Current Report Filing (8-k)
05 March 2022 - 12:01AM
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
3, 2022
_____________
Essential
Utilities, Inc.
(Exact Name of Registrant Specified in Charter)
_____________
Pennsylvania |
001-06659 |
23-1702594 |
(State or Other Jurisdiction
of Incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
762
West Lancaster Avenue |
|
|
Bryn
Mawr, Pennsylvania |
|
19010-3489 |
(Address of Principal Executive
Offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (610) 527-8000
(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:
o Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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, $.50 par value |
|
WTRG |
|
New
York Stock Exchange |
6.00%
Tangible Equity Units |
|
WTRU |
|
New
York Stock Exchange |
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 o
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. o
The Company is filing this Current Report on Form
8-K to provide an update on the Company’s acquisition of the wastewater utility system assets of the Delaware County Regional
Water Quality Control Authority (“DELCORA”), which consists of approximately 16,000 customers, or the equivalent of
198,000 retail customers, in 42 municipalities in Southeast Pennsylvania for $276.5 million. On March 3, 2022, the Pennsylvania
Commonwealth Court issued its Opinion and Order (the “Order”). Among its findings the Court held that while the County
of Delaware has the authority to dissolve DELCORA, the County would need to abide by and perform the obligations of DELCORA as set
forth in its Purchase Agreement with Aqua Pennsylvania. Specifically, the Court stated:
“…the County would, without question or condition,
be bound by the terms and conditions of the [Purchase Agreement]”, and
“…the County, irrespective of whether it can live up to
the contractual promises made in the [Purchase Agreement], will have no choice but to abide by and fully perform its obligations or else
be potentially subjected to a breach of contract suit by Aqua.”
Within fourteen (14) days, any party to the proceeding may
petition the Commonwealth Court for en banc re-consideration of the Order and within thirty (30) days any party may petition the
Pennsylvania Supreme Court for Allocatur.
SIGNATURE
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.
|
ESSENTIAL
UTILITIES, INC. |
|
|
|
March 3, 2022 |
By: |
/s/
Christopher P. Luning |
|
|
|
|
Name: |
Christopher
P. Luning |
|
Title: |
Executive
Vice President, General Counsel and Secretary |
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