UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) September 4, 2007
WATERS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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01-14010
(Commission File Number)
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13-3668640
(I.R.S. Employer Identification
No.) |
34 Maple Street
Milford, Massachusetts 01757
(Address of principal executive offices) (Zip Code)
(508) 478-2000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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 8.01 Other Events.
On September 4, 2007, the Board of Directors of Waters Technologies Corporation approved a proposal
to make certain changes to the Corporation’s qualified and non-qualified retirement plans. The
changes include freezing pay credit accruals under the Waters Retirement Plan (the “Retirement
Plan”) effective as of December 31, 2007 and increasing the employer matching contributions to the
Waters Employee Investment Plan and the Waters Employee Investment Plan for Puerto Rico (the
“401(k) Plans”) beginning January 1, 2008. In connection with these changes, the Corporation will
give Retirement Plan participants who are active as of December 31, 2007 a one-time transition
benefit equal to the pay credit percentage such participants will receive in 2007 less 3% (which
represents the additional employer matching contribution which will be available to participants in
the 401(k) Plans in 2008), multiplied by three (3). This one-time transition benefit will be
contributed to employees’ 401(k) Plan accounts in the first quarter of 2008. The associated
estimated expense will be recorded by the Corporation in Q3 2007.
The changes will also freeze pay credit accruals to essentially all participants in the Waters
Retirement Restoration Plan (the “Supplemental Retirement Plan”) and will update the Waters 401(k)
Restoration Plan (the “Supplemental 401(k) Plan”) to reflect the increased employer matching
contributions and one-time transition benefit under the 401(k) Plans described above. These
changes to the Supplemental Retirement Plan and the Supplemental 401(k) Plan are intended to be
effective January 1, 2008.
The Board of Directors of Waters Technologies Corporation has delegated its authority to implement
these changes to the proper officers of the Corporation who will consider amendments effecting the
foregoing changes later in 2007.
At its meeting in December, the Board will consider additional amendments to the Supplemental
Retirement Plan and the Supplemental 401(k) Plan as may be necessary to satisfy the requirements of
Internal Revenue Code Section 409A. Note, however, that any changes required to comply with Code
Section 409A are unrelated to the proposed plan freeze and reorganization described above.