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) March 1, 2001
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SJW Corp.
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(Exact name of registrant as specified in its charter)
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California 1-8966 77-0066628
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
374 W. Santa Clara Street, San Jose, California 95196
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including
area code (408) 279-7800
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Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events
On March 1, 2001, SJW Corp. (the "Registrant) announced
that its Board of Directors agreed with American Water Works
Company, Inc. to terminate the Agreement and Plan of Merger
("Merger Agreement") for the acquisition of SJW Corp. by
American Water Works Company, Inc.
The Merger Agreement allowed an 18-month period to
secure necessary California Public Utilities Commission
("CPUC") approval, which period expires at the end of April.
SJW Corp. received a CPUC order on February 22, 2001 setting
an updated schedule under which the CPUC would not meet to
consider the proposed merger until September 2001. American
Water Works Company, Inc. announced that in view of the
revised schedule and continued uncertainty surrounding the
California regulatory process it would exercise its right to
terminate the Merger Agreement at the end of April.
A copy of the press release issued by the Registrant on
March 1, 2001, concerning the foregoing transaction is filed
herewith as Exhibit 99.1 and is incorporated by reference.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
(a) Exhibits
99.1 Press Release of Registrant, dated
March 1, 2001, announcing Registrant's Merger
Termination
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
SJW Corp.
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March 9, 2001 /s/ Angela Yip
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Angela Yip,
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description of Document
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99.1 Press Release of Registrant, dated March 1, 2001,
announcing Registrant's Merger Termination.
PRESS RELEASE EXHIBIT 99.1
SJW CORP. (AMEX: SJW) ANNOUNCES MERGER TERMINATION
SJW Corp. (AMEX: SJW) announced today that its Board of
Directors agreed with American Water Works, Inc. to terminate
the Agreement and Plan of Merger ("Merger Agreement") for the
acquisition of SJW by American Water Works.
The Merger Agreement allowed an 18-month period to secure
necessary California Public Utilities Commission ("CPUC")
approval, which period expires at the end of April. SJW
received a CPUC order last week setting an updated schedule
under which the CPUC would meet to consider the proposed merger
in September 2001. American Water Works announced that in view
of the revised schedule and continued uncertainty surrounding
the California regulatory process it would exercise its right to
terminate the Merger Agreement at the end of April.
"We are disappointed that this transaction could not be
accomplished," said SJW Corp. President and Chief Executive
Officer, W. Richard Roth. "After careful consideration of our
alternatives, the SJW Board agreed with American Water Work's
assessment of the regulatory uncertainty, and concluded that it
was in our best interest to terminate the Merger Agreement now
in order to remove business constraints imposed by the Merger
Agreement. In addition, the Board has initiated a process to
develop alternative plans to enhance shareholder value."
SJW Corp. is a publicly traded holding company
headquartered in San Jose, California. SJW Corp., through its
subsidiary San Jose Water Company, provides water service to a
population of 985,000 in San Jose and nearby communities.
This press release may contain certain forward looking
statements including but not limited to statements relating to
SJW Corp.'s plans, strategies, objectives, expectations and
intentions, which are made pursuant to the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act
of 1995. These forward looking statements involve known and
unknown risks, uncertainties and other factors which may cause
the actual results, performance or achievements of SJW Corp. to
be materially different from any future results, performance or
achievements expressed or implied by such forward looking
statements. SJW Corp. undertakes no obligation to publicly
update or revise any forward looking statement, whether as a
result of new information, future events or otherwise.
SEC 873 (5-95)