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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 31, 1999
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AQUARION COMPANY
(Exact Name of Registrant as Specified in its Charter)
Delaware 06-0852232
(State or Other Jurisdiction of 1-8060 (I.R.S. Employer
Incorporation or Organization) (Commission Identification No.)
File Number)
835 Main Street 203-335-2333
Bridgeport, Connecticut 06604 (Registrant's Telephone
(Address of Principal Executive Number, Including Area
Offices) Code)
NOT APPLICABLE
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(For Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
Aquarion Company ("Aquarion"), Yorkshire Water plc ("Yorkshire Water") and
Waterman Acquisition Corp. ("Merger Sub"), a newly formed corporation wholly
owned by Yorkshire Water, have entered into an Agreement and Plan of Merger
dated as of May 31, 1999 (the "Merger Agreement"), which provides for the merger
of Merger Sub into Aquarion (the "Merger"). Upon the completion of the
transaction, Aquarion will be a wholly-owned subsidiary of Yorkshire Water. The
Merger Agreement is filed herewith as Exhibit 2 and is incorporated by reference
herein.
The Merger Agreement provides that the owner of each outstanding share
of Aquarion Common Stock, no par value, will receive $37.05 in cash, except for
those shareholders who perfect dissenters' rights.
The Merger Agreement includes provisions prohibiting Aquarion from
soliciting another takeover proposal, and provides for the payment of certain
fees to Yorkshire Water in the event of termination of the Merger Agreement
under certain circumstances. The Merger is subject to certain conditions,
including the approval of Aquarion's shareholders, utility regulatory approvals
in Connecticut and New York, and the expiration of antitrust regulatory waiting
periods.
Item 7. Exhibits
2. Agreement and Plan of Merger dated as of May 31, 1999 among Aquarion
Company, Yorkshire Water plc and Waterman Acquisition Corp.
99. Press Release, dated June 1, 1999.
SIGNATURE
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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.
Date: June 8, 1999
AQUARION COMPANY
(Registrant)
By:/s/ Janet M. Hansen
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Janet M. Hansen
Vice President, Chief
Financial Officer and Treasurer
EXHIBIT LIST
2. Agreement and Plan of Merger dated as of May 31, 1999 among Aquarion
Company, Yorkshire Water plc and Waterman Acquisition Corp.
99. Press Release, dated June 1, 1999