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 13, 2018

 

CALIFORNIA WATER SERVICE GROUP

(Exact name of Registrant as Specified in its Charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

1-13883
(Commission file number)

 

77-0448994
(I.R.S. Employer
Identification Number)

 

1720 North First Street
San Jose, California
(Address of principal executive offices)

 

95112
(Zip Code)

 

(408) 367-8200

(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:

 

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

 

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

 

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

 

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

 

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).

 

o  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.  o

 

 

 


 

Item 7.01.                                      Regulation FD Disclosure.

 

On December 13, 2018, California Water Service Group issued the press release attached as Exhibit 99.1 to this current report and incorporated by reference herein.

 

The information and exhibit furnished pursuant to Item 7.01 of this Current Report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01.                                      Financial Statements and Exhibits.

 

We hereby furnish the following exhibit with this report:

 

Exhibit No.

 

Description

99.1

 

Press Release December 13, 2018

 

2


 

SIGNATURES

 

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

 

 

CALIFORNIA WATER SERVICE GROUP

 

 

 

 

Date: December 13, 2018

By:

/s/ Thomas F. Smegal

 

Name:

Thomas F. Smegal

 

Title:

Vice President, Chief Financial Officer & Treasurer

 

3


Exhibit 99.1

 

NEWS RELEASE

CALIFORNIA WATER SERVICE GROUP

 

 

 

 

1720 North First St.

 

December 13, 2018

San Jose, CA 95112

 

 

 

 

 

Contact:

Yvonne Kingman (310) 257-1434

For Immediate Release

 

California Public Utilities Commission Approves California Water Service Provision of Regulated Water Service to Travis Air Force Base

 


 

SAN JOSE, Calif. — The California Public Utilities Commission (CPUC) voted today to approve California Water Service (Cal Water), the largest subsidiary of California Water Service Group (NYSE: CWT), owning and operating the Travis Air Force Base (TAFB) water system as a regulated water utility district. The decision enables Cal Water to acquire the water distribution assets of TAFB from the U.S. Department of Defense and provide water utility service to the base for a term of 50 years.

 

Subject to the terms of the contract with the Department of Defense and the CPUC decision, Cal Water will begin serving TAFB’s more than 15,000 active and reserve personnel and civilians in 2019. The utility will operate, maintain, and upgrade the water system infrastructure; Cal Water plans to make initial capital improvements of about $12.7 million on the 6,400-acre base over the first five years, with an expected total capital investment of about $52 million over the 50-year term of the contract. The CPUC will regulate water rates, rules, and tariffs for the system as part of Cal Water’s normal three-year rate case cycle.

 

“We are pleased that the CPUC has approved a decision that enables us to best serve the U.S. Department of Defense and Travis Air Force Base, and allows us to invest in the system to continue providing reliable, high-quality water utility service to the men and women who serve our country,” said Martin A. Kropelnicki, Cal Water President and CEO. “We look forward to providing the same quality, service, and value to Travis Air Force Base that all of our customers around the state expect and deserve.”

 

California Water Service Group is the parent company of California Water Service, Washington Water Service, New Mexico Water Service, Hawaii Water Service, CWS Utility Services, and HWS Utility Services. Together, these companies employ 1,176 people who provide regulated and non-regulated water service to more than 100 California, Washington, New Mexico, and Hawaii communities.  The company’s common stock trades on the New York Stock Exchange under the symbol “CWT.” More information is available at www.calwatergroup.com.

 


 

This news release contains forward-looking statements within the meaning established by the Private Securities Litigation Reform Act of 1995 (“Act”). The forward-looking statements are intended to qualify under provisions of the federal securities laws for “safe harbor” treatment established by the Act. Forward-looking statements are based on currently available information, expectations, estimates, assumptions and projections, and management’s judgment about the Company, the water utility industry and general economic conditions. Such words as would, expects, intends, plans, believes, estimates, assumes, anticipates, projects, predicts, forecasts or variations of such words or similar expressions are intended to identify forward-looking statements. The forward-looking statements are not guarantees of future performance. They are subject to uncertainty and changes in circumstances. Actual results may vary materially from what is contained in a forward-looking statement. Factors that may cause a result different than expected or anticipated include, but are not limited to: governmental and regulatory commissions’ decisions; consequences of eminent domain actions relating to our water systems; changes in regulatory commissions’ policies and procedures; the timeliness of regulatory commissions’ actions concerning rate relief; inability to renew leases to operate city water systems on beneficial terms; changes in California State Water Resources Control Board water quality standards; changes in environmental compliance and water quality requirements; electric power interruptions; changes in customer water use patterns and the effects of conservation; the impact of weather and climate on water availability, water sales and operating results; the unknown impact of contagious diseases on the Company’s operations; civil disturbances or terrorist threats or acts, or apprehension about the possible future occurrences of acts of this type; labor relations matters as we negotiate with the unions; restrictive covenants in or changes to the credit ratings on our current or future debt that could increase our financing costs or affect our ability to borrow, make payments on debt or pay dividends; and, other risks and unforeseen events. When considering forward-looking statements, you should keep in mind the cautionary statements included in this paragraph, as well as the annual 10-K, Quarterly 10-Q, and other reports filed from time-to-time with the Securities and Exchange Commission (SEC). The Company assumes no obligation to provide public updates of forward-looking statements.

 

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