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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): September 29, 1999
CONNECTICUT WATER SERVICE, INC.
(Exact name of registrant as specified in its charter)
Connecticut
(State or other jurisdiction of incorporation or organization)
0-8084 06-0739839
(Commission File Number) (IRS Employer Identification Number)
93 West Main Street, Clinton, CT 06413-0562
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (860) 669-8630
N/A
(Former name of former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On September 29, 1999 Connecticut Water Service, Inc. ("Connecticut
Water") completed its pending merger with Crystal Water Utilities Corporation
("Crystal"). Connecticut Water exchanged 244,305 shares of its common stock for
all 99,311 outstanding shares of Crystal common stock. The exchange ratio was
2.46 shares of Connecticut Water common stock for each outstanding share of
Crystal common stock. The transaction was valued at $7,448,325 based on the
market value of Connecticut Water stock at the closing.
Crystal is a non-operating holding company whose sole subsidiary is the
Crystal Water Company of Danielson, a regulated public water supply utility
serving approximately 3,400 customers in four communities in Windham County,
Connecticut.
This is Connecticut Water's second merger this year. In April,
Connecticut Water merged with Gallup Water Service, Inc. ("Gallup"). Crystal
is based in Danielson, while Gallup is based nearby in Plainfield,
Connecticut.
Both the Crystal and Gallup mergers will be accounted for as
pooling-of-interests. All prior year financial numbers and operating statistics
will be restated as if these companies had always been combined with Connecticut
Water.
<TABLE>
<CAPTION>
Calendar Year 6 months ending
Number of customers 1998 June 30, 1999
- ------------------- ------------ ------------
<S> <C> <C>
Connecticut Water Service, Inc. (Consolidated) 63,780 64,414
Gallup Water Service, Inc. 1,145 1,155
Crystal Water Utilities Corporation (Consolidated) 3,380 3,380
------------ ------------
Combined 68,305 68,949
============ ============
Operating Revenues
Connecticut Water Service, Inc. (Consolidated) $ 37,924,000 $ 18,479,000
Gallup Water Service, Inc. 583,000 288,000
Crystal Water Utilities Corporation (Consolidated) 1,796,000 915,000
------------ ------------
Combined $ 40,303,000 $ 19,682,000
============ ============
Net Income Applicable to Common Stockholders
Connecticut Water Service, Inc. (Consolidated) $ 6,927,000 $ 3,242,000
Gallup Water Service, Inc. 69,000 (8,000)
Crystal Water Utilities Corporation (Consolidated) 140,000 85,000
------------ ------------
Combined $ 7,136,000 $ 3,319,000
============ ============
</TABLE>
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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.
CONNECTICUT WATER SERVICE, INC.
Date: October 5, 1999 By: /s/ David C. Benoit
--------------------------
Name: David C. Benoit
Title: Vice President - Finance
