-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Adwnj/yV6uXGc2p+f49u749bTjg7TeYgJjbbl4f18t9TG5AhgSwH/N3Ut1zwEu22 j2u8oqBNKpbNVyWQR9Lr3Q== 0001171520-07-000770.txt : 20071115 0001171520-07-000770.hdr.sgml : 20071115 20071115102010 ACCESSION NUMBER: 0001171520-07-000770 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071109 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071115 DATE AS OF CHANGE: 20071115 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: 071248067 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 eps2733.txt WATTS WATER TECHNOLOGIES, INC. ================================================================================ 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): November 9, 2007 ------------------- WATTS WATER TECHNOLOGIES, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-11499 04-2916536 ---------------------------- ----------- -------------- (State or Other Jurisdiction (Commission (IRS Employer) of Incorporation) File Number) 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): |_| 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 8.01. Other Events. On November 9, 2007, Watts Water Technologies, Inc. (the "Registrant") issued a press release announcing that the Board of Directors authorized the Registrant to repurchase shares of its Class A Common Stock. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. On November 15, 2007, the Registrant adopted a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The Registrant implemented this written trading plan in connection with its share repurchase program. Adopting a trading plan that satisfies the conditions of Rule 10b5-1 allows a company to repurchase its shares at times when it might otherwise be prevented from doing so due to self-imposed trading blackout periods or pursuant to insider trading laws. A broker selected by the Registrant will have the authority under the terms and limitations specified in the plan to repurchase shares on the Registrant's behalf in accordance with the terms of the plan. Information regarding share repurchases will be available in the Registrant's periodic reports on Form 10-K and 10-Q filed with the Securities and Exchange Commission. 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: November 15, 2007 WATTS WATER TECHNOLOGIES, INC. By: /s/ Patrick S. O'Keefe ---------------------------------- Patrick S. O'Keefe Chief Executive Officer EXHIBIT INDEX Exhibit No. Title - ----------- ----- 99.1 Press release dated November 9, 2007 EX-99.1 2 ex99-1.txt PRESS RELEASE Exhibit 99.1 [LETTERHEAD OF WATTS WATER TECHNOLOGIES, INC.] FOR IMMEDIATE RELEASE Contact: William C. McCartney - --------------------- Chief Financial Officer Telephone: (978) 688-1811 Fax: (978) 688-2976 WATTS WATER TECHNOLOGIES ANNOUNCES STOCK REPURCHASE PROGRAM North Andover, MA... November 9, 2007. Watts Water Technologies, Inc. (NYSE: WTS) today announced that its Board of Directors has authorized the repurchase of up to 3,000,000 shares of the Company's Class A Common Stock from time to time on the open market or in privately negotiated transactions. Commenting on the stock repurchase program, Patrick S. O'Keefe, Chief Executive Officer, said, "At current levels, we believe the Company's stock represents an attractive investment opportunity. We remain committed to our long-term strategy of growing the Company through acquisitions and we are comfortable that we will continue to have sufficient cash available to us to fund future acquisitions. This action reflects our ongoing commitment to improving the investment value of the Company's stock while at the same time growing our business." The timing and amount of any shares repurchased will be determined by the Company's management based on its evaluation of market conditions and other factors. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time. Any repurchased shares will be available for use in connection with its stock plans and for other corporate purposes. The repurchase program will be funded using the Company's working capital. As of September 30, 2007, the Company had cash, cash equivalents and investment securities of approximately $347.6 million. As of October 31, 2007, Watts Water Technologies, Inc. had an aggregate of 38,759,574 shares of common stock outstanding, consisting of 31,465,694 shares of Class A Common Stock and 7,293,880 shares of Class B Common Stock. 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. Statements in this press release regarding the Company's intention to repurchase shares of its Class A Common Stock from time to time under the stock repurchase program, the intended use of any repurchased shares and the source of funding are forward-looking statements. There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements. These include, among others, the market price of the Company's stock prevailing from time to time, the nature of other investment opportunities presented to the Company from time to time, the company's cash flows from operations, general economic conditions, and other factors identified in the Company's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the SEC. -----END PRIVACY-ENHANCED MESSAGE-----