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 6, 2021

BADGER METER INC

(Exact name of registrant as specified in its charter)

Wisconsin	001-06706	39-0143280
(State or other<br><br> <br>jurisdiction of<br><br> <br>incorporation)	(Commission File<br><br> <br>Number)	(IRS Employer<br><br> <br>Identification No.)

4545 W. Brown Deer Rd., Milwaukee, Wisconsin 53223

(Address of principal executive offices, including zip code)

(414) 355-0400

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

_______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	BMI	New York Stock Exchange LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01	Other Events

On January 8, 2021, Badger Meter, Inc. (the “Company”) issued a press release announcing its acquisition of Analytical Technologies, LLC and subsidiaries, a privately-held provider of water quality monitoring systems.

A copy of the press release issued by the Company announcing the foregoing is furnished herewith as Exhibit 99.1.

Item 9.01	Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(d) Exhibits . The exhibit furnished herewith is as listed in the accompanying Exhibit Index.

EXHIBIT INDEX

Exhibit No.	Description
(99.1)	Badger Meter, Inc. Press Release, dated January 8, 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BADGER METER, INC.
Date: January 8, 2021	By:	/s/ Robert A. Wrocklage
		Robert A. Wrocklage
		Senior Vice President – Chief Financial Officer

Exhibit 99.1

Badger Meter Broadens Water Quality Offering With Acquisition of Analytical Technology, Inc.

MILWAUKEE--(BUSINESS WIRE)--January 8, 2021--Badger Meter, Inc. (NYSE: BMI) today announced the acquisition of Analytical Technology, Inc. (“ATi”), a privately held provider of water quality monitoring systems, for $44 million, funded with available cash.

Founded in 1992, with headquarters in Collegeville, Pennsylvania, USA, ATi specializes in the design, manufacture and distribution of water quality instruments based on electrochemical and optical sensors. In addition to water quality parameters, its technology is also used to detect toxic gasses used in water treatment and other applications.

With 2020 revenue of approximately $22 million, ATi solutions are deployed predominately in the U.S. and Europe, with the latter served from a regional office near Manchester, U.K. ATi offers modular, configurable and low-power multi-parameter water monitoring solutions that can be used in a variety of applications where periodic or continual monitoring is required. Data can be stored locally or communicated to a central database via almost any protocol.

Kenneth C. Bockhorst, Chairman, President and Chief Executive Officer, Badger Meter, stated, “The combination of solutions - including industry-leading electrochemical sensors from ATi with premier optical water quality monitoring instruments from s::can, which we acquired in November 2020 - provides Badger Meter with a fully comprehensive, robust and scalable water quality monitoring offering that delivers real-time data on demand to municipal water utilities and industrial users.”

“Through both organic investments and accretive acquisitions, our core strategy is to continue to augment our smart water offerings by seamlessly integrating advanced technologies in instrumentation - including flow measurement, temperature, pressure and water-quality parameters - thereby enhancing the scope of valuable data for use by utilities and industrial customers,” Bockhorst added. “Leveraging our industry-leading ORION^®^Cellular endpoints, along with current and future communication and software technologies, we are creating robust digital solutions to operationalize real-time data into actionable insights that drive better results, optimize operations, reduce costs and create outstanding customer experiences.”

Bockhorst concluded, “I look forward to working alongside the talented ATi team and welcoming them into the Badger Meter organization. By leveraging our collective expertise, we believe we can continue to build out our smart water offerings and geographic reach, helping to preserve the world’s most precious resource.”

About Badger Meter

With more than a century of water technology innovation, Badger Meter is a global provider of industry leading water solutions encompassing flow measurement, quality and other system parameters. These offerings provide our customers with the data and analytics essential to optimize their operations and contribute to the sustainable use and protection of the world’s most precious resource. For more information, visit badgermeter.com.

About Analytical Technology, Inc (ATi)

ATi is a leading provider and innovator of water quality monitoring solutions, as well as toxic and combustible gas detectors, for municipal and industrial markets. Our pioneering and industry leading range of smart water distribution monitors, process control monitors and gas detectors are trusted to deliver reliable information and provide strategic solutions for the most demanding of applications. For more information, visit analyticaltechnology.com

Contacts

Karen Bauer at (414) 371-7276

          kbauer@badgermeter.com