Application Demonstrates the Combination
Delivers Benefits for Maine Water Customers, Employees and
Communities
Combined Company will be a Leading Water
Utility with Focus on Local Operations with Greater Financial
Strength, Resources and Scale that will Deliver Significant
Benefits to Stakeholders Across the Entire Combined Company
Connecticut Water Service, Inc. (NASDAQ: CTWS) (“Connecticut
Water”) and SJW Group (NYSE: SJW) (“SJW Group”) today announced
that the Maine Water Company (“Maine Water”), an operating
subsidiary of Connecticut Water, has filed a new application with
the Maine Public Utilities Commission (“MPUC”) seeking approval of
the previously announced merger of Connecticut Water and SJW Group.
The new application shows that the merger provides immediate and
long-term customer benefits, protects jobs, and serves the
interests of Maine Water’s customers, employees and local
communities.
The new application contains commitments to provide customer
bill credits and continued investments in infrastructure, including
investments in a new drinking water treatment facility in
Biddeford, Maine that would replace the current facility, which is
135 years old and located in the Saco River’s flood zone.
Details on all the benefits for customers, employees and
communities, and provisions that provide financial protections for
Maine Water and its customers are detailed in the application filed
with the MPUC and will be considered during MPUC’s regulatory
review.
“We have committed that Maine Water customers will continue to
be served by the same dedicated leadership team and local
professional employees they know and trust,” said Richard Knowlton,
President, Maine Water. “In the new application, we have also
committed that there will be no job reductions as a result of our
parent company’s proposed merger with SJW Group. Our people are
passionate about delivering water service to their fellow Mainers,
while protecting local water resources and the environment. The
proposed merger will give Maine Water access to increased financial
resources and industry expertise to deliver on this objective and
better serve customers.”
“As a leading water utility, the combined company will have the
financial strength, scale, resources and sharing of best practices
to ensure families and communities will continue to receive safe
and reliable water service across all of our operations and that we
deliver the significant benefits of the transaction to our
constituents in our local service areas in Maine, California,
Connecticut and Texas,” said Eric Thornburg, Chairman, President
and Chief Executive Officer of SJW Group. “All of us understand and
are guided by the understanding that drinking water is local and
people feel connected to the water resources and water suppliers
that serve their communities. Maine Water has a long tradition of
service and investments in the 21 communities it serves, and the
combination with SJW Group will only strengthen and deepen this
local connection.”
As previously announced on April 3, 2019, Connecticut Water and
SJW Group filed a joint merger approval application with the
Connecticut Public Utilities Regulatory Authority (“PURA”). PURA
has assigned Docket number 19-04-02 to that proceeding and has set
a tentative final decision date on the application for July 31,
2019. SJW Group and Connecticut Water also will continue to work
with the California Public Utilities Commission (“CPUC”) in
response to the CPUC’s Order Instituting Investigation (“OII”) of
the combination. The CPUC recently suspended its OII pending a
final decision by PURA.
Advisors
West Group Law PLLC and Brown Rudnick LLP are serving as local
regulatory counsel to SJW Group, and Murtha Cullina LLP is serving
as local regulatory counsel to Connecticut Water.
J.P. Morgan Securities LLC is serving as financial advisor to
SJW Group, and Skadden, Arps, Slate, Meagher & Flom LLP is
legal counsel.
Wells Fargo Securities, LLC is serving as Connecticut Water’s
financial advisor, and Sullivan & Cromwell LLP as its legal
counsel.
About Connecticut Water Service, Inc.
Connecticut Water Service, Inc. is a publicly traded holding
company headquartered in Clinton, Connecticut. CTWS is the parent
company of The Connecticut Water Company, The Maine Water Company,
The Avon Water Company, and The Heritage Village Water Company.
Together, these subsidiaries provide water service to more than
450,000 people in Connecticut and Maine, and wastewater service to
more than 10,000 people in Connecticut.
About SJW Group
SJW Group is a publicly traded holding company headquartered in
San Jose, California. SJW Group is the parent company of San Jose
Water Company, SJWTX, Inc. and SJW Land Company. Together, San Jose
Water Company and SJWTX, Inc. provide water service to more than
one million people in San Jose and nearby communities in
California, and in Canyon Lake and nearby communities in Texas. SJW
Land Company owns and manages commercial real estate
investments.
Forward-Looking Statements
This document contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, as
amended. Some of these forward-looking statements can be identified
by the use of forward-looking words such as “believes,” “expects,”
“may,” “will,” “should,” “seeks,” “approximately,” “intends,”
“plans,” “estimates,” “projects,” “strategy,” or “anticipates,” or
the negative of those words or other comparable terminology.
The accuracy of such statements is subject to a number of risks,
uncertainties and assumptions including, but not limited to, the
following factors: (1) the risk that the conditions to the closing
of the proposed transaction between SJW Group and Connecticut Water
(the “Merger”) are not satisfied; (2) the risk that the regulatory
approvals required for the Merger are not obtained at all, or if
obtained, on the terms expected or on the anticipated schedule; (3)
the risk that the California Public Utilities Commission’s (“CPUC”)
investigation may cause delays in or otherwise adversely affect the
Merger and that SJW Group may be required to consummate the Merger
prior to the CPUC’s issuance of an order with respect to its
investigation; (4) the effect of water, utility, environmental and
other governmental policies and regulations; (5) litigation
relating to the Merger; (6) the ability of each party to meet
expectations regarding timing, completion and accounting and tax
treatments of the Merger; (7) the occurrence of any event, change
or other circumstance that could give rise to the termination of
the merger agreement between the parties to the Merger; (8) changes
in demand for water and other products and services; (9)
unanticipated weather conditions; (10) catastrophic events such as
fires, earthquakes, explosions, floods, ice storms, tornadoes,
terrorist acts, physical attacks, cyber-attacks, or other similar
occurrences that could adversely affect the facilities, operations,
financial condition, results of operations and reputation of SJW
Group or Connecticut Water; (11) risks that the Merger disrupts the
current plans and operations of SJW Group or Connecticut Water;
(12) potential difficulties by SJW Group or Connecticut Water in
employee retention as a result of the Merger; (13) unexpected
costs, charges or expenses resulting from the Merger; (14) the
effect of the pendency of the Merger on business relationships,
operating results, and business generally, including, without
limitation, competitive responses to the Merger; (15) risks related
to diverting management’s attention from ongoing business
operations of Connecticut Water or SJW Group; and (16) legislative
and economic developments.
In addition, actual results are subject to other risks and
uncertainties that relate more broadly to SJW Group’s overall
business, including those more fully described in its filings with
the SEC, including, without limitation, its Annual Report on Form
10-K for the fiscal year ended December 31, 2018, and to
Connecticut Water’s overall business, including those more fully
described in its filings with the SEC, including, without
limitation, its Annual Report on Form 10-K for the fiscal year
ended December 31, 2018. Forward-looking statements are not
guarantees of performance, and speak only as of the date made, and
none of SJW Group, its management, Connecticut Water or its
management undertakes any obligation to update or revise any
forward-looking statements except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20190503005548/en/
SJW Group
InvestorsAndrew WaltersChief Administrative Officer, SJW
Group408-279-7818, andrew.walters@sjwater.com
MediaJohn B. TangVP of Regulatory Affairs & Government
Relations, SJW Group408-279-7933, john.tang@sjwater.com
Abernathy MacGregorChuck Dohrenwend, 212-371-5999,
cod@abmac.comNazan Riahei, 213-630-6550, nkr@abmac.com
Connecticut Water
Daniel J. Meaney, APRDirector, Corporate
Communications860-664-6016dmeaney@ctwater.com
Joele Frank, Wilkinson Brimmer KatcherBarrett Golden / Joseph
Sala212-355-4449
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