gwrs-20230628

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 28, 2023

GLOBAL WATER RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-37756

90-0632193

(State or other jurisdiction of
incorporation or organization)

(Commission
File Number)

(IRS Employer
Identification No.)

21410 N. 19th Avenue #220

Phoenix,

Arizona

85027

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (480) 360-7775

(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 (see General Instruction A.2 below):


☐			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	Name of each exchange on which registered
Common Stock, par value $0.01 per share	GWRS	The NASDAQ Stock Market, 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 1.01 Entry into a Material Definitive Agreement.

As previously disclosed, on April 30, 2020, Global Water Resources, Inc. (the “Company”) entered into an agreement (the “Loan Agreement”) with The Northern Trust Company, an Illinois banking corporation (“Northern Trust”), for a two-year revolving line of credit up to a maximum principal amount of $10.0 million. On April 30, 2021, the Company and Northern Trust entered into the first amendment to the Loan Agreement pursuant to which, among other things, the maturity date for the revolving line of credit was extended to April 30, 2024. On July 26, 2022, the Company and Northern Trust entered into the second amendment to the Loan Agreement pursuant to which, among other things, (i) extended the scheduled maturity date from April 30, 2024 to July 1, 2024; (ii) increased the maximum principal amount available for borrowing under the revolving line of credit from $10.0 million to $15.0 million; and (iii) replaced the London Interbank Offered Rate (LIBOR) interest rate provisions with provisions based on the secured overnight financing rate (SOFR).

On June 28, 2023, the Company and Northern Trust entered into the third amendment to the Loan Agreement (the “Third Modification Agreement”) to further amend the terms and conditions set forth in the amended Loan Agreement to, among other things, (i) extend the scheduled maturity date from July 1, 2024 to July 1, 2025 and (ii) add a quarterly facility fee equal to 0.35% of the average daily unused amount of the revolving line of credit. The Third Modification Agreement contains customary representations, warranties and covenants consistent with the Loan Agreement.

The foregoing description of the Third Modification Agreement is only a summary and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information required by this Item 2.03 is included in Item 1.01 of this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.


Exhibit No.			Description
10.1			Third Modification Agreement, dated June 28, 2023, by and between Global Water Resources, Inc. and The Northern Trust Company
104			Cover Page Interactive Data File (formatted as Inline XBRL)

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.


						GLOBAL WATER RESOURCES, INC.

Date: June 30, 2023						/s/ Michael J. Liebman
						Michael J. Liebman
						Chief Financial Officer