UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, ~~D.C.~~DC 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~SECTION 13 OR 15(d)

of ~~The~~the ~~Securities~~SECURITIES ~~Exchange~~EXCHANGE ~~Act~~ACT ofOF 1934

Date of ~~Report~~report (Date of earliest event reported): September 6, 2019 (September 4, 2019)

Connecticut Water Service, Inc.

(Exact name of registrant as specified in its charter)


Connecticut	0-8084	06-0739839
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

93 West Main Street Clinton, CT		06413
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 860-669-8636

Not Applicable

(Former name or former address if changed since last report.)

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 Stock, without par value

CTWS

The Nasdaq Stock Market, LLC

~~Check~~Securities ~~the~~registered ~~appropriate~~pursuant ~~box below if the Form 8-K filing is intended~~ to ~~simultaneously~~Section 12(g) ~~satisfy the filing obligation~~ of the ~~registrant under any of the following provisions~~Act: None

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 (see General Instruction A.2. below):

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 81.01 ~~Other~~Entry ~~Events.~~into a Material Definitive Agreement

AsModification previously announced, on August 5, 2018, Connecticut Water Service, Inc., a Connecticut corporation (the “Company”), SJW Group, a Delaware corporation (“SJW”), and Hydro Sub, Inc., a Connecticut corporation and a direct wholly owned subsidiary of ~~SJW~~Revolving ~~(“Merger~~Credit ~~Sub”),~~Facility entered into a Second Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”). Pursuant to the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of SJW.

OnAs previously reported, prior to September 4, 2019, the ~~Connecticut~~Company ~~Public~~maintained ~~Utilities~~a ~~Regulatory~~revolving ~~Authority~~line ~~(“PURA”)~~of ~~issued~~credit ain ~~final~~the ~~decision~~amount ~~approving~~of $75,000,000 (the ~~joint~~“Line ~~application~~of ~~filed~~Credit”) onwith ~~April 3~~Citizens Bank, ~~2019~~ byN.A. ~~the~~(“Citizens”) ~~Company~~since ~~and~~2002. ~~SJW~~The ~~for~~Line ~~approval~~ of ~~the~~Credit ~~change~~currently ofhas ~~control~~an expiration date of ~~the~~December 14, 2023. The Company ~~and~~previously ~~its~~delivered ~~three~~to ~~regulated~~Citizens ~~Connecticut~~an ~~water~~Amended ~~company~~and ~~subsidiaries~~Restated inPromissory ~~connection~~Note, ~~with~~dated ~~the~~Dec. ~~proposed~~14, ~~Merger~~2018, ~~subject~~evidencing to the ~~conditions~~debt ~~and~~payable ~~orders~~pursuant ~~set~~to ~~forth~~the inLine ~~PURA’s~~of ~~decision~~Credit.

~~The~~On ~~proposed~~September 4, ~~merger~~2019, of the Company and ~~SJW~~Citizens ~~remains~~entered ~~subject~~into a First Modification of the Line of Credit, whereby Citizens agreed to increase the ~~satisfaction~~amount orof ~~waiver~~the revolving line of ~~other~~credit ~~closing~~by ~~conditions~~$20,000,000, ~~including~~to $95,000,000, for the ~~approval~~period ofcommencing ~~the~~on ~~Maine~~September 4, ~~Public~~2019 ~~Utilities~~and ~~Commission~~ending ofon February 29, 2020. Effective March 1, 2020, the ~~change~~amount of ~~control~~the revolving line of ~~Maine~~credit ~~Water~~will ~~Company~~automatically be reduced to $75,000,000. The Company also delivered a ~~subsidiary~~Second ofAmended ~~the~~and ~~Company,~~Restated inPromissory ~~connection~~Note ~~with~~to ~~the~~Citizens, ~~proposed~~dated ~~Merger~~September 4, 2019.

Copies of the First Modification and the Second Amended and Restated Promissory Note are filed herewith as Exhibit 10.3 and Exhibit 10.4 and are hereby incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

The following documents are filed herewith as exhibits:

(d)

Exhibits


	10.1			Letter Agreement between Connecticut Water Service, Inc. and Citizens Bank, N.A., dated December 14, 2018 ((incorporated by reference from Exhibit 10.4 to current report on Form 8-K filed on December 18, 2018).

	10.2			Amended and Restated Promissory Note, dated December 14, 2018 (incorporated by reference from Exhibit 10.5 to current report on Form 8-K filed on December 18, 2018).

	10.3			First Modification of Revolving Credit Facility, dated Sept. 4, 2019, is filed herewith.

	10.4			Second Amended and Restated Promissory Note, dated Sept. 4, 2019, is filed herewith.

	104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

	CONNECTICUT WATER SERVICE, INC.
	CONNECTICUT WATER SERVICE, INC.,
	(Registrant)
	a Connecticut corporation
Date: September 5, 2019	By:	/s/ David C. Benoit
Date: September 6, 2019	By:	/s/ Robert J. Doffek
		David C. Benoit
	Name:	Robert J. Doffek
		President and Chief Executive Officer
	Title:	Chief Financial Officer, Treasurer and Controller

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