8-K: Current report filing
Published on May 13, 2021
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On May 11, 2021, Cal Water completed the sale and issuance (the “Offering”) to the public of $130 million principal amount of its 2.87% First Mortgage Bonds due May 11, 2051, Series ZZZ and $150 million principal amount of its 3.02% First Mortgage Bonds due May 11, 2061, Series 1 (collectively, the “Bonds”) pursuant to a Bond Purchase Agreement, dated February 25, 2021. BofA Securities, Inc. and U.S. Bancorp Investments, Inc. acted as joint lead placement agents for the Offering.
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 rank equally with all of Cal Water’s other First Mortgage Bonds and are secured by liens on Cal Water’s properties, subject to certain exceptions and permitted liens.
Cal Water used the net proceeds from the sale of the Bonds to refinance existing indebtedness and for general corporate purposes, as set forth in California Public Utilities Code Section 817.
The Bonds were not registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This report is neither an offer to sell nor a solicitation of an offer to buy any of the Bonds.
The foregoing description of the Bonds is qualified in its entirety by reference to the full terms and conditions of the Sixty-Third Supplemental Indenture dated as of May 11, 2021, which is filed as Exhibit 10.1 hereto and incorporated by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. | Description | |
10.1 | Sixty-Third Supplemental Indenture dated as of May 11, 2021, between California Water Service Company and U.S. Bank National Association, as Trustee, covering 2.87% First Mortgage Bonds due 2051, Series ZZZ and 3.02% First Mortgage Bonds due 2061, Series 1. | |
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: May 13, 2021 | By: | /s/ Thomas F. Smegal, III |
Name: | Thomas F. Smegal, III | |
Title: | Vice President, Chief Financial Officer & Treasurer |