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): March 23, 2018

Connecticut Water Service, Inc.
(Exact name of registrant as specified in its charter)

 
					
Connecticut	 	0-8084	 	06-0739839	
(State or other Jurisdiction
of Incorporation)	 	(Commission
File Number)	 	(IRS Employer
Identification No.)	
		
93 West Main Street
Clinton, CT	 	06413	
(Address of Principal Executive Offices)	 	(Zip Code)	
Registrant’s telephone number, including area code: 860-669-8636
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:

☐	  	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))	
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 7.01	Regulation FD Disclosure	
Connecticut Water Service, Inc. (the “Company”) provided copies of the attached information sheet during a meeting with the Office of Consumer Counsel of Connecticut and the Office of the Attorney General of Connecticut on March 23, 2018 and a meeting with the Connecticut Public Utilities Regulatory Authority on March 26, 2018. The Company expects to provide copies of the information sheet in future meetings with government officials and may post the information sheet on its website. A copy of the information sheet is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
The information contained in this current report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and, as a result, such information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01	Financial Statements and Exhibits	
(d) Exhibits

Exhibit No.	  	Description	
		
99.1	  	Connecticut Water Service, Inc. Information Sheet	
Forward-Looking Statements
This document contains forward-looking statements within the meaning of the Private 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 transaction are not satisfied, including the risk that required approvals from the shareholders of the Company or the stockholders of SJW Group for the transaction are not obtained; (2) the risk that the regulatory approvals required for the transaction are not obtained, or that in order to obtain such regulatory approvals, conditions are imposed that adversely affect the anticipated benefits from the proposed transaction or cause the parties to abandon the proposed transaction; (3) the risk that the anticipated tax treatment of the transaction is not obtained; (4) the effect of water, utility, environmental and other governmental policies and regulations; (5) litigation relating to the transaction; (6) uncertainties as to the timing of the consummation of the transaction and the ability of each party to consummate the transaction; (7) risks that the proposed transaction disrupts the current plans and operations of SJW Group or the Company; (8) the ability of SJW Group and the Company to retain and hire key personnel; (9) competitive responses to the proposed transaction; (10) unexpected costs, charges or expenses resulting from the transaction; (11) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transaction; (12) the combined companies’ ability to achieve the growth prospects and synergies expected from the transaction, as well as delays, challenges and expenses associated with integrating the combined companies’ existing businesses; and (13) legislative and economic developments. These risks, as well as other risks associated with the proposed transaction, will be more fully discussed in the joint proxy statement/prospectus that will be included in the Registration Statement on Form S-4 that will be filed by SJW Group with the SEC in connection with the proposed transaction.
In addition, actual results are subject to other risks and uncertainties that relate more broadly to the Company’s overall business and financial condition, including those more fully described in the Company’s filings with the SEC including its annual report on Form 10-K for the fiscal year ended December 31, 2017, which will be filed today, and SJW Group’s overall business, including those more fully described in SJW Group’s filings with the SEC including its annual report on Form 10-K for the fiscal year ended December 31, 2017. Forward looking statements are not guarantees of performance, and speak only as of the date made, and neither the Company or its management nor SJW Group or its management undertakes any obligation to update or revise any forward-looking statements.

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.

	 		 	CONNECTICUT WATER SERVICE, INC.	
	 		 	(Registrant)	

Date: March 26, 2018	 		 	By:	 	/s/ Robert J. Doffek	
	 		 		 	Robert J. Doffek	
	 		 		 	Chief Financial Officer, Treasurer and Controller	

Exhibit 99.1

CONNEC TICUT WATER S ERVICE, I NC. S UMMARY Connecticut Water provides high quality water and excellent customer service to 104,000 customers or more than 360,000 people across the state in 59 towns. Connecticut Water has operated for 60 years and recently acquired Avon Water Company and Heritage Village Water Company which provides both water and wastewater services to customers. The three separate companies in the state, are regulated by the Public Utilities Regulatory Authority (PURA) for rates and quality of service of each company. Company Number of Service Communities Number of Customers Served Number of Employees Connecticut Water Company 59 94,000 202 Avon Water Company 3 4,800 7 Heritage Village Water Company 3 5,000 9 OUR SERVICE AREA TRULY SETS US APART WE PROVIDE SERVICE TO ALL OR PART OF THESE 59 TOWNS ACROSS THE STATE    Ashford • Avon • Beacon Falls • Bethany • Bolton • Brooklyn • Burlington • Canton • Chester • Clinton • Colchester • Columbia • Coventry • Deep River • Durham • East Granby • East Haddam • East Hampton • East Windsor • Ellington • Enfield • Essex • Farmington • Griswold • Guilford • Hebron • Killingly • Killingworth • Lebanon • Madison    Manchester • Mansfield • Marlborough • Middlebury • Naugatuck • Old Lyme • Old Saybrook • Oxford • Plainfield • Plymouth • Portland • Prospect • Somers • Simsbury • South Windsor • Southbury • Stafford • Stonington • Suffield • Thomaston • Thompson • Tolland • Vernon • Voluntown • Waterbury • Westbrook • Willington • Windsor Locks • Woodstock OUR COMPANY Water is essential to sustain life, our economy and our communities. Our families require clean, safe drinking water for their health. Our communities need it for public safety, fire protection, recreation and economic development. We know how important it is to provide our customers with high-quality drinking water and reliable service, and we have a strong team of employees ready to serve our customers and communities. Employees: Employ over 200 professionals who ensure that we provide high quality water and responsive service to customers every day. Customers: 93,769 residential customers, 7,150 commercial and industrial accounts, and state and municipal facilities in 59 towns (fire safety, schools and public buildings) Our Water System: Combined supply capability of more than 60 million gallons per day available to serve our customers and communities. 18 different surface water sources (rivers, lakes and reservoirs), more than 200 wells (groundwater supplies), and 22 water treatment facilities, including 5 major surface    water treatment facilities.    Despite power outages experienced at 31 Connecticut Water facilities after a nor’easter, approximately 14,000 customer served by those water systems did not have any interruptions in water service because we had backup generators. Being able to provide continued service through widespread power outages is a testament to careful planning, smart infrastructure investment and the dedicated teams that maintain our systems.

INVESTMENT IN INFRASTRUCTURE The company has a long history of investing in the water systems so we can meet the water supply needs of our current customers and honor our responsibility to future generations. $45.6 Million of investments in the Connecticut Water Company systems in 2018 capital budget. $2.9 Million budgeted for system improvements in 2018 in the recently acquired systems of Avon Water and Heritage Village. $332 Million invested in the past decade in the water systems of Connecticut Water Company alone. Over 118 miles of pipe and aging infrastructure replaced in Connecticut Water system since 2007 when the Water Infrastructure and Conservation Adjustment tool became available. $34 Million Drinking Water Treatment Facility in Rockville, CT that will provide water service for current and future customers in northern Connecticut completed in 2017. CUSTOMER SATISFACTION Customer satisfaction surveys conducted by an independent research firm on behalf of Connecticut Water show our customer satisfaction at World Class Levels – consistently in excess of 90%. PUBLIC O FFICIAL SATISFACTION Surveys of public officials at the state and local level by an independent research firm on behalf of Connecticut Water reflect high levels of satisfaction with the company, in several areas including communication, relationship with local management team, community outreach, coordination of construction projects and water conservation efforts. ENVIRONMENTAL STEWARDSHIP We have a strong record of environmental stewardship, as captured in our 2016 Corporate Responsibility Report. We are proud of activities across the entire breadth of the organization, in the areas of sustainability, environmental stewardship, water conservation, energy management and social awareness. Environmental Policy • Source Water Protection • Recreation & Open Space • Forest Management • Water Conservation • Leveraging Technology • Energy Management • Transportation Management • Charitable Giving and Community Involvement • Partnering for Sustainability Connecticut Water has received awards and recognition for their industry leadership in areas across the organization that benefit our customers, employees and the environment Connecticut Department of Environmental Protection Green Circle Award for increasing public access at some of our properties and for implementing technological/process changes that improved water quality. (3 time recipient) • NAWC Management Innovation Award and Stevie Award for Customer Service Innovation for Customer Protection Program. CT Construction Industry Association Safety Award for workplace safety programs. (14 years) • EPA Partnership for Safe Water Directors Award for two of our water treatment facilities. (17 Years) • Rockfall Foundation 2016 Environmental Award. • Middlesex County Substance Abuse Action Council—Harry E. Burr Award 2016—Prevention Awareness.