Business Context and Reporting Period
Company: Mueller Water Products, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: August 9, 2007
Purpose: To disclose the issuance of senior subordinated notes and amendments to the credit facility, and to provide supplemental financial information (Note 21) for the fiscal year ended September 30, 2006, as required by Regulation S-X.
Key Financial Metrics and Debt Structure
- Debt Issuance: Issued $425,000,000 aggregate principal amount of 7-3/8% Senior Subordinated Notes due 2017.
- Interest Rate: 7.375% (7-3/8%).
- Maturity Date: 2017.
- Guarantees: The Notes are guaranteed by all domestic restricted subsidiaries of the Company.
- Credit Facility: Entered into an Amended and Restated Credit Agreement (Amended Credit Facility) on May 24, 2007, with Bank of America, N.A. as Administrative Agent.
- Guarantors: All material direct and indirect domestic restricted subsidiaries, and subsidiaries guaranteeing the Notes, are guarantors of the Amended Credit Facility.
Note: This filing does not provide specific values for revenue, profit, cash flow, margins, or liquidity ratios. It focuses on debt structure and regulatory compliance.
Material Changes
The primary material change reported is the execution of significant debt financing activities on May 24, 2007, including the issuance of the 2017 Notes and the amendment of the existing credit facility. Additionally, the Company is updating its audited financial statements for the fiscal year ended September 30, 2006, to include consolidating guarantor and non-guarantor financial information.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance, outlook, or management commentary regarding future operations or earnings.
Risks and Contingencies: The filing does not explicitly detail new risks or contingencies beyond the obligations associated with the new debt instruments and credit facility amendments.
Investor Verification Checklist
- Verify the terms and covenants of the $425 million 7-3/8% Senior Subordinated Notes due 2017.
- Review the specific terms of the Amended and Restated Credit Agreement dated May 24, 2007.
- Examine the supplemental Note 21 in the audited financial statements for the fiscal year ended September 30, 2006, regarding consolidating guarantor and non-guarantor financial information.
- Confirm the list of subsidiaries acting as guarantors for both the Notes and the Credit Facility.