- Current report filing (8-K)
20 November 2008 - 8:46AM
Edgar (US Regulatory)
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
November 19,
2008
Date
of Report
(Date of earliest event reported)
SouthWest
Water Company
(Exact
name of registrant as specified in its charter)
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Delaware
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0-8176
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95-1840947
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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One
Wilshire Building
624
South Grand Avenue, Suite 2900
Los
Angeles, CA 90017-3782
(Address,
including zip code, of principal executive offices)
(213)
929-1800
(Registrant’s
telephone number, including area code)
None
(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:
⃞
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))
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
On November
13, 2008, the Company received a Nasdaq Staff Deficiency Letter
indicating that the Company failed to comply with Nasdaq Marketplace
Rule 4310(c)(14), which requires the timely filing of all reports and
other documents filed or required to be filed with the SEC. On November
10, 2008, the Company filed a Form 8-k announcing a delay in the filing
of its Form 10-Q for the quarter ended September 30, 2008 pending the
completion of a restatement of previously issued financial statements
for errors discovered in the third quarter of 2008.
Nasdaq rules
permit the Company 60 calendar days to submit a plan to regain
compliance. Following a review of this plan, Nasdaq Staff can grant the
Company an exception, up to 180 calendar days from the due date of the
Periodic Report, or until May 11, 2009, to regain compliance. The
Company intends to submit a plan to regain compliance in a timely
fashion.
Item
8.01 Other Events
On November
19, 2008 a news release was issued announcing the Nasdaq letter as well
as an extension the Company received from the syndicate of lenders for
its credit facility with regard to reporting financial results for the
2008 third quarter. As a result of the extension, the Company continues
to have full access to its $150 million credit facility for general
corporate purposes.
The
information contained in the news release is incorporated herein by
reference and furnished as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
Number
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Exhibit Description
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99.1
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Press Release date November 19, 2008 providing an update on
corporate developments relating to the Company’s credit facility and
Nasdaq listing.
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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 thereunto duly authorized.
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SOUTHWEST WATER COMPANY
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(Registrant)
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Date:
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November 19, 2008
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By:
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/S/ CHERYL L. CLARY
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Name:
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Cheryl L. Clary
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Title:
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Chief Financial Officer
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