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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/21/19 California Water Service Group 8-K:7 11/20/19 10:188K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 31K 9: R1 Cover HTML 47K 5: XML IDEA XML File -- Filing Summary XML 11K 10: XML XBRL Instance -- tm1923585d1_8k_htm XML 14K 6: EXCEL IDEA Workbook of Financial Reports XLSX 6K 3: EX-101.LAB XBRL Labels -- cwt-20191120_lab XML 96K 4: EX-101.PRE XBRL Presentations -- cwt-20191120_pre XML 64K 2: EX-101.SCH XBRL Schema -- cwt-20191120 XSD 12K 8: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 7: ZIP XBRL Zipped Folder -- 0001104659-19-066031-xbrl Zip 12K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): i November 20, 2019
i CALIFORNIA WATER SERVICE GROUP
(Exact name of Registrant as Specified in its Charter)
| i Delaware (State or other jurisdiction of incorporation) |
i 1-13883 (Commission file number) |
i 77-0448994 (I.R.S. Employer Identification Number) |
| i 1720 North First Street i San Jose, i California (Address of principal executive offices) |
i 95112 (Zip Code) |
(Registrant’s telephone number, including area code)
N/A
(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:
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| i Common Shares, par value $0.01 | i CWT | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined by 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).
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. ¨
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| Item 7.01. | Regulation FD Disclosure. |
On November 20, 2019, California Water Service Company (“Cal Water”), a wholly-owned subsidiary of California Water Service Group (“Group”), became aware that its General Rate Case (“GRC”) decision will likely be delayed. The California Public Utilities Commission (the “CPUC”) is required to post a proposed decision thirty days in advance of its December 19, 2019 meeting, and as of November 20, 2019, Cal Water has not received service of a proposed decision. Cal Water is unaware of the reason for, and cannot estimate the length of, the delay at this time. On November 7, 2019, the assigned Administrative Law Judge (“ALJ”) granted Cal Water’s motion for interim relief beginning January 1, 2020. Any difference between interim rates and final rates will be recorded in a memorandum account and, after review, recoverable in a future period.
The information furnished pursuant to Item 7.01 of this Current Report shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing
This Current Report on Form 8-K contains forward-looking statements within the meaning established by the Private Securities Litigation Reform Act of 1995 (the “Act”). The forward-looking statements are intended to qualify under provisions of the federal securities laws for “safe harbor” treatment established by the Act. Forward-looking statements are based on currently available information, expectations, estimates, assumptions and projections, and management's judgment about Group, the water utility industry and general economic conditions. Such words as would, expects, intends, plans, believes, estimates, assumes, anticipates, projects, predicts, forecasts or variations of such words or similar expressions are intended to identify forward-looking statements. The forward-looking statements are not guarantees of future performance. They are subject to uncertainty and changes in circumstances. Actual results may vary materially from what is contained in a forward-looking statement. Factors that may cause a result different than expected or anticipated include, but are not limited to: the CPUC deciding not to adopt the ALJ’s proposed decision in the GRC; ability to invest or apply the proceeds from the issuance of common stock in an accretive manner; governmental and regulatory commissions' decisions, including decisions on proper disposition of property; consequences of eminent domain actions relating to our water systems; changes in regulatory commissions' policies and procedures; the timeliness of regulatory commissions' actions concerning rate relief and other actions; increased risk of inverse condemnation losses as a result of climate conditions; inability to renew leases to operate water systems owned by others on beneficial terms; changes in California State Water Resources Control Board water quality requirements; changes in environmental compliance and water quality standards; electric power interruptions, especially as a result of Public Safety Power Shutoff programs for the 2019 fire season as we further develop approaches to manage that risk; housing and customer growth trends; the impact of opposition to rate increases; our ability to recover costs; availability of water supplies; issues with the implementation, maintenance or security of our information technology systems; civil disturbances or terrorist threats or acts; the adequacy of our efforts to mitigate physical and cyber security risks and threats; the ability of our enterprise risk management processes to identify or address risks adequately; labor relations matters as we negotiate with unions; changes in customer water use patterns and the effects of conservation; the impact of weather, climate, natural disasters, and diseases on water quality, water availability, water sales and operating results, and the adequacy of our emergency preparedness; and, other risks and unforeseen events. When considering forward-looking statements, you should keep in mind the cautionary statements included in this paragraph, as well as the annual Form 10-K, Quarterly Form 10-Q, and other reports filed from time-to-time with the Securities and Exchange Commission (SEC). Group assumes no obligation to provide public updates of forward-looking statements.
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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.
| CALIFORNIA WATER SERVICE GROUP | ||
| Date: November 21, 2019 | By: | /s/ Thomas F. Smegal |
| Name: | Thomas F. Smegal | |
| Title: | Vice President, Chief Financial Officer & Treasurer | |
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| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 1/1/20 | ||||
| 12/19/19 | ||||
| Filed on: | 11/21/19 | 3 | ||
| For Period end: | 11/20/19 | 3, 4, 8-K | ||
| 11/7/19 | ||||
| List all Filings | ||||