XYLEM INC. (NYSE:XYL) Files An 8-K Completion of Acquisition or Disposition of Assets

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XYLEM INC. (NYSE:XYL) Files An 8-K Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets

On November 1, 2016, Xylem Inc. (the Company) filed a Current
Report on Form 8-K (the Initial Form 8-K) with the Securities and
Exchange Commission (the SEC) reporting that on October 31, 2016,
Xylem Inc. completed the acquisition of>all of the direct and
indirect subsidiaries of Sensus Worldwide (other than Sensus
Industries) (Sensus),> to the terms of the Share Purchase
Agreement dated as of August 15, 2016, and the first Amendment to
the Share Purchase Agreement, dated as of October 31, 2016
(together, the Purchase Agreement). >The aggregate
consideration paid in the acquisition was approximately $1.7
billion, net of cash acquired, subject to certain adjustments as
provided in the Purchase Agreement. The consideration was funded
with a combination of cash on hand, proceeds from issuances under
the Companys existing commercial paper program, borrowings under
a new euro-denominated term loan and the issuance of $500 million
aggregate principal amount of 3.250% Senior Notes due 2026 and
$400 million aggregate principal amount of 4.375% Senior Notes
due 2046. >
This Current Report on Form 8-K/A is being filed to amend and
supplement the Initial Form 8-K to provide financial statements
described in Item 9.01 below which were not previously filed with
the Initial Form 8-K, and which are permitted to be filed by
amendment no later than 71 calendar days after the date the
Initial Form 8-K was required to be filed with the SEC. Except as
otherwise noted, all other information in the initial Form 8-K
remains unchanged.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of a Business Acquired.
Sensus Worldwide Limiteds audited consolidated financial
statements for the fiscal year ended, and as of, March 31, 2016
and unaudited consolidated financial statements for the six
months ended, and as of, September 30, 2016 are attached as
Exhibit 99.1 and Exhibit 99.2, respectively, to this Form 8-K/A
and incorporated herein by reference.
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined financial information
related to the acquisition is attached as Exhibit 99.3 to this
Form 8-K/A and incorporated herein by reference.
(c) None
(d) Exhibits.>
Exhibit No. Description
Exhibit 23.1 Consent of PricewaterhouseCoopers LLP
Exhibit 99.1
Sensus Worldwide Limited audited consolidated financial
statements for the fiscal year ended March 31, 2016
Exhibit 99.2
Sensus Worldwide Limited unaudited consolidated financial
statements for the six months ended September 30, 2016 and
2015
Exhibit 99.3 Unaudited Pro Forma Condensed Combined Financial
Information


About XYLEM INC.> (NYSE:XYL)

Xylem Inc. is engaged in the design, manufacturing, and application of engineered technologies for the water industry. The Company is an equipment and service provider for water and wastewater applications with a portfolio of products and services addressing the cycle of water, from collection, distribution and use to the return of water to the environment. The Company has two business segments, which include Water Infrastructure (collection, distribution, return) and Applied Water (usage). The Water Infrastructure segment focuses on the transportation, treatment and testing of water, offering a range of products, including water and wastewater pumps, treatment and testing equipment, and controls and systems. The Company’s Applied Water segment serves the primary uses of water and focuses on the residential, commercial, industrial and agricultural markets. The Company’s brands include Flygt, Wedeco, Godwin, Lowara, Flojet and Flowtronex.

XYLEM INC.> (NYSE:XYL) Recent Trading Information

XYLEM INC.> (NYSE:XYL) closed its last trading session down -0.23 at 49.14 with 1,642,488 shares trading hands.