incremental costs related to the conversion of certain factories to “lead-free” production.  In response, we are sharpening our focus on our operational excellence initiatives and implementing cost recovery actions in a number of areas.”

 

Mr. Coghlan concluded, “The Company emphasizes that the foregoing results are preliminary and are subject to adjustment upon final closing of its first quarter financial results.  While the Company does not regularly issue quarterly guidance, we strive for transparency with our investors and believe this announcement is in keeping with that principle.”

 

Watts Water Technologies, Inc. expects to release its final results for the first quarter of 2012 on Tuesday, May 1, 2012, at 4 p.m., Eastern Time.  The Company will hold a live web cast of its conference call to discuss the first quarter results on Wednesday, May 2, 2012, at 9:00 a.m. Eastern Time.  This press release and the live web cast can be accessed by visiting the Investor Relations section of the Company’s website at www.wattswater.com.  Following the web cast, an archived version of the call will be available at the same address until May 2, 2013.

 

Watts Water Technologies, Inc. is a world leader in the manufacture of innovative products to control the efficiency, safety, and quality of water within residential, commercial, and institutional applications. Its expertise in a wide variety of water technologies enables it to be a comprehensive supplier to the water industry.

 

This Press Release may include statements that are not historical facts and are considered forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements reflect Watts Water Technologies’ current views about future results of operations and other forward-looking information.  In some cases you can identify these statements by

 



 

forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should” and “would” or similar words. You should not rely on forward-looking statements because Watts’ actual results may differ materially from those indicated by these forward-looking statements as a result of a number of important factors.  These factors include, but are not limited to, the following: the effectiveness of our operational excellence initiatives and cost recovery actions, the current economic and financial condition, which can affect levels of housing starts and remodeling, affecting the markets where the Company’s products are sold, manufactured, or marketed; shortages in and pricing of raw materials and supplies; loss of market share through competition; introduction of competing products by other companies; pressure on prices from competitors, suppliers, and/or customers; changes in variable interest rates on Company borrowings; identification and disclosure of material weaknesses in our internal control over financial reporting; failure to expand our markets through acquisitions; failure or delay in developing new products; lack of acceptance of new products; failure to manufacture products that meet required performance and safety standards; foreign exchange rate fluctuations; cyclicality of industries, such as plumbing and heating wholesalers and home improvement retailers, in which the Company markets certain of its products; environmental compliance costs; product liability risks; the results and timing of the Company’s manufacturing restructuring plan; changes in the status of current litigation; and other risks and uncertainties discussed under the heading “Item 1A. Risk Factors” in the Watts Water Technologies, Inc. Annual Report on Form 10-K for the year ended December 31, 2011 filed with the Securities Exchange Commission and other reports Watts files from time to time with the Securities and Exchange Commission.  Watts does not intend to, and undertakes no duty to, update the information contained in this Press Release, except as required by law.