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| CIK | 1422841 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to AquaVenture Holdings Limited
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| April 13, 2020 |
WAAS / AquaVenture Holdings Limited 15-12B - - 15-12B UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0167 Expires: May 31, 2021 Estimated average burden hours per response . . . 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE |
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| March 31, 2020 |
WAAS / AquaVenture Holdings Limited POS AM - - POS AM As filed with the Securities and Exchange Commission on March 31, 2020 Registration No. |
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| March 31, 2020 |
WAAS / AQUAVENTURE HOLDINGS LTD / ADVENT INTERNATIONAL CORP/MA - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) Copies to: John Griffith Vice President and General Counsel Culligan International Company 9399 W. Higgins Rd, Ste 1100 R |
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| March 31, 2020 |
WAAS / AquaVenture Holdings Limited S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on March 31, 2020 Registration No. |
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| March 31, 2020 |
WAAS / AquaVenture Holdings Limited S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on March 31, 2020 Registration No. |
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| March 31, 2020 |
WAAS / AquaVenture Holdings Limited S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on March 31, 2020 Registration No. |
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| March 31, 2020 |
WAAS / AquaVenture Holdings Limited S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on March 31, 2020 Registration No. |
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| March 30, 2020 |
UNITED STATES 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): March 30, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98-1 |
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| March 30, 2020 |
AquaVenture Announces Completion of Acquisition by Culligan Exhibit 99.1 Press Release FOR IMMEDIATE RELEASE March 30, 2020 AquaVenture Announces Completion of Acquisition by Culligan ROSEMONT, IL and TAMPA, FL, March 30, 2020 – AquaVenture Holdings Limited (NYSE: WAAS), a leading multinational developer and provider of sustainable Water-as-a-Service® (WAAS®) solutions (“AquaVenture”), today announced the completion of AquaVenture’s previously announced ac |
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| March 30, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 10, 2020, pursuant to the provisions of Rule 12d2-2 (a). |
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| March 30, 2020 |
Exhibit 3.1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF AquaVenture Holdings Limited Incorporated on the 17th June, 2016 Amended and Restated on 30 September, 2016 Amended and Restated on 7 October, 2016 Filed on 30 March 2020 Conyers Trust Company (BVI) Limited P.O. Box 3140 Road Town Tortola |
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| March 17, 2020 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES 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): March 16, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98-1 |
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| March 17, 2020 |
AquaVenture Shareholders Approve Planned Acquisition Exhibit 99.1 Press Release FOR IMMEDIATE RELEASE March 16, 2020 AquaVenture Shareholders Approve Planned Acquisition TAMPA, FL, March 16, 2020— AquaVenture Holdings Limited (NYSE: WAAS), a leading multinational developer and provider of sustainable Water-as-a-Service® (WAAS®) solutions, today announced that AquaVenture shareholders voted to approve the previously announced definitive merger agreem |
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| March 6, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 5, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| March 6, 2020 |
AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2019 Earnings Results EX-99.1 2 ex-99d1.htm EX-99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE March 5, 2020 AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2019 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, today r |
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| March 6, 2020 |
Description of the Company’s Securities Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 AquaVenture Holdings Limited.. (“AquaVenture,” “we,” “our,” or “us”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our ordinary shares. DESCRIPTION OF CAPITAL STOCK The following summary of the terms of our cap |
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| March 6, 2020 |
EX-21.1 3 waas-20191231ex211cf9737.htm EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT* Name State or Other Jurisdiction of Incorporation or Organization Names Under Which Subsidiary Does Business AquaVenture Capital Limited British Virgin Islands AquaVenture Capital Limited Seven Seas Water (Trinidad) Unlimited Republic of Trinidad and Tobago Seven Seas Water (Trinidad) Unlimited Aqua Ventures Ho |
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| March 6, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37903 AquaVen |
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| March 5, 2020 |
UNITED STATES 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): March 5, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98-13 |
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| March 5, 2020 |
WAAS / AquaVenture Holdings Limited DEFA14A - - FORM 8-K UNITED STATES 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): March 5, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98-13 |
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| February 18, 2020 |
WAAS / AquaVenture Holdings Limited DEFM14A - - DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 13, 2020 |
WAAS / AquaVenture Holdings Limited / BROWN DOUGLAS R - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 3)* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the r |
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| February 5, 2020 |
Exhibit 99.1 Joint Filer Information Name of Joint Filer: Advent International GPE VIII-B-1 Limited Partnership Address of Joint Filer: c/o Advent International Corporation 800 Boylston Street Boston, MA 02199 Relationship of Joint Filer to Issuer: 10% Owner Issuer Name and Ticker or Trading Symbol: AquaVenture Holdings Limited [WAAS] Date of Event Requiring Statement: December 23, 2019 Designated |
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| February 5, 2020 |
EX-99.1 2 ex-99d1.htm EX-99.1 Exhibit 99.1 Joint Filer Information Name of Joint Filer: AP GPE VIII GP Limited Partnership Address of Joint Filer: c/o Advent International Corporation 800 Boylston Street Boston, MA 02199 Relationship of Joint Filer to Issuer: 10% Owner Issuer Name and Ticker or Trading Symbol: AquaVenture Holdings Limited [WAAS] Date of Event Requiring Statement: December 23, 2019 |
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| January 30, 2020 |
WAAS / AquaVenture Holdings Limited DEFA14A - - FORM 8-K UNITED STATES 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): January 28, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98 |
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| January 30, 2020 |
UNITED STATES 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): January 28, 2020 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 98 |
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| January 29, 2020 |
WAAS / AquaVenture Holdings Limited / Wellington Trust Co NA - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* AquaVenture Holdings Ltd (Name of Issuer) Common Stock (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| January 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* AquaVenture Holdings Ltd (Name of Issuer) Common Stock (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| January 27, 2020 |
WAAS / AquaVenture Holdings Limited PREM14A - - PREM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| January 2, 2020 |
WAAS / AquaVenture Holdings Limited / ADVENT INTERNATIONAL CORP/MA - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) Copies to: John Griffith Vice President and General Counsel Culligan International Company 9399 W. Higgins Rd, Ste 1100 Rosemont, IL 60018 an |
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| January 2, 2020 |
Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, no par value, of AquaVenture Holdings Limited, a business company incorporated under the laws of t |
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| January 2, 2020 |
EX-2.1 2 a20-10771ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION VOTING AGREEMENT THIS VOTING AGREEMENT (“Agreement”), dated as of December 23, 2019, is made by and between Culligan International Company, a Delaware corporation (“Parent”), and the undersigned holder (the “Shareholder”) of ordinary shares, of no par value, of AquaVenture Holdings Limited, a business incorporated under the laws of t |
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| January 2, 2020 |
Exhibit 2.2 EXECUTION VERSION VOTING AGREEMENT THIS VOTING AGREEMENT (“Agreement”), dated as of December 23, 2019, is made by and between Culligan International Company, a Delaware corporation (“Parent”), and the undersigned holder (the “Shareholder”) of ordinary shares, of no par value, of AquaVenture Holdings Limited, a business incorporated under the laws of the British Virgin Islands (the “Com |
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| December 23, 2019 |
WAAS / AquaVenture Holdings Limited DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 |
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| December 23, 2019 |
EX-99.1 3 tm1927296d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT (“Agreement”), dated as of December 23, 2019, is made by and between Culligan International Company, a Delaware corporation (“Parent”), and the undersigned holder (the “Shareholder”) of ordinary shares, of no par value, of AquaVenture Holdings Limited, a business company incorporated under the |
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| December 23, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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): December 23, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands (State or other jurisdiction of incorporation) 001-37903 9 |
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| December 23, 2019 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among CULLIGAN INTERNATIONAL COMPANY, AMBERJACK MERGER SUB LIMITED and AQUAVENTURE HOLDINGS LIMITED Dated as of December 23, 2019 TABLE OF CONTENTS ARTICLE I THE MERGER 1 SECTION 1.1 The Merger 1 SECTION 1.2 Closing 2 SECTION 1.3 Effective Time 2 SECTION 1.4 Effects of the Merger 2 SECTION 1.5 Memorandum of Association and Articles of Association 2 SECTION |
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| December 23, 2019 |
WAAS / AquaVenture Holdings Limited DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 |
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| December 23, 2019 |
Culligan and AquaVenture Announce Definitive Merger Agreement EX-99.2 4 tm1927296d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Press Release FOR IMMEDIATE RELEASE December 23, 2019 Culligan and AquaVenture Announce Definitive Merger Agreement · Culligan to acquire AquaVenture in an all-cash transaction valued at approximately $1.1 billion · AquaVenture shareholders to receive $27.10 per share in cash · AquaVenture to join Culligan’s leading consumer water service a |
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| November 6, 2019 |
WAAS / AquaVenture Holdings Limited 10-Q - Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 |
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| November 6, 2019 |
AquaVenture Holdings Limited Announces Third Quarter 2019 Earnings Results EX-99.1 2 ex-99d1.htm EX-99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE November 6, 2019 AquaVenture Holdings Limited Announces Third Quarter 2019 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, today reported fina |
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| November 6, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 6, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| August 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 f8-k.htm 8-K 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): August 7, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdictio |
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| August 7, 2019 |
AquaVenture Holdings Limited Announces Second Quarter 2019 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE August 7, 2019 AquaVenture Holdings Limited Announces Second Quarter 2019 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, today reported financial results for the quarter e |
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| August 7, 2019 |
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): August 5, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| August 7, 2019 |
WAAS / AquaVenture Holdings Limited 10-Q - Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 Aqua |
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| July 11, 2019 |
AquaVenture Announces Proposed Public Offering of Ordinary Shares EX-99.1 4 a19-125002ex99d1.htm EX-99.1 Exhibit 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE July 8, 2019 AquaVenture Announces Proposed Public Offering of Ordinary Shares (Tampa, Fla) — AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, announced today the comm |
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| July 11, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): July 10, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| July 11, 2019 |
AquaVenture Announces Pricing of Public Offering of Ordinary Shares EX-99.2 5 a19-125002ex99d2.htm EX-99.2 Exhibit 99.2 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE July 10, 2019 AquaVenture Announces Pricing of Public Offering of Ordinary Shares (Tampa, Fla) — AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, announced today the p |
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| July 11, 2019 |
EX-1.1 2 a19-125002ex1d1.htm EX-1.1 Exhibit 1.1 EXECUTION VERSION 4,100,000 Ordinary Shares Underwriting Agreement New York, New York July 10, 2019 Citigroup Global Markets Inc. RBC Capital Markets, LLC UBS Securities LLC As Representatives of the several Underwriters c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o RBC Capital Markets, LLC 200 Vesey Street New Y |
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| July 11, 2019 |
4,100,000 Shares AquaVenture Holdings Limited Ordinary Shares $16.88 per share Use these links to rapidly review the document Table of Contents TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| July 8, 2019 |
Subject to Completion Preliminary Prospectus Supplement dated July 8, 2019 424B5 1 a2239209z424b5.htm 424B5 Use these links to rapidly review the document Table of Contents TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-230195 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commissio |
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| June 10, 2019 |
Submission of Matters to a Vote of Security Holders 8-K 1 waas-20190607x8k.htm 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): June 7, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other juris |
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| May 15, 2019 |
S-3/A 1 s-3a.htm S-3/A Table of Contents As filed with the Securities and Exchange Commission on May 15, 2019. Registration No. 333‑230195 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 3 TO FORM S‑3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British |
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| May 15, 2019 |
WAAS / AquaVenture Holdings Limited CORRESP - - AquaVenture Holdings Limited c/o Conyers Corporate Services (BVI) Limited Commerce House, Wickhams Cay 1 P. |
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| May 13, 2019 |
WAAS / AquaVenture Holdings Limited CORRESP - - AquaVenture Holdings Limited c/o Conyers Corporate Services (BVI) Limited Commerce House, Wickhams Cay 1 P. |
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| May 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 8, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| May 8, 2019 |
AquaVenture Holdings Limited Announces First Quarter 2019 Earnings Results EX-99.1 2 ex-99d1.htm EX-99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE May 8, 2019 AquaVenture Holdings Limited Announces First Quarter 2019 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-Service® (“WAAS®”) solutions, today reported financial |
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| May 8, 2019 |
WAAS / AquaVenture Holdings Limited 10-Q Quarterly Report 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 Aqu |
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| May 7, 2019 |
WAAS / AquaVenture Holdings Limited CORRESP - - AquaVenture Holdings Limited c/o Conyers Corporate Services (BVI) Limited Commerce House, Wickhams Cay 1 P. |
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| May 3, 2019 |
WAAS / AquaVenture Holdings Limited S-3/A S-3/A Table of Contents As filed with the Securities and Exchange Commission on May 3, 2019 Registration No. |
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| April 26, 2019 |
WAAS / AquaVenture Holdings Limited S-3/A S-3/A Table of Contents As filed with the Securities and Exchange Commission on April 26, 2019. |
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| April 26, 2019 |
See accompanying notes to the unaudited condensed consolidated financial statements. EX-99.1 2 ex-99d1.htm EX-99.1 Exhibit 99.1 AUC Acquisition Holdings, LLC and Subsidiaries Unaudited Condensed Consolidated Balance Sheets September 30 and December 31, 2018 2017 Assets Current assets Cash and cash equivalents $ 628,115 $ 383,587 Restricted cash held in escrow 100,000 100,000 Rentals and contracts receivable 2,093,526 1,963,645 Current portion of financing receivables 767,361 1,059 |
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| April 26, 2019 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EX-99.2 3 ex-99d2.htm EX-99.2 EXHIBIT 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information is based on the historical financial statements of AquaVenture Holdings Limited (“AquaVenture” or the “Company”), AUC Acquisition Holdings LLC (“AUC”) and Pure Health Solutions, Inc. (“PHSI”) after giving effect to: (i) the acquisition of A |
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| April 26, 2019 |
Financial Statements and Exhibits, Other Events 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): April 26, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| April 26, 2019 |
DEF 14A 1 def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted |
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| April 26, 2019 |
WAAS / AquaVenture Holdings Limited 10-K/A (Annual Report) 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37903 AquaV |
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| April 18, 2019 |
8-K 1 f8-k.htm 8-K 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): April 14, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdictio |
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| April 18, 2019 |
EX-10.4 5 ex-10d4.htm EX-10.4 Exhibit 10.4 AQUAVENTURE HOLDINGS LIMITED Key Executive Non-Competition, Non-Solicitation, Confidentiality and Assignment Agreement In consideration and as a condition of my employment or continued employment by AquaVenture Holdings Limited (the “Company”) or one or more of its direct or indirect subsidiaries, and in consideration of my participation in the Company’s |
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| April 18, 2019 |
Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (the “Agreement”) dated as of January 1, 2019 (the “Effective Date”) by and among AquaVenture Holdings Limited, a business company organized under the laws of the British Virgin Islands (the “Parent”), Quench USA, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Quench”), and A |
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| April 18, 2019 |
EX-10.1 2 ex-10d1.htm EX-10.1 Exhibit 10.1 AquaVenture Holdings Limited January 1, 2019 PERSONAL AND CONFIDENTIAL Douglas R. Brown c/o Seven Seas Water Corporation 14400 Carlson Circle Tampa, FL 33626 Re: Amendment to Employment Letter Dear Mr. Brown: AquaVenture Holdings Limited (“Parent”) and Seven Seas Water Corporation (“SSWC”) are pleased to memorialize the revised terms of your continuing re |
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| April 18, 2019 |
Exhibit 10.3 AquaVenture Holdings Limited Key Executive Severance Plan 1. Purpose. AquaVenture Holdings Limited (the “Company”) considers it essential to the best interests of its shareholders to foster the continuous employment of key management personnel. The Board of Directors of the Company (the “Board”) recognizes, however, that, as is the case with many publicly held companies, the possibili |
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| March 13, 2019 |
WAAS / AquaVenture Holdings Limited DEL AM DEL AM 1 delam.htm DEL AM March 12, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re:AquaVenture Holdings Limited Registration Statement on Form S-3 (File No. 333‑230195) Ladies and Gentlemen: We are filing this letter in order to provide the staff of the Division of Corporation Finance sufficient time to perform its custo |
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| March 11, 2019 |
Form of Senior Indenture between Registrant and one or more trustees to be named Exhibit 4.2 AQUAVENTURE HOLDINGS LIMITED TO [TRUSTEE] Trustee Indenture Dated as of , 201[] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 9 SECTION 103. Form of Documents Delivered to Trustee 9 SECTION 104. Acts of Holders 10 SECTION 105. Notices, etc |
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| March 11, 2019 |
Form of Subordinated Indenture between Registrant and one or more trustees to be named Exhibit 4.3 AQUAVENTURE HOLDINGS LIMITED TO [TRUSTEE] Trustee Indenture Dated as of , 201[] Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 10 SECTION 103. Form of Documents Delivered to Trustee 11 SECTION 104. Acts of Holders 11 SECTION 105. Noti |
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| March 11, 2019 |
S-3 1 s-3.htm S-3 Table of Contents As filed with the Securities and Exchange Commission on March 11, 2019 Registration No. 333‑ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S‑3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands 4941 98-1312953 (State or o |
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| March 11, 2019 |
WAAS / AquaVenture Holdings Limited S-8 S-8 1 s-8.htm S-8 As filed with the Securities and Exchange Commission on March 11, 2019 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 AQUAVENTURE HOLDINGS LIMITED (Exact name of registrant as specified in its charter) British Virgin Islands 98-1312953 (State or other jurisdiction of in |
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| March 11, 2019 |
EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT* Name State or Other Jurisdiction of Incorporation or Organization Names Under Which Subsidiary Does Business AquaVenture Capital Limited British Virgin Islands AquaVenture Capital Limited Seven Seas Water (Trinidad) Unlimited Republic of Trinidad and Tobago Seven Seas Water (Trinidad) Unlimited Aqua Ventures Holdings Curaçao N.V. Curaçao Aqua Ventures Holdi |
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| March 11, 2019 |
WAAS / AquaVenture Holdings Limited 10-K (Annual Report) 10-K 1 waas-20181231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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| February 27, 2019 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. |
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| February 27, 2019 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EX-99.3 5 ex-99d3.htm EX-99.3 EXHIBIT 99.3 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information is based on the historical financial statements of AquaVenture Holdings Limited (“AquaVenture” or the “Company”), AUC Acquisition Holdings LLC (“AUC”) and Pure Health Solutions, Inc. (“PHSI”) after giving effect to: (i) the acquisition of A |
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| February 27, 2019 |
EX-99.1 3 ex-99d1.htm EX-99.1 Table of Contents Exhibit 99.1 Pure Health Solutions, Inc. Consolidated Financial Report December 31, 2017 Table of Contents Contents Independent auditor’s report 1 Financial statements Consolidated balance sheet 2-3 Consolidated statement of operations 4 Consolidated statement of stockholder’s equity (deficit) 5 Consolidated statement of cash flows 6 Notes to consoli |
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| February 27, 2019 |
Table of Contents Exhibit 99.2 Pure Health Solutions, Inc. Consolidated Financial Report For the Nine-Month Period Ended September 30, 2018 Table of Contents Contents Financial statements Unaudited consolidated balance sheets 1-2 Unaudited consolidated statements of operations 3 Unaudited consolidated statements of stockholder's equity (deficit) 4 Unaudited consolidated statements of cash flows 5 |
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| February 27, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 27, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| February 27, 2019 |
AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE February 27, 2019 AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today reported financial results for the quar |
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| February 25, 2019 |
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): February 19, 2019 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| February 12, 2019 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* AquaVenture Holdings Ltd (Name of Issuer) Common Stock (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 12, 2019 |
WAAS / AquaVenture Holdings Limited / Wellington Trust Co NA - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AquaVenture Holdings Ltd (Name of Issuer) Common Stock (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| February 11, 2019 |
WAAS / AquaVenture Holdings Limited / BROWN DOUGLAS R - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 2)* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the r |
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| February 7, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. |
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| January 7, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. |
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| January 4, 2019 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EXHIBIT 99.3 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information is based on the historical financial statements of AquaVenture Holdings Limited (“AquaVenture” or the “Company”) and AUC Acquisition Holdings LLC (“AUC”) after giving effect to the acquisition of AUC and the related financing and after applying the assumptions and adjus |
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| January 4, 2019 |
See accompanying notes to the unaudited condensed financial statements. Exhibit 99.2 AUC Acquisition Holdings, LLC and Subsidiaries Unaudited Condensed Consolidated Balance Sheets June 30 and December 31, 2018 2017 Assets Current assets Cash and cash equivalents $ 329,995 $ 383,587 Restricted cash held in escrow 100,000 100,000 Rentals and contracts receivable 1,550,092 1,963,645 Current portion of financing receivables 744,130 1,059,593 Costs and estimated earnings i |
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| January 4, 2019 |
AUC Acquisition Holdings, LLC and Subsidiaries CONSOLIDATED FINANCIAL STATEMENTS December 31, 2017 Exhibit 99.1 AUC Acquisition Holdings, LLC and Subsidiaries CONSOLIDATED FINANCIAL STATEMENTS December 31, 2017 AUC Acquisition Holdings, LLC and Subsidiaries Table of Contents December 31, 2017 REPORT Independent Auditors’ Report 1 CONSOLIDATED FINANCIAL STATEMENTS Consolidated Balance Sheet as of December 31, 2017 3 Consolidated Statement of Operations for the year ended December 31, 2017 5 Cons |
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| January 4, 2019 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. |
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| December 21, 2018 |
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): December 20, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| December 21, 2018 |
EX-10.1 2 ex-10d1.htm EX-10.1 Exhibit 10.1 FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of December 20, 2018 (this “Fourth Amendment”), among AquaVenture Holdings Limited, a BVI business company incorporated under the laws of the British Virgin Islands (the “BVI Borrower”), Quench USA, Inc., a Delaware corporation (“Quench USA Borrower”), the Lenders from time to time party hereto, and Wells Far |
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| December 21, 2018 |
EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE December 20, 2018 AquaVenture Holdings Limited Announces Expansion of Corporate Credit Agreement (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today announced that it entered into the f |
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| December 20, 2018 |
Quench Announces Acquisition of Pure Health Solutions, Inc. EX-99.1 3 ex-99d1.htm EX-99.1 Exhibit 99.1 Press Release [email protected] Investor Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE December 18, 2018 Quench Announces Acquisition of Pure Health Solutions, Inc. (King of Prussia, PA) – Quench, an operating segment of AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), and a leading provider of filtered water cooler |
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| December 20, 2018 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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): December 18, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| December 20, 2018 |
EXHIBIT 2.1 STOCK PURCHASE AGREEMENT BY AND AMONG U.S. WATER, LLC AND QUENCH USA, INC. STOCK PURCHASE AGREEMENT 1 1— DEFINITIONS 1 2— BASIC TRANSACTION 2 2.1 Purchase and Sale of Shares 2 2.2 Purchase Price 2 2.3 Seller Estimate of Base Purchase Price Prior to Closing 2 3— CLOSING; POST CLOSING ADJUSTMENTS 2 3.1 Time and Place 2 3.2 Deliveries 2 3.3 Post-Closing Adjustments 5 3.4 Withholding 6 4— |
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| November 7, 2018 |
AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE November 7, 2018 AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today reported financial results for the quart |
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| November 7, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 c841-20181107x8k.htm 8-K 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): November 7, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or oth |
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| November 7, 2018 |
WAAS / AquaVenture Holdings Limited 10-Q (Quarterly Report) 10-Q 1 waas-20180930x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from t |
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| November 2, 2018 |
EX-10.1 3 ex-10d1.htm EX-10.1 Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of November 1, 2018 (this “Third Amendment”), among AquaVenture Holdings Limited, a BVI business company incorporated under the laws of the British Virgin Islands (the “BVI Borrower”), AquaVenture Holdings, Inc., a Delaware corporation (the “Joining Borrower”), the Lenders from time to time party hereto, and W |
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| November 2, 2018 |
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): November 1, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| November 2, 2018 |
Exhibit 2.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG SELLERS PARTY HERETO (AS SELLERS) and AQUAVENTURE HOLDINGS, INC. (AS BUYER) And AQUAVENTURE HOLDINGS LIMITED (AS BUYER PARENT) Dated as of November 1, 2018 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF INTERESTS 2 Section 1.1 Purchase and Sale of Interests 2 Section 1.2 Purchase Price 2 Section 1.3 Forfeited Subordinated Profi |
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| November 2, 2018 |
EX-99.1 4 ex-99d1.htm EX-99.1 Exhibit 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE November 1, 2018 AquaVenture Holdings Limited Announces Acquisition of AUC Group and Expansion of Corporate Credit Agreement (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAAS |
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| November 1, 2018 |
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): November 1, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| November 1, 2018 |
AquaVenture Holdings Announces Executive Transition Additional Leadership Promotions Announced EX-99.1 2 ex-99d1.htm EX-99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE November 1, 2018 AquaVenture Holdings Announces Executive Transition Additional Leadership Promotions Announced (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) ("AquaVenture" or the "Company"), a leader in Water-as-a-Service™ ("WAAS™") today anno |
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| August 8, 2018 |
AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE August 8, 2018 AquaVenture Holdings Limited Announces Second Quarter 2018 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today reported financial results for the quarter |
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| August 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| August 8, 2018 |
WAAS / AquaVenture Holdings Limited 10-Q (Quarterly Report) 10-Q 1 waas-20180630x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com |
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| June 11, 2018 |
Submission of Matters to a Vote of Security Holders 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): June 8, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| May 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 8, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| May 8, 2018 |
AquaVenture Holdings Limited Announces First Quarter 2018 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE May 8, 2018 AquaVenture Holdings Limited Announces First Quarter 2018 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today reported financial results for the quarter end |
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| May 8, 2018 |
WAAS / AquaVenture Holdings Limited 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 Aqu |
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| May 8, 2018 |
Preferability Letter from KPMG LLP, dated May 8, 2018. EXHIBIT 18.1 May 8, 2018 AquaVenture Holdings Limited British Virgin Islands Ladies and Gentlemen: We have been furnished with a copy of the quarterly report on Form 10-Q of AquaVenture Holdings Limited (the Company) for the three months ended March 31, 2018, and have read the Company’s statements contained in note 2 to the condensed consolidated financial statements included therein. As stated in |
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| April 27, 2018 |
WAAS / AquaVenture Holdings Limited DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Defin |
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| March 12, 2018 |
WAAS / AquaVenture Holdings Limited S-8 As filed with the Securities and Exchange Commission on March 12, 2018 Registration No. |
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| March 12, 2018 |
WAAS / AquaVenture Holdings Limited 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37903 AquaVenture Holdings Limi |
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| March 12, 2018 |
EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT* Name State or Other Jurisdiction of Incorporation or Organization Names Under Which Subsidiary Does Business AquaVenture Capital Limited British Virgin Islands AquaVenture Capital Limited Seven Seas Water (Trinidad) Unlimited Republic of Trinidad and Tobago Seven Seas Water (Trinidad) Unlimited Aqua Ventures Holdings Curaçao N.V. Curaçao Aqua Ventures Holdi |
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| March 12, 2018 |
EXHIBIT 2.2 [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. 9 February 2018 Abengoa Water Nungua, S.L.U. as Seller and Aqua Ventures Holdings Curaçao N.V. as Purchaser a |
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| March 2, 2018 |
AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2017 Earnings Results EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE March 1, 2018 AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2017 Earnings Results (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today reported financial results fo |
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| March 2, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 1, 2018 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| February 13, 2018 |
WAAS / AquaVenture Holdings Limited / Aquaventure Holdings Ltd - SC 13G/A Passive Investment SC 13G/A 1 a18-60591sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check th |
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| February 13, 2018 |
EXHIBIT 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be |
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| February 8, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AquaVenture Holdings Limited (Name of Issuer) Common Stock (Title of Class of Securities) G0443N107 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 5, 2018 |
WAAS / AquaVenture Holdings Limited / BROWN DOUGLAS R - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 1)* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2017 (Date of event which requires filing of this statement) Check the appropriate box to designate the r |
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| November 21, 2017 |
EX-1.1 2 waas-20171117ex112d2bae1.htm EX-1.1 EXHIBIT 1.1 FIRST AMENDMENT TO CREDIT AGREEMENT AND USA SECURITY AGREEMENT, dated as of November 17, 2017 (this “First Amendment”), among AquaVenture Holdings Limited, a BVI business company incorporated under the laws of the British Virgin Islands (the “BVI Borrower”), the Lenders from time to time party hereto, and Wells Fargo Bank, N.A., as administr |
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| November 21, 2017 |
waasCurrentFolio8K 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): November 17, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| November 13, 2017 |
WAAS / AquaVenture Holdings Limited 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 |
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| November 9, 2017 |
AquaVenture Holdings Limited Announces Ex99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE November 9, 2017 AquaVenture Holdings Limited Announces Third Quarter 2017 Earnings Results (Tampa, Fla.) ? AquaVenture Holdings Limited (NYSE: WAAS) (?AquaVenture? or the ?Company?), a leader in Water-as-a-ServiceTM (?WAASTM?) solutions, today reported financial results for the |
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| November 9, 2017 |
WAAS / AquaVenture Holdings Limited 8-K (Current Report) waasCurrentFolio8K 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): November 9, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| September 14, 2017 |
EX-99.1 2 waas-20170911ex991940988.htm EX-99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE September 11, 2017 AquaVenture Holdings Limited Provides Business Update Post Hurricane Irma (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, |
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| September 14, 2017 |
Financial Statements and Exhibits, Other Events waasItem 8018K 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 11, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| August 14, 2017 |
waascurrentfolioS-8 As filed with the Securities and Exchange Commission on August 14, 2017 Registration No. |
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| August 14, 2017 |
WAAS / AquaVenture Holdings Limited 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 Aqua |
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| August 14, 2017 |
EXHIBIT 2.2 AMENDMENT, WAIVER AND CONSENT LETTER To: SEVEN SEAS WATER (BVI) LTD (formally known as BIWATER (BVI) LTD), a company incorporated and existing under the laws of the Virgin Islands with registered number 1505595 (the Company) With a copy to: Lee Muller Seven Seas Water (BVI) Ltd c/o Seven Seas Water Corporation 14400 Carlson Circle Tampa, FL 33626, USA 4 August 2017 Dear Sirs, USD 43,0 |
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| August 9, 2017 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasCurrentFolio8K 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): August 9, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| August 9, 2017 |
AquaVenture Holdings Limited Announces Ex99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE August 9, 2017 AquaVenture Holdings Limited Announces Second Quarter 2017 Earnings Results (Tampa, Fla.) ? AquaVenture Holdings Limited (NYSE: WAAS) (?AquaVenture? or the ?Company?), a leader in Water-as-a-ServiceTM (?WAASTM?) solutions, today reported financial results for the |
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| August 7, 2017 |
AquaVenture Holdings Limited Announces Completion of Corporate Financing Transaction EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE August 4, 2017 AquaVenture Holdings Limited Announces Completion of Corporate Financing Transaction (Tampa, Fla.) – AquaVenture Holdings Limited (NYSE: WAAS) (“AquaVenture” or the “Company”), a leader in Water-as-a-ServiceTM (“WAASTM”) solutions, today announced that it has entered int |
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| August 7, 2017 |
EX-1.1 2 waas-20170804ex11d7bc852.htm EX-1.1 EXHIBIT 1.1 CREDIT AGREEMENT Dated as of August 4, 2017 among AQUAVENTURE HOLDINGS LIMITED, AQUAVENTURE HOLDINGS PERU S.A.C. and QUENCH USA, INC., as the Borrowers, and WELLS FARGO BANK, N.A., as Administrative Agent, DEUTSCHE BANK AG, LONDON BRANCH, as Arranger and as a Lender and THE OTHER LENDERS FROM TIME TO TIME PARTY HERETO TABLE OF Contents Page |
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| August 7, 2017 |
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): August 4, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| June 12, 2017 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasProxy8K 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): June 9, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| May 11, 2017 |
AquaVenture Holdings 10-Q (Quarterly Report) waasCurrentFolio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 9, 2017 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasCurrentFolio8K 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): May 9, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| May 9, 2017 |
AquaVenture Holdings Limited Announces Ex99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE May 9, 2017 AquaVenture Holdings Limited Announces First Quarter 2017 Earnings Results (Tampa, Fla.) ? AquaVenture Holdings Limited (NYSE: WAAS) (?AquaVenture? or the ?Company?), a leader in Water-as-a-ServiceTM (?WAASTM?) solutions, today reported financial results for the quar |
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| April 28, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 10, 2017 |
waasCurrentFolio8K 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): April 4, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in its charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| March 27, 2017 |
AquaVenture Holdings 10-K (Annual Report) waasCurrentFolio10K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 27, 2017 |
EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT* Name State or Other Jurisdiction of Incorporation or Organization Names Under Which Subsidiary Does Business AquaVenture Capital Limited British Virgin Islands AquaVenture Capital Limited Seven Seas Water (Trinidad) Unlimited Republic of Trinidad and Tobago Seven Seas Water (Trinidad) Unlimited Aqua Ventures Holdings Curaçao N.V. Curaçao Aqua Ventures Holdi |
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| March 16, 2017 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasCurrentFolio8K 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): March 16, 2017 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| March 16, 2017 |
AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2016 Earnings Results Ex99.1 EXHIBIT 99.1 Press Release [email protected] Investors Hotline: 855-278-WAAS (9227) FOR IMMEDIATE RELEASE March 16, 2017 AquaVenture Holdings Limited Announces Fourth Quarter and Full Year 2016 Earnings Results (Tampa, Fla.) ? AquaVenture Holdings Limited (NYSE: WAAS) (?AquaVenture? or the ?Company?), a leader in Water-as-a-ServiceTM (WAASTM) solutions, today reported financial resu |
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| February 14, 2017 |
WAAS / AquaVenture Holdings Limited / ELEMENT PARTNERS II LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 14, 2017 |
EXHIBIT 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be |
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| February 9, 2017 |
WAAS / AquaVenture Holdings Limited / BROWN DOUGLAS R Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. )* AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2016 (Date of event which requires filing of this statement) Check the appropriate box to designate the ru |
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| January 31, 2017 |
WAAS / AquaVenture Holdings Limited / Virgin Green Fund I LP - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. ) * AquaVenture Holdings Limited (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) G0443N107 (CUSIP Number) December 31, 2016 (Date of Event Which |
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| November 18, 2016 |
WAAS / AquaVenture Holdings Limited 10-Q - Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37903 |
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| November 17, 2016 |
AquaVenture Holdings Limited Announces Third Quarter Earnings Results Ex991 EXHIBIT 99.1 AquaVenture Holdings Limited Announces Third Quarter Earnings Results TAMPA, FL., November 17, 2016 /PRNewswire/ - AquaVenture Holdings Limited (?AquaVenture? or the ?Company?) (NYSE: WAAS), a leader in Water-as-a-ServiceTM (WAASTM) solutions, today reported financial results for the quarter ended September 30, 2016. Highlights For the three months ended September 30, 2016: ? To |
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| November 17, 2016 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasCurrentFolio8K 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): November 17, 2016 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| October 31, 2016 |
AquaVenture Holdings Announces Completion of Acquisition EX-99.1 2 ex991.htm EX-99.1 EXHIBIT 99.1 AquaVenture Holdings Announces Completion of Acquisition TAMPA, FL., October 31, 2016 - PRNewswire - AquaVenture Holdings Limited, (NYSE: WAAS) a leader in water purification solutions, today announced that its Seven Seas Water business has completed the acquisition of all the outstanding shares of Aguas de Bayovar S.A.C. (‘‘ADB’’) and all the rights and ob |
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| October 31, 2016 |
AquaVenture Holdings 8-K (Current Report/Significant Event) waasCurrentFolio8K 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): October 31, 2016 AquaVenture Holdings Limited (Exact name of registrant as specified in Charter) British Virgin Islands 001-37903 98-1312953 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Anthony Ibarguen, Lee S. |
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| October 6, 2016 |
EX-24.1 2 ex24evans.htm POWER OF ATTORNEY LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. Brown, Anthony Ibarguen, Lee S. Muller, Chad Schafer, Thomas Breslin and Brad Lewis, signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s c |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints Michael Todd, signing singly, and with full power of substitution, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned?s capacity as officer and/or director of AquaVenture Holdings Limited (the ?Company?), from time to time the following U. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
6,500,000 Shares AquaVenture Holdings Limited Ordinary Shares $18.00 per share Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints Michael Todd, signing singly, and with full power of substitution, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned?s capacity as officer and/or director of AquaVenture Holdings Limited (the ?Company?), from time to time the following U. |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
EX-24.1 2 ex24lovell.htm POWER OF ATTORNEY LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. Brown, Anthony Ibarguen, Lee S. Muller, Chad Schafer, Thomas Breslin and Brad Lewis, signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s |
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| October 6, 2016 |
LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Douglas R. |
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| October 6, 2016 |
As filed with the Securities and Exchange Commission on October 6, 2016 Registration No. |
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| October 4, 2016 |
EXHIBIT 10.36 QUENCH USA, INC. 2008 STOCK PLAN (As amended and restated as of August 24, 2010) SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Quench USA, Inc. 2008 Stock Plan (the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, directors, consultants and other key persons (including prospective employees, but conditioned on thei |
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| October 4, 2016 |
As filed with the Securities and Exchange Commission on October 4, 2016 Registration No. |
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| October 4, 2016 |
Form 8-A filed with the SEC on October 4, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 AQUAVENTURE HOLDINGS LIMITED (Exact name of registrant as specified in its charter) British Virgin Islands Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Empl |
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| October 3, 2016 |
CORRESP 1 filename1.htm October 3, 2016 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: AquaVenture Holdings Limited Registration Statement on Form S-1 (File No. 333-207142) Dear Ladies and Gentlemen: In connection with the proposed offering of the securities under the above-captioned Registration Statement on Form S-1 (the “Registra |
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| October 3, 2016 |
AquaVenture Holdings Limited 14400 Carlson Circle Tampa, FL 33626 VIA EDGAR AND FACSIMILE October 3, 2016 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4720 100 F Street, N. |
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| September 23, 2016 |
Exhibit 10.35 QUENCH USA, INC. AMENDED & RESTATED 2011 MANAGEMENT INCENTIVE BONUS PLAN Participating employees of Quench USA, Inc. (the “Company”) may be awarded special cash bonuses pursuant to this Amended and Restated 2011 Management Incentive Bonus Plan (the “Plan”). This Plan amends and restates in its entirety the 2011 Management Incentive Bonus Plan of the Company dated as of October 7, 201 |
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| September 23, 2016 |
Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of by and between AquaVenture Holdings Limited (the “Company”), and [Director] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS, in order to induce Indemnitee to [provide or continue |
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| September 23, 2016 |
Exhibit 10.28 FOURTH AMENDMENT AND CONSENT TO THE CREDIT AGREEMENT This Fourth Amendment and Consent to the Credit Agreement (the “Amendment”) is made on the 21st day of September 2016. BETWEEN: The Bank of Nova Scotia, as Administrative Agent (the “Agent”) AND The Bank of Nova Scotia, as Lender (“Scotiabank”) AND FirstBank Puerto Rico, as Lender (“FirstBank” and together with Scotiabank, the “Len |
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| September 23, 2016 |
Exhibit 10.2 AQUAVENTURE HOLDINGS LLC A DELAWARE LIMITED LIABILITY COMPANY EQUITY INCENTIVE PLAN EXHIBIT This Amended and Restated Equity Incentive Plan (the “Plan”) is hereby approved and adopted by the Members of AquaVenture Holdings LLC, a Delaware limited liability company (the “Company”), as of October 27, 2014. Capitalized terms used but not defined herein shall have the meaning ascribed to |
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| September 23, 2016 |
As filed with the Securities and Exchange Commission on September 23, 2016 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 23, 2016 Registration No. |
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| September 23, 2016 |
AquaVenture Holdings Limited [ ] Shares Ordinary Shares Underwriting Agreement EX-1.1 2 a2229780zex-11.htm EX-1.1 Exhibit 1.1 AquaVenture Holdings Limited [ ] Shares Ordinary Shares Underwriting Agreement New York, New York [ ], 2016 Citigroup Global Markets Inc. Deutsche Bank Securities Inc. RBC Capital Markets, LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o Deutsche Bank Securities Inc |
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| September 23, 2016 |
Exhibit 10.34 QUENCH USA HOLDINGS LLC 2014 EQUITY INCENTIVE PLAN This is the 2014 Equity Incentive Plan (the “Plan”) of Quench USA Holdings LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the limited liability agreement of the Company, as such agreement may be amended from time to time (the “LLC Agr |
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| September 23, 2016 |
Exhibit 10.32 AQUAVENTURE HOLDING LIMITED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Director Compensation Policy of AquaVenture Holdings Limited (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries. In furtheran |
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| September 23, 2016 |
Exhibit 10.30 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR OTHERWISE IN ACCORDANCE WITH APPLICABLE LAW. WARRANT TO PURCHASE SHARES Company: AquaVenture Holdings Limited Number of Shares: The Share Number (defined |
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| September 23, 2016 |
Exhibit 10.27 FIRST AMENDMENT AND CONSENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT This First Amendment and Consent to the Amended and Restated Credit Agreement (the “Amendment”) is made on the 21st day of September 2016. BETWEEN: The Bank of Nova Scotia, (the “Lender”) AND Seven Seas Water (Trinidad) Unlimited (the “Borrower”) AND AquaVenture Holdings LLC (the “Current Guarantor”) AND AquaVen |
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| September 23, 2016 |
EX-10.3 7 a2229780zex-103.htm EX-10.3 Exhibit 10.3 AQUAVENTURE HOLDINGS LIMITED 2016 SHARE OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the AquaVenture Holdings Limited 2016 Share Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of AquaV |
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| September 23, 2016 |
Exhibit 10.29 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR OTHERWISE IN ACCORDANCE WITH APPLICABLE LAW. WARRANT TO PURCHASE SHARES Company: AquaVenture Holdings Limited Number of Shares: The Share Number (defined |
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| September 23, 2016 |
Exhibit 10.31 AQUAVENTURE HOLDINGS LIMITED 2016 EMPLOYEE SHARE PURCHASE PLAN The purpose of the AquaVenture Holdings Limited 2016 Employee Share Purchase Plan (the “Plan”) is to provide eligible employees of AquaVenture Holdings Limited (the “Company”) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase ordinary shares of the Company (the “Ordinary Shares”). 25 |
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| September 23, 2016 |
Exhibit 3.3 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF AquaVenture Holdings Limited Incorporated on the 17th June, 2016 Approved by written consent of the directors dated 22nd September 2016 Filed on [·], 2016 Codan Trust Company (B.V.I.) Ltd. P.O. Box 3140 Road Town Tortola British Virgin Isl |
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| September 23, 2016 |
Exhibit 10.33 AQUAVENTURE HOLDINGS LIMITED SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN 1. Purpose This Senior Executive Cash Incentive Bonus Plan (the “Incentive Plan”) is intended to provide an incentive for superior work and to motivate eligible executives of AquaVenture Holdings Limited (the “Company”) and its subsidiaries toward even higher achievement and business results, to tie their goals a |
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| September 22, 2016 |
Goodwin Procter LLP Counsellors at Law 100 Northern Avenue Boston, MA 02110 T: 617. |
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| September 19, 2016 |
Confidential Treatment Requested by AquaVenture Holdings Limited AVH-0001 Goodwin Procter LLP Counsellors at Law 100 Northern Avenue Boston, MA 02110 T: 617. |
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| September 15, 2016 |
Exhibit 10.25 Amendment No. 6 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: July 25, 2016 This AMENDMENT NO. 6 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of the above date, by and between the borrower named above (“Borrower”) and ORIX Growth Capital, LLC (f/k/a ORIX Ventures, LLC), a Delaware l |
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| September 15, 2016 |
Exhibit 10.18 EXECUTION VERSION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of June 30, 2015 (as amended or otherwise modified from time to time, this “Amendment”), is made by Aqua Ventures Holdings Curaçao N.V., a Curaçao limited liability company (the “Borrower”), AquaVenture Holdings LLC, a Delaware limited liability company (“AVH”), Seven Seas Water C |
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| September 15, 2016 |
Exhibit 2.1 PURCHASE AND SALE AGREEMENT by and among CONSTRUCTORA PANORAMA S.A. ANDRADE GUTIERREZ ENGENHARIA S.A. SUCURSAL DEL PERU as Sellers, and AQUAVENTURE HOLDINGS PERU S.A.C. as Purchaser and AQUA VENTURES HOLDINGS CURAÇAO N.V. as Purchaser Guarantor dated as of September 15, 2016 TABLE OF CONTENTS 1. INTERPRETATION AND DEFINITIONS 7 1.1 INTERPRETATION 7 1.2 DEFINITION 8 2. THE TRANSACTION 1 |
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| September 15, 2016 |
As filed with the Securities and Exchange Commission on September 15, 2016 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 15, 2016 Registration No. |
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| September 1, 2016 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 www.goodwinlaw.com +1 617 570 1000 September 1, 2016 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Amendment No. 3 to Regi |
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| August 15, 2016 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 www.goodwinlaw.com +1 617 570 1000 August 15, 2016 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Amendment No. 3 to Regist |
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| August 15, 2016 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 www.goodwinlaw.com +1 617 570 1000 August 15, 2016 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Amendment No. 3 to Regist |
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| July 15, 2016 |
EX-3.2 2 a2228752zex-32.htm EX-3.2 Exhibit 3.2 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF AquaVenture Holdings Limited Incorporated on the 17th day of June 2016 Codan Trust Company (B.V.I.) Ltd. P.O. Box 3140 Road Town Tortola British Virgin Islands TERRITORY OF THE BRITISH VIRGIN ISLANDS BVI BUSINESS COMPANIES AC |
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| July 15, 2016 |
As filed with the Securities and Exchange Commission on July 15, 2016 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on July 15, 2016 Registration No. |
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| July 15, 2016 |
Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name State or Other Jurisdiction of Incorporation or Organization Names Under Which Subsidiary Does Business AquaVenture Capital Limited British Virgin Islands AquaVenture Capital Limited Seven Seas Water (Trinidad) Unlimited Republic of Trinidad and Tobago Seven Seas Water (Trinidad) Unlimited Aqua Ventures Holdings Curaçao N.V. Curaçao Aqua Ventures Holdin |
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| July 15, 2016 |
Exhibit 10.24 Amendment No. 5 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: January 23, 2016 This AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of the above date, by and between the borrower named above (“Borrower”) and ORIX Ventures, LLC, a Delaware limited liability company (“ORI |
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| July 15, 2016 |
Exhibit 10.21 Amendment No. 2 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: December 23, 2013 This AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into on the above date, by and between the borrower named above (“Borrower”) and ORIX Ventures, LLC, a Delaware limited liability company (“ORIX” |
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| July 15, 2016 |
Exhibit 10.20 Amendment No. 1 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: May 1, 2012 This AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into on the above date, by and between the borrower named above (“Borrower”) and ORIX Venture Finance LLC, a Delaware limited liability company (“ORIX” |
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| July 15, 2016 |
Exhibit 10.22 Consent and Amendment No. 3 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: June 16, 2014 This CONSENT AND AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into on the above date, by and between the borrower named above (“Borrower”) and ORIX Ventures, LLC, a Delaware limited liabi |
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| July 15, 2016 |
Exhibit 10.19 Execution Version Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: October 7, 2011 This Loan and Security Agreement is entered into on the above date between ORIX Venture Finance LLC, a Delaware limited liability company (“ORIX”), with an address at 245 Park Avenue, 19th Floor, New York, NY 10167 and the borrowe |
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| July 15, 2016 |
Exhibit 10.18 EXECUTION VERSION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of July 1, 2016 (as amended or otherwise modified from time to time, this “Amendment”), is made by Aqua Ventures Holdings Curaçao N.V., a Curaçao limited liability company (the “Borrower”), AquaVenture Holdings LLC, a Delaware limited liability company (“AVH”), Seven Seas Water Co |
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| July 15, 2016 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP Counselors at Law Exchange Place Boston, MA 02109 T: 617.570.1000 F: 617.523.1231 July 15, 2016 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Amendment No. 2 t |
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| July 15, 2016 |
Exhibit 10.23 Amendment No. 4 to Loan and Security Agreement Borrower: Quench USA, Inc. Address: 780 5th Avenue, Suite 135 King of Prussia, PA 19406 Date: April 21, 2015 This AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into on the above date, by and between the borrower named above (“Borrower”) and ORIX Ventures, LLC, a Delaware limited liability company (“ORIX”). |
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| May 13, 2016 |
As filed with the Securities and Exchange Commission on May 13, 2016 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on May 13, 2016 Registration No. |
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| May 13, 2016 |
Exhibit 10.12 AMENDMENT, WAIVER AND CONSENT LETTER To: BIWATER (BVI) LTD., a company incorporated and existing under the laws of the Virgin Islands with registered number 1505595 (the Company) For the attention of: Paul Stevens, Jonathan Lamb 11 June 2015 Dear Sirs, USD 43,000,000 credit agreement (the Facility Agreement) dated 14 November 2013 (as amended) for the Company with Barclays Bank PLC a |
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| May 13, 2016 |
EX-10.14 4 a2227401zex-1014.htm EX-10.14 Exhibit 10.14 FACILITY AGREEMENT ORIGINALLY DATED 14 NOVEMBER 2013 as amended on 7 May 2014 and pursuant to an amendment, waiver and consent letter dated 11 June 2015 Up to USD 43,000,000 CREDIT FACILITY for BIWATER (BVI) LTD. as Company provided by BARCLAYS BANK PLC as Original Lender with BARCLAYS BANK PLC as Arranger, Facility Agent and Security Trustee |
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| May 13, 2016 |
Exhibit 10.13 To: Biwater (BVI) Ltd., a company incorporated and existing under the laws of the Virgin Islands with registered number 1505595 (the Company) For the attention of: Lee Muller, John Curtis 16 September 2015 Dear Sirs, USD 43,000,000 facility agreement originally dated 14 November 2013 and made between the Company and Barclays Bank PLC as original lender and as arranger, facility agent |
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| May 13, 2016 |
Exhibit 10.15 AMENDED AND RESTATED CREDIT AGREEMENT DATED April 18, 2016 BETWEEN THE BANK OF NOVA SCOTIA - AND – SEVEN SEAS WATER (TRINIDAD) UNLIMITED TABLE OF CONTENTS SECTION 1 DEFINITIONS 4 SECTION 2 LOAN PARTICULARS 19 SECTION 3 INTEREST RATE 23 SECTION 4 CONDITIONS PRECEDENT 27 SECTION 5 NEGATIVE COVENANTS 29 SECTION 6 AFFIRMATIVE AND FINANCIAL COVENANTS 31 SECTION 7 CHANGE OF CIRCUMSTANCES 3 |
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| December 21, 2015 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP Counselors at Law Exchange Place Boston, MA 02109 T: 617.570.1000 F: 617.523.1231 December 21, 2015 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Amendment No. |
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| November 20, 2015 |
EX-10.8 4 a2226445zex-108.htm EX-10.8 Exhibit 10.8 FIRST AMENDMENT TO THE WATER SALE AGREEMENT Between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates members of the Seven Seas Water Group “Supplier” And WATER & SEWERAGE AUTHORITY OF TRINIDAD AND TOBAGO “Client” Portions of this exhibit have been omitted and filed separately with the SEC pursuant to a confide |
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| November 20, 2015 |
EX-10.9 5 a2226445zex-109.htm EX-10.9 Exhibit 10.9 Execution Version SECOND AMENDMENT TO THE WATER SALE AGREEMENT Between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates members of the Seven Seas Water Group “Supplier” And WATER & SEWERAGE AUTHORITY “Client” Portions of this exhibit have been omitted and filed separately with the SEC pursuant to a confidentia |
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| November 20, 2015 |
Exhibit 10.10 THIRD AMENDMENT TO THE WATER SALE AGREEMENT Between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates members of the Seven Seas Water Group “Supplier” And WATER & SEWERAGE AUTHORITY “Client” 1 THIS THIRD AMENDMENT TO THE WATER SALE AGREEMENT (hereinafter, this “Third Amendment”) is entered into this 29th day of January 2014, (the “Third Amendment |
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| November 20, 2015 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP Counselors at Law Exchange Place Boston, MA 02109 T: 617.570.1000 F: 617.523.1231 November 20, 2015 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Registration |
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| November 20, 2015 |
Exhibit 4.1 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# . COMMON SHARES NO PAR VALUE COMMON SHARES THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA, JERSEY CITY, NJ AND COLLEGE STATION, TX Shares * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * |
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| November 20, 2015 |
Exhibit 10.11 EXECUTION VERSION FOURTH AMENDMENT TO THE WATER SALE AGREEMENT Between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates members of the Seven Seas Water Group “Supplier” And WATER & SEWERAGE AUTHORITY “Client” Portions of this exhibit have been omitted and filed separately with the SEC pursuant to a confidential treatment request and are indicated |
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| November 20, 2015 |
Exhibit 10.7 EXECUTION VERSION WATER SALE AGREEMENT BETWEEN WATER & SEWERAGE AUTHORITY TRINIDAD AND TOBAGO AND SEVEN SEAS WATER GROUP This Agreement (hereinafter, this “Agreement”) is entered into this 7th day of May 2010 by and between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates ~ members of the Seven Seas Water Group (hereinafter called the “Supplier”) |
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| November 20, 2015 |
As filed with the Securities and Exchange Commission on November 20, 2015 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on November 20, 2015 Registration No. |
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| September 25, 2015 |
Exhibit 10.5 November 9, 2013 Seven Seas Water Corporation 14400 Carlson Circle Tampa, Florida 33626 Phone 813-855-8636 Fax 813-855-8631 PERSONAL AND CONFIDENTIAL Lee S. Muller 62 Beach Street, 3E New York NY 10013 Dear Mr. Muller: Seven Seas Water Corporation (the “Company”) is pleased that you have agreed to join the Company and its affiliates. Starting on December 1, 2013, you will he employed |
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| September 25, 2015 |
EX-10.9 7 a2226046zex-109.htm EX-10.9 Exhibit 10.9 CREDIT AGREEMENT DATED APRIL 9, 2012 BETWEEN THE BANK OF NOVA SCOTIA - AND - SEVEN SEAS WATER (TRINIDAD) UNLIMITED TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 SECTION 2 LOAN PARTICULARS 10 SECTION 3 INTEREST RATE 13 SECTION 4 CONDITIONS PRECEDENT TO ANY ADVANCES 15 SECTION 5 NEGATIVE COVENANTS 17 SECTION 6 AFFIRMATIVE AND FINANCIAL COVENANTS 18 |
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| September 25, 2015 |
EX-10.7 6 a2226046zex-107.htm EX-10.7 Exhibit 10.7 EXECUTION VERSION WATER SALE AGREEMENT BETWEEN WATER & SEWERAGE AUTHORITY TRINIDAD AND TOBAGO AND SEVEN SEAS WATER GROUP This Agreement (hereinafter, this “Agreement”) is entered into this 7th day of May 2010 by and between Seven Seas Water (Trinidad) Unlimited, Seven Seas Water Corporation and its affiliates ~ members of the Seven Seas Water Grou |
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| September 25, 2015 |
As filed with the Securities and Exchange Commission on September 25, 2015 Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 25, 2015 Registration No. |
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| September 25, 2015 |
EX-10.11 9 a2226046zex-1011.htm EX-10.11 Exhibit 10.11 EXECUTION VERSION AQUA VENTURES HOLDINGS CURAÇAO N.V. $35,000,000 CREDIT AGREEMENT Dated as of June 18, 2015 CITIBANK, N.A., as Administrative Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Accounting Principles 26 Section 1.03 Interpretation 28 ARTICLE II THE LOANS 29 Section 2.01 The Lo |
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| September 25, 2015 |
Exhibit 10.6 Quench USA, Inc 780 Fifth Ave Suite 110 King of Prussia, PA 19406 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of October 20, 2010 (the “Effective Date”) and is entered into by and between Quench USA, Inc., a Delaware corporation (the “Company”), and Anthony Ibarguen, an individual residing at 1430 Kyneton Road, Villanova, PA 19 |
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| September 25, 2015 |
Exhibit 10.4 AQUA VENTURE HOLDINGS LLC January 5, 2007 PERSONAL AND CONFIDENTIAL Douglas R. Brown 2 Commonwealth Avenue Boston, MA 02116 Dear Mr. Brown: AquaVenture Holdings LLC (the “LLC”) and AquaVenture Management Company Inc. (the “Company”) are pleased that you have agreed to join the LLC, the Company and their affiliates after the closing of the financing. You will be employed by the Company |
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| September 25, 2015 |
Michael J. Minahan 617.570.1021 [email protected] Goodwin Procter LLP Counselors at Law Exchange Place Boston, MA 02109 T: 617.570.1000 F: 617.523.1231 September 25, 2015 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Lisa M. Kohl Re: AquaVenture Holdings LLC Draft Regist |
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| September 25, 2015 |
EX-4.2 2 a2226046zex-42.htm EX-4.2 Exhibit 4.2 EXECUTION VERSION FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT This Fourth Amended and Restated Investor Rights Agreement dated as of June 6, 2014 (the “Agreement”) by and among AquaVenture Holdings LLC, a Delaware limited liability company (the “Company”), and the persons listed on Schedule I to this Agreement (the “Investors”). WHEREAS, cer |
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| September 25, 2015 |
Exhibit 10.10 EXECUTION VERSION CREDIT AGREEMENT DATED March 27, 2013 BETWEEN SEVEN SEAS SEVEN SEAS WATER CORPORATION (USVI), AS BORROWER AQUA VENTURE HOLDINGS LLC, AS GUARANTOR AND THE BANK OF NOVA SCOTIA, AS ADMINISTRATIVE AGENT THE BANK OF NOVA SCOTIA, AS LENDER FIRSTBANK PUERTO RICO, AS LENDER TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 SECTION 2 LOAN PARTICULARS 13 SECTION 3 INTEREST RATE |
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| August 12, 2015 |
Use these links to rapidly review the document TABLE OF CONTENTS AQUAVENTURE HOLDINGS LLC INDEX TO FINANCIAL STATEMENTS Table of Contents The registrant is submitting this draft Registration Statement Confidentially as an "emerging growth company" pursuant to Section 6(a) of the Securities Act of 1933. |
