-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TyLRU+c0KAEGO0QrgS9iUCKaGoJJFd0pBmen0RRw4HC4w+Updhw4j57H1UqVR2Lh HxhYTb8egIqX8G5PPnde6g== /in/edgar/work/20000720/0000898080-00-000247/0000898080-00-000247.txt : 20000920 0000898080-00-000247.hdr.sgml : 20000920 ACCESSION NUMBER: 0000898080-00-000247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000720 ITEM INFORMATION: FILED AS OF DATE: 20000720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED WATER RESOURCES INC CENTRAL INDEX KEY: 0000715969 STANDARD INDUSTRIAL CLASSIFICATION: [4941 ] IRS NUMBER: 222441477 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08586 FILM NUMBER: 675991 BUSINESS ADDRESS: STREET 1: 200 OLD HOOK RD CITY: HARRINGTON PARK STATE: NJ ZIP: 07640 BUSINESS PHONE: 2017849434 MAIL ADDRESS: STREET 1: 200 OLD HOOK ROAD CITY: HARRINGTON PARK STATE: NJ ZIP: 07640 8-K 1 0001.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) July 20, 2000 (July 19, 2000) ------------------------------ UNITED WATER RESOURCES INC. (Exact Name of Registrant as Specified in Charter) New Jersey 1-858-6 22-2441477 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 200 Old Hook Road, Harrington Park, New Jersey 07640 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (201) 784-9434 ---------------------------- - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On August 20, 1999, United Water Resources Inc. (the "Company") entered into an Agreement and Plan of Merger with Lyonnaise American Holding, Inc., LAH Acquisition Co. ("LAH"), and Suez Lyonnaise des Eaux ("SLDE"), pursuant to which the Company will become a wholly-owned subsidiary of SLDE but will retain its corporate existence. The Company publicly announced receipt of the approval of the New York State Public Service Commission to consummate the Company's merger with LAH in a press release dated July 19, 2000. This approval represented the last remaining federal or state approval needed to complete the transaction. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference. The press release filed as an exhibit hereto contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. The forward-looking statements are subject to various risks and uncertainties. For a discussion of factors that could cause actual results to differ materially from those projected in the forward-looking statements, see the Note to subsection (A) of Item 1, and the subsection entitled "Prospective Information" of Item 7, in the Company's Annual Report on Form 10-K for the year ended December 31, 1999. SIGNATURE 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. UNITED WATER RESOURCES INC. Dated: July 20, 2000 By: /s/ Donald Correll Name: Donald Correll Title: Chief Executive Officer Exhibit Index Exhibit Number Description 99.1 Press Release of United Water Resources Inc. issued on July 19, 2000. EX-99.1 2 0002.txt PRESS RELEASE NOTICE United Water United Water Resources 200 Old Hook Road Harrington Park, NJ 07640-1799 telephone 201 784 7076 facsimile 201 767 6579 For immediate release Contact: Carolyn Iglesias 201 767 2836 UNITED WATER RECEIVES FINAL APPROVAL FROM NEW YORK REGULATORS FOR ITS ACQUISITION BY SUEZ LYONNAISE DES EAUX; CLOSING TO TAKE PLACE BY THE END OF JULY HARRINGTON PARK, NJ, July 19, 2000--United Water Resources (NYSE: UWR) today announced that the New York State Public Service Commission (PSC) approved the acquisition of the company by Paris-based Suez Lyonnaise des Eaux (LY: Paris Bourse), the world leader in private infrastructure services. The PSC decision represents the final regulatory approval needed to conclude the transaction. The closing of the transaction is now scheduled for July 26, 2000. Following the closing, United Water will maintain its corporate identity as a wholly owned subsidiary of Suez Lyonnaise des Eaux. As announced by the company on July 12, shareholders of United Water's common stock will receive $35 in cash, plus a special dividend of $.30, and a pro rata share of the regular $.24 per share quarterly dividend for each common share they own as of the closing date. With annual revenues of $32.5 billion, Suez Lyonnaise des Eaux is a world leader in private infrastructure services, with operations in more than 120 countries. The company is a market leader in the water sector serving 100 million consumers and 60,000 industrial clients. Suez Lyonnaise des Eaux has been a principal shareholder in United Water since 1994 following United Water's merger with GWC Corporation. United Water is a holding company engaged in water-related businesses and real estate investments with a history that dates back to 1869. As the nation's second-largest water services company, United Water provides water and wastewater services through its regulated utilities and non-regulated municipal contract operations to more than 7.5 million people in over 400 communities in 17 states. The company has been continuously listed on the New York Stock Exchange since 1889 and has paid cash dividends on its common stock since 1886. For more information about United Water, please visit our web site at www.unitedwater.com. ### -----END PRIVACY-ENHANCED MESSAGE-----