Item 1.01 Entry into a Material Definitive Agreement.
On August 5, 2021, certain subsidiaries of Evoqua Water Technologies Corp. (the
"Company") entered into (i) the Third Amendment to the Receivables Financing
Agreement (the "RFA Amendment"), among Evoqua Finance LLC ("Evoqua Finance"), a
special purpose entity and an indirect wholly-owned subsidiary of the Company,
as borrower, Evoqua Water Technologies LLC ("EWT LLC"), an indirect wholly-owned
subsidiary of the Company, as initial servicer, and PNC Bank, National
Association, as lender and administrative agent (the "Administrative Agent"),
and (ii) the First Amendment to the Sale and Contribution Agreement (the "SCA
Amendment"), among Evoqua Finance, as buyer, EWT LLC, as initial servicer and an
originator, and Neptune Benson, Inc. ("Neptune"), an indirect wholly-owned
subsidiary of the Company, as an originator (together with EWT LLC, the
"Originators").
The RFA Amendment modified the terms of that certain Receivables Financing
Agreement (as amended by the First Amendment to the Receivables Financing
Agreement, dated as of April 15, 2021, and the Second Amendment to the
Receivables Financing Agreement, dated as of July 30, 2021, and as further
amended, restated, supplemented or otherwise modified through the date hereof,
the "Receivables Financing Agreement"), dated as of April 1, 2021, among Evoqua
Finance, as borrower, the lenders from time to time party thereto (the
"Lenders"), the Administrative Agent, EWT LLC, as initial servicer, and PNC
Capital Markets LLC, as structuring agent, pursuant to which the Lenders have
made available to Evoqua Finance a receivables finance facility (the
"Securitization Facility") in an amount up to $150 million. Under the
Securitization Facility, the Originators are required to sell substantially all
of their trade receivables and certain related rights to payment and obligations
of the Originators with respect to such receivables (the "Receivables") to
Evoqua Finance, which, in turn, obtains loans secured by the Receivables from
the Lenders pursuant to the Receivables Financing Agreement.
The RFA Amendment replaced the flat 25% reserve against the Receivables eligible
for financing included in the Receivables Financing Agreement with a set of
dynamic reserves based on the historical quality of the Receivables. The new
dynamic reserves include amounts related to the credit quality of the related
obligors and historical dilution, delinquency and loss ratios. The RFA Amendment
also made certain changes to the provisions for the transition to a new interest
rate benchmark when LIBOR ceases to be available, updated certain provisions
with respect to erroneous payments, revised provisions related to anti-terrorism
and anti-money laundering laws, and made certain other technical amendments.
The SCA Amendment modified the terms of that certain Sale and Contribution
Agreement (the "Sale Agreement"), dated as of April 1, 2021, among Evoqua
Finance, as buyer, EWT LLC, as initial servicer and an originator, and Neptune
as an originator. The SCA Amendment made certain technical changes to the Sale
Agreement to permit collections of Receivables sold by Neptune to be deposited
into a separate deposit account prior to an event of default.
The foregoing descriptions of the RFA Amendment and the SCA Amendment do not
purport to be complete and are qualified in their entirety by reference to the
full text of the RFA Amendment and the SCA Amendment, copies of which are
attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and the terms of
which are incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 above is incorporated by reference into
this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.                                          Description
10.1                 Third Amendment to the Receivables Financing Agreement among Evoqua Finance
                   LLC, as borrower, Evoqua Water Technologies LLC, as initial servicer, and PNC
                   Bank, National Association, as lender and administrative agent
10.2                 First Amendment to the Sale and Contribution Agreement among Evoqua Finance
                   LLC, as buyer, Evoqua Water Technologies LLC, as initial servicer and an
                   originator, and Neptune Benson, Inc., as an originator
104                Cover Page Interactive Data File (embedded within the Inline XBRL document)




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