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)
April
12, 2017
AMERICAN
STATES WATER COMPANY
(Exact
name of registrant as specified in its charter)
|
California |
001-14431 |
95-4676679 |
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification |
|
630 East Foothill Blvd. San Dimas, California |
91773 |
|
|
(Address
of principal executive |
(Zip Code) |
Registrant’s telephone number, including area code: (909) 394-3600
GOLDEN STATE WATER COMPANY
(Exact
name of registrant as specified in its charter)
|
California |
001-12008 |
95-1243678 |
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification |
|
630 East Foothill Blvd. San Dimas, California |
91773 |
|
|
(Address
of principal executive |
(Zip Code) |
Registrant’s telephone number, including area code: (909) 394-3600
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 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))
Section 8 – Other Events
Item 8.01. Other Events
San Dimas, California, April 13, 2017 . . . American States Water Company (NYSE:AWR) announced today that on April 12, 2017 the Board of Directors of Casitas Municipal Water District (“Casitas”) approved a settlement agreement with Golden State Water Company (“GSWC”), a wholly owned subsidiary of AWR, and a group of citizens referred to as Ojai Friends of Locally Owned Water (“Ojai FLOW”) to resolve an eminent domain action and other litigation brought by Casitas and Ojai FLOW against GSWC. Under the terms of the settlement agreement, Casitas will acquire the operating assets of GSWC’s Ojai water system by eminent domain for approximately $34.5 million, including payments for unpaid receivables and regulatory assets subject to a post-closing final reconciliation. Under the agreement, Casitas and Ojai FLOW have also agreed to dismiss all claims against GSWC, which sought damages against GSWC stemming from Casitas’ proposal to issue bonds to finance the acquisition of GSWC’s Ojai water system. GSWC, which has owned and operated the 2,900-connection Ojai water system since 1929, will continue operating the water system until all conditions to the settlement agreement have completed. It is estimated that the transaction will close in June 2017 following satisfaction of all closing conditions.
A copy of the Company’s press release is attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are furnished to, but not filed with, the Securities and Exchange Commission.
Section 9 – Financial Statement and Exhibits
Item 9.01. Financial Statements and Exhibits
|
Exhibit No. |
Description |
| 99.1 |
Press Release: American States Water Company Announces Agreement to Resolve Litigation and Eminent Domain Action of Its Ojai Water System |
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.
|
AMERICAN STATES WATER COMPANY: |
||
|
|
||
| Date: |
April 13, 2017 |
/s /Eva G. Tang |
|
Eva G. Tang |
||
|
Senior Vice President-Finance, Chief Financial |
||
|
Officer, Corporate Secretary and Treasurer |
|
GOLDEN STATE WATER COMPANY: |
||
|
|
||
|
Date: |
April 13, 2017 |
/s /Eva G. Tang |
|
Eva G. Tang |
||
|
Senior Vice President-Finance, Chief Financial |
||
|
Officer and Secretary |
Exhibit 99.1
American States Water Company Announces Agreement to Resolve Litigation and Eminent Domain Action of Its Ojai Water System
SAN DIMAS, Calif.--(BUSINESS WIRE)--April 13, 2017--American States Water Company (NYSE:AWR) announced today that on April 12, 2017 the Board of Directors of Casitas Municipal Water District (“Casitas”) approved a settlement agreement with Golden State Water Company (“GSWC”), a wholly owned subsidiary of AWR, and a group of citizens referred to as Ojai Friends of Locally Owned Water (“Ojai FLOW”) to resolve an eminent domain action and other litigation brought by Casitas and Ojai FLOW against GSWC. Under the terms of the settlement agreement, Casitas will acquire the operating assets of GSWC’s Ojai water system by eminent domain for approximately $34.5 million, including payments for unpaid receivables and regulatory assets subject to a post-closing final reconciliation. Under the agreement, Casitas and Ojai FLOW have also agreed to dismiss all claims against GSWC, which sought damages against GSWC stemming from Casitas’ proposal to issue bonds to finance the acquisition of GSWC’s Ojai water system.
GSWC, which has owned and operated the 2,900-connection Ojai water system since 1929, will continue operating the water system until all conditions to the settlement agreement have completed. It is estimated that the transaction will close in June 2017 following satisfaction of all closing conditions.
“Golden State Water has proudly served Ojai for more than 85 years. We are pleased with the terms of this settlement agreement, which we believe will enable us to achieve a comprehensive resolution of this eminent domain action. We look forward to working closely with Casitas to facilitate a seamless transfer of ownership of the Ojai water system,” said Robert J. Sprowls, President and Chief Executive Officer of American States Water Company. “As we go through the transition, we will ensure that Ojai customers continue to receive the same excellent customer service from Golden State Water that they have been provided for over eight decades,” Sprowls continued.
About American States Water Company
American States Water Company is the parent of Golden State Water Company and American States Utility Services, Inc. Through its utility subsidiary, Golden State Water Company, AWR provides water service to approximately 261,000 customers located within 75 communities throughout 10 counties in Northern, Coastal and Southern California. The company also distributes electricity to approximately 24,000 customers in the City of Big Bear and surrounding areas in San Bernardino County, California. Through its contracted services subsidiary, American States Utility Services, Inc., the company provides operations, maintenance and construction management services for water and wastewater systems located on military bases throughout the country under 50-year privatization contracts with the U.S. government.
American States Water Company has paid dividends to shareholders every year since 1931, increasing the dividends received by shareholders each calendar year for 62 consecutive years, which places it in an exclusive group of companies on the New York Stock Exchange that have achieved that result.
CONTACT:
American States Water Company
Eva G. Tang
Senior Vice
President-Finance, Chief Financial Officer,
Corporate Secretary and
Treasurer
Telephone: (909) 394-3600, ext. 707