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 21, 1997 (November 20, 1997) CULLIGAN WATER TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) -------------------- Delaware 51-0350629 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Culligan Parkway 60062 Northbrook, Illinois (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (847) 205-6000 -------------------- INFORMATION TO BE INCLUDED IN THE REPORT Item 5. Other Events On November 20, 1997, the Registrant announced results for the third quarter and nine months ended October 31, 1997. Reflected in those results were charges taken in the quarter consisting of a charge for merger and restructuring expenses and a charge reflecting the write-off of certain goodwill. The merger and restructuring charge of $9.5 million ($5.7 million, after tax) was taken in connection with the acquisition of the water filtration business of Ametek in August 1997 to reflect the integration and restructuring of the Registrant's Ametek, Everpure, UltraPure, Consumer Markets and U.S. Water Products operations and the restructuring of the Registrant's consumer products division to focus principally on the DIY and hybrid retail markets. The merger and restructuring charge reflects the costs of integrating and streamlining manufacturing, sales, distribution, R&D and overhead functions in the rapidly growing point-of use business. The goodwill charge of $20.2 million was a write-off of goodwill of the Registrant's UltraPure operations as a result of improved technology acquired in the acquisition of Ametek's water filtration operations and of in- process research and development purchased in that acquisition. A copy of the summary of results for the third quarter and nine months is attached as Exhibit 99.1 hereto and is hereby incorporated herein in its entirety by reference. Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit 99.1 Summary of Results for the Third Quarter and Nine Months ended October 31, 1997 2 SIGNATURES 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. CULLIGAN WATER TECHNOLOGIES, INC. /s/ Edward A. Christensen Date November 21, 1997 ..................................... Edward A. Christensen Vice President, General Counsel and Secretary 3