UNITED STATES

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): February 25, 2021

CALIFORNIA WATER SERVICE GROUP

(Exact name of Registrant as Specified in its Charter)

(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:

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

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. ¨

On February 25, 2021, California Water Service Company (“Cal Water”), a wholly owned subsidiary of California Water Service Group, entered into a Bond Purchase Agreement between Cal Water and the purchasers named therein (the “Bond Purchase Agreement”), which provides for the issuance of first mortgage bonds in an aggregate principal amount of $280 million. The bonds will be issued in two series: $130 million of 2.87% bonds due 2051, series ZZZ; and $150 million of 3.02% bonds due 2061, series 1 (collectively, the “Bonds”). The Bonds are expected to be issued on May 11, 2021 pursuant to a Sixty-Third Supplemental Indenture.

Interest on the Bonds will accrue semi-annually and be payable in arrears on May 11 and November 11 of each year, commencing November 11, 2021. The Bonds will rank equally with all of Cal Water's other First Mortgage Bonds and will be secured by liens on Cal Water's properties, subject to certain exceptions and permitted liens.

Cal Water plans to use the net proceeds from the sale of the Bonds to refinance California Water Service Group’s existing indebtedness and for general corporate purposes, as set forth in California Public Utilities Codes Section 817.

The Bonds are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Bonds have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This report shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. Any offers of the Bonds will be made only by means of a private offering memorandum.

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.