SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) . . March 18, 1997
BIRMINGHAM UTILITIES, INC.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Exact name of registrant as specified in its charter)
Connecticut 0-6028 06-0878647
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
Incorporation)
230 Beaver Street, Ansonia, CT 06401-0426
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 735-1888
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Former name or former address, if changed since last report)
Item 5. Other Events.
On March 18, 1997, the Registrant entered into a Purchase and Sale
Agreement with M/1 Homes, LLC ("M/1 Homes"), pursuant to which the Registrant
agreed to sell and M/1 Homes agreed to purchase approximately 245 acres of the
Registrant's unimproved real property for a purchase price of $3,950,000. The
purchase and sale are subject to the approval of the Connecticut Department of
Public Utility Control, which has jurisdiction over the Registrant's public
utility operations and assets. While the Registrant cannot predict whether it
will be able to obtain the approval of the DPUC, the Registrant knows of no
reason why the DPUC should not so approve. The agreement may be terminated by
the Registrant if it has not received the required approval by November 14,
1997.
The obligation of M/1 Homes to purchase the property is conditioned upon
its receipt of local, state and federal approvals of its proposed development
of the site as an 18 hole golf course, along with not fewer than 180 detached
residential units for adults 55 years old and older, a clubhouse and catering
facilities. The agreement may be terminated by either party if M/1 Homes has
not received all the required development approvals by December 31, 1998. There
is a provision in the Agreement to extend its term through December 31, 2000 to
accommodate appeals of required governmental approvals, in which case the
purchase price for the property increases by $20,000 for each month, or portion
thereof, after December 31, 1999 until the closing shall occur. The Registrant
cannot predict whether M/1 Homes will be able to obtain all of the required
approvals.
The property in question is associated with the Registrant's former Great
Hill Reservoir in Seymour, Connecticut. Because of water quality deficiencies
that could not be resolved economically, the Registrant had not used Great Hill
Reservoir as part its water supply system since the 1970s. Pursuant to a permit
issued in 1994, the Connecticut Department of Health Services allowed the
Registrant to abandon Great Hill Reservoir as a source of water supply.
SIGNATURES
Pursuant ot the requirements of the Securities Exchange Act of 1934, the
registrant has caused the report to be signed on its behalf by the undersigned
hereunto duly authorized.
BIRMINGHAM UTILITIES, INC.
(Registrant)
Date: March 24, 1997 By /s/ Aldore J. Rivers
Aldore J. Rivers, President
