MUELLER WATER PRODUCTS, INC. (NYSE:MWA) Files An 8-K Costs Associated with Exit or Disposal Activities

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MUELLER WATER PRODUCTS, INC. (NYSE:MWA) Files An 8-K Costs Associated with Exit or Disposal Activities
ITEM 2.05.COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES.

On September 7, 2017, Mueller Water Products, Inc. (the “Company”) announced a strategic reorganization plan designed to accelerate product innovation and revenue growth. The plan re-configures the Company’s divisional structure around products, with five business teams that have line and cross-functional responsibility for managing distinct product portfolios. Under the new organizational structure, engineering, operations, sales and marketing and other functions will be centralized to better align with business needs and generate greater efficiencies.

As a result of the restructuring, the Company expects to reduce costs by approximately $7 million annually, which includes a reduction in headcount of approximately 35 full-time positions between now and the end of December and lower professional fees and other expenses, and takes into account the hiring and alignment of new administrative talent. The Company will begin to implement the restructuring immediately, and the reorganization is expected to be in place by the start of its next fiscal year on October 1.

The Company’s restructuring plan is expected to result in related charges of approximately $11 million, which will include a charge in the current quarter. The Company will provide additional information regarding the current quarter charge once it becomes available.

ITEM 5.02.DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;

APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF

CERTAIN OFFICERS.

On September 7, 2017, the Company also announced certain changes to its leadership team. Among other changes, effective December 31, 2017, Evan L. Hart will retire from his current role as Senior Vice President and Chief Financial Officer. Mr. Hart’s transition will be treated under his employment agreement as a termination without cause effective as of December 31, 2017. In consideration of Mr. Hart’s agreement to continue employment with the Company until December 31, 2017, the Company and Mr. Hart have entered into an amendment to his employment agreement (the “Agreement”), to which Mr. Hart will be eligible to receive an award payment of up to $90,000, provided that he remains actively employed with the Company until December 31, 2017, subject to certain limited exceptions.

The foregoing summary of the Agreement is qualified in its entirety by the full text of the Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Marietta Edmunds Zakas, the Company’s current Senior Vice President, Strategy, Corporate Development and Communications, has been named Executive Vice President and Chief Financial Officer of the Company, effective January 1. 2018. In connection with her new position, Ms. Zakas’ base salary will be increased to $375,000 per year, with a target annual incentive award of 70% of her base salary and a target long-term incentive award of $600,000. Ms. Zakas, 58, has served as Senior Vice President, Strategy, Corporate Development and Communications since November 2006, as well as the head of Human Resources since January 2016. Ms. Zakas is also a director of Atlantic Capital Bank and Atlantic Capital Bancshares.

ITEM 7.01.REGULATION FD DISCLOSURE.

The Company announced the restructuring described in Section 2.05 above and the management changes described in Section 5.02 above to a press release, dated September 7, 2017, which is attached hereto as Exhibit 99.1. The information contained in the accompanying Exhibit 99.1 is being furnished to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Amendment to Employment Agreement, dated September 7, 2017

Press release dated September 7, 2017


Mueller Water Products, Inc. Exhibit
EX-10.1 2 exhibit101-mwaxamendment4x.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.1FOURTH AMENDMENT TO EMPLOYMENT AGREEMENTTHIS FOURTH AMENDMENT (this “Amendment”) is made and entered into as of the 7th day of September,…
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About MUELLER WATER PRODUCTS, INC. (NYSE:MWA)

Mueller Water Products, Inc. is a manufacturer and marketer of products and services used in the transmission, distribution and measurement of water in North America. The Company operates through three segments: Mueller Co., Anvil and Mueller Technologies. The Mueller Co. segment manufactures valves for water and gas systems, and dry-barrel and wet-barrel fire hydrants. The Anvil segment manufactures and sources a range of products, including a range of fittings, couplings, hangers and related products. The Mueller Technologies segment offers metering systems, leak detection, pipe condition assessment and other products and services for the water infrastructure industry. The Mueller Technologies segment includes Mueller Systems and Echologics businesses. The Company offers a range of water infrastructure, flow control and piping component system products and services in the United States and Canada.