SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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JANUARY 7, 2000
Date of Report (Date of Earliest Event Reported)
AQUARION COMPANY
(Exact name of Registrant as specified in its charter)
DELAWARE 1-8060 06-0852232
(State or Other Jurisdiction of (Commission File (IRS Employer
Incorporation or Organization) Number) Identification No.)
835 MAIN STREET 203-335-2333
BRIDGEPORT, CONNECTICUT 06604 (Registrant's Telephone Number,
(Address of Principal Executive Office) Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On January 7, 2000, Aquarion issued a press release announcing
the consummation of the merger of Aquarion Company with Waterman
Acquisition Corp., a wholly owned subsidiary of Kelda Group plc (formerly
Yorkshire Water plc). The press release is filed herewith as Exhibit 99.1
and is hereby incorporated by reference.
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS.
Exhibit
No. Description
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99.1 Press Release issued by Aquarion Company dated January 7, 2000.
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.
AQUARION COMPANY
By: /s/ Janet M. Hansen
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Name: Janet M. Hansen
Title: Executive Vice President, Chief
Financial Officer and Treasurer
Date: January 7, 2000
AQUARION COMPANY
CURRENT REPORT ON FORM 8-K
REPORT DATED JANUARY 7, 2000
EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
------- -----------
99.1 Press Release issued by Aquarion Company dated January 7, 2000.
FOR IMMEDIATE RELEASE CONTACT:
Aquarion: Larry L. Bingaman
(203) 336-7626
Kelda: James Newman
011-44-113-231-2704
KELDA GROUP PLC COMPLETES
AQUARION ACQUISITION
BRIDGEPORT, CT, January 7, 2000--Kelda Group plc, of Leeds, England, today
completed its acquisition of Aquarion Company (NYSE: WTR). The merger
brings significant benefits to Aquarion customers and employees.
Under the terms of the merger, Aquarion's former shareholders are
entitled to receive $37.05 in cash for each share of Aquarion's previously
outstanding common stock. The transaction is valued at about $596 million,
which includes the assumption of approximately $141 million in debt.
Although Aquarion is now a subsidiary of Kelda Group, it continues to
maintain its local identity, management and employees.
"We are pleased to close the merger," Aquarion President and Chief
Executive Officer Richard K. Schmidt said Friday. "We've provided our
shareholders with a good return on their investment and we will be able to
improve upon the high-quality water and service our customers have come to
expect as well as maintain our community involvement."
Kelda Chief Executive Officer Kevin Bond said, "Today's announcement
means that we can now bring together the top class customer service skills
of Aquarion with the Kelda expertise of new technology and water industry
capital investment. This will bring benefits for customers, employees and
shareholders. Creating a team of some of the best experts in the UK and US
means the development of a water company that will be second to none."
Kelda also sees the Aquarion acquisition as an excellent platform on
which to grow its interests in the US water market.
The Boards of Directors of Aquarion and Kelda (then Yorkshire Water
plc) announced the merger on June 1, 1999. Aquarion shareholders approved
the transaction on September 21, 1999. The Connecticut Department of
Public Utility Control and the New York Public Service Commission approved
the merger in December 1999.
Aquarion Company's principal business is public water supply. Through
its BHC and Sea Cliff Water Company subsidiaries, it is one of the 10
largest investor-owned water utilities in the U.S. and serves 141,000
customers, or a population of more than 500,000, in 30 Connecticut and Long
Island, NY communities. Other businesses include contract management of
municipal water systems and timber processing.
Kelda has annual revenues of $1.1 billion and operates in the United
Kingdom and Europe. Its water and sewerage services business, Yorkshire
Water Services, provide drinking water to approximately 1.9 million
customers, or a population of 4.5 million, in the County of Yorkshire,
England. It is one of the 10 largest water companies in the world.
Yorkshire Water Services supplies its customers with 350 million of gallons
of water daily, treated at 112 water treatment facilities.
XXX
For more information on Kelda Group plc and Aquarion Company and its
subsidiaries, please contact us on the Internet at yorkshirewater.com,
www.aquarion.com and www.bhco.com
