8-K

CALIFORNIA WATER SERVICE GROUP (CWT)

8-K 2022-04-26 For: 2022-04-26
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Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13or 15(d) of

The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): April 26, 2022

CALIFORNIA WATER SERVICE GROUP

(Exact name of Registrant as Specified in its Charter)

Delaware<br><br>(State or other jurisdiction<br> of incorporation) 1-13883<br><br>(Commission file number) 77-0448994<br><br>(I.R.S. Employer<br> Identification Number)
1720 North First Street<br>San Jose, California<br><br>(Address of principal executive offices) 95112<br><br>(Zip Code)
--- ---

(408) 367-8200

(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:

¨ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Shares, par value $0.01 CWT 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).

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.

On April 26, 2022, California Water Service Group issued the press release attached as Exhibit 99.1 to this current report and incorporated by reference herein.

The information and exhibit 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.

Item 9.01. Financial Statements and Exhibits.

We hereby furnish the following exhibit, which shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, with this report:

Exhibit No. Description
99.1 Press Release April 26, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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:April 26, 2022 By: /s/ Thomas F. Smegal
Name: Thomas F. Smegal
Title: Vice President, Chief Financial Officer & Treasurer

Exhibit 99.1

A subsidiary of California Water Service Group

P.O. Box 384809, Waikoloa, HI 96738

April 26, 2022

Contact: Yvonne Kingman, 310-257-1434 (media)

Tom Smegal, 408-367-8200 (analysts)

For Immediate Release

HAWAIIWATER SERVICE TO ACQUIRE KuKUI’ULA SOUTH SHORE


COMMUNITYSERVICES

waikoloa, Hawaii—Expanding its footprint on the island of Kauai, Hawaii Water Service (Hawaii Water) announced today that it has signed an agreement to acquire the assets of Kukui’ula South Shore Community Services (KSSCS). The acquisition by the California Water Service Group (NYSE: CWT) subsidiary is subject to satisfaction of customary closing conditions, including approval by the Hawaii Public Utilities Commission (HPUC).

Located in the Kukui’ula Resort region of southeast Kauai, KSSCS is a collection-only wastewater utility also regulated by the HPUC. As part of the acquisition, Hawaii Water will own and manage the utility, which currently serves about 440 residential, commercial, and resort customers, but is expected to be able to serve up to 1,500 connections upon buildout of the resort over the next 20 years. Wastewater from KSSCS is discharged to the Poipu Water Reclamation Facility owned by HOH Utilities, which Hawaii Water is also in the process of acquiring.

“At Hawaii Water, we are committed to providing quality, service, and value to all of our customers and operating in a manner that supports our communities and the environment,” said Martin A. Kropelnicki, President and CEO of Hawaii Water Service. “We appreciate the confidence KSSCS has in our team to provide the same to its customers, and we look forward to working together to complete the acquisition and welcome KSSCS customers to our ohana.”

In addition to the new KSSCS customers, Hawaii Water currently provides water and/or wastewater utility services to 6,200 customers—including a number of large resorts and condominium complexes—in the communities of Ka’anapali, Pukalani, and Kapalua on Maui; Kalaeloa on Oahu; along with Waikoloa and North Kona Coast on the Big Island. Hawaii Water’s employees provide services including meter reading, water quality testing, water and wastewater treatment, water system design and construction, and customer service.

Hawaii Water is a wholly owned subsidiary of California Water Service Group, which also includes California Water Service, New Mexico Water Service, Washington Water Service, and Texas Water Service, a utility holding company. Together, these companies provide regulated water and wastewater utility service to more than 2 million people in over 100 California, Hawaii, New Mexico, Texas, and Washington communities. Group’s common stock trades on the New York Stock Exchange under the symbol “CWT.” Additional information is available online at www.calwatergroup.com.

Thisnews release contains forward-looking statements within the meaning established by the Private Securities Litigation Reform Act of 1995("Act"). The forward-looking statements are intended to qualify under provisions of the federal securities laws for "safeharbor" treatment established by the Act. Forward-looking statements are based on currently available information, expectations,estimates, assumptions and projections, and management's judgment about the Company, the water utility industry and general economicconditions. Such words as would, expects, intends, plans, believes, estimates, assumes, anticipates, projects, predicts, forecasts orvariations of such words or similar expressions are intended to identify forward-looking statements. The forward-looking statements arenot guarantees of future performance. They are subject to uncertainty and changes in circumstances. Actual results may vary materiallyfrom 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: ability to close the acquisition of KSSCS and the acquisition of the Poipu Water Reclamation Facility, integratethe business, and operate the KSSCS system in an effectiveand accretive manner; natural disasters, public health crises, pandemics, epidemics or outbreaks of a contagious disease, such as theoutbreak of coronavirus (or COVID-19); governmental and regulatory commissions' decisions, including decisions on proper dispositionof 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; changes in water quality standards; changesin environmental compliance and water quality requirements; electric power interruptions; housing and customer growth trends; the impactof opposition to rate increases; our ability to recover costs; availability of water supplies; issues with the implementation, maintenanceor security of our information technology systems; civil disturbances or terrorist threats or acts; the adequacy of our efforts to mitigatephysical 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 impactof weather, climate, natural disasters, and diseases on water quality, water availability, water sales and operating results, and theadequacy of our emergency preparedness; and, other risks and unforeseen events. When considering forward-looking statements, you shouldkeep in mind the cautionary statements included in this paragraph, as well as the annual 10-K, Quarterly 10-Q, and other reports filedfrom time-to-time with the Securities and Exchange Commission (SEC). The Company assumes no obligation to provide public updates of forward-lookingstatements.