Aquarion Company Completes the Acquisition of The Torrington Water Company

Rhea-AI Summary

Aquarion Company has successfully acquired The Torrington Water Company (TWC) for an enterprise value of $86.4 million, structured as a stock-for-stock tax-free reorganization. TWC, now a wholly-owned subsidiary, adds approximately 10,100 customers to Aquarion's existing base of 226,000 customers in Connecticut. The merger follows regulatory approval and is expected to enhance service reliability and quality. This acquisition marks Aquarion's 87th water system integration since 2011, emphasizing its commitment to sustainable water service.

Positive

• Acquisition expands customer base by approximately 10,100, enhancing market position.
• Transaction structured as tax-free stock-for-stock exchange, beneficial for shareholders.
• Retention of all TWC employees supports operational continuity.
• Synergies expected from integration with existing operations in northwestern Connecticut.

Negative

• None.

BRIDGEPORT, Conn., Oct. 3, 2022 /PRNewswire/ -- Aquarion Company (Aquarion), today announced that it has completed the acquisition of The Torrington Water Company (TWC). Aquarion, based in Bridgeport, Connecticut, provides regulated water service through its operating subsidiaries to customers in Connecticut, Massachusetts, and New Hampshire. TWC is a water utility based in Torrington, Connecticut providing regulated water service to Connecticut customers in Torrington and to portions of Burlington, Harwinton, Litchfield, and New Hartford and is now a wholly-owned subsidiary of Aquarion. 

The transaction was structured as a stock-for-stock tax-free reorganization for U.S. federal income tax purposes and provides that stockholders of TWC each receive 1.0710 common shares of Aquarion's parent, Eversource Energy (NYSE: ES), in exchange for their TWC common stock, implying an enterprise value of $86.4 million based on the closing price for Eversource common shares on September 30, 2022. TWC has assets of approximately $69 million.

The merger adds approximately 10,100 customers to Aquarion's base of 226,000 customers. TWC's service area complements Aquarion's existing footprint in northwestern Connecticut, and all TWC employees will be retained.

"We are proud to welcome TWC's dedicated employees to the Aquarion team. Both Aquarion and TWC have proud traditions dating back to the 1800s and this merger will ensure this history lives on and continues and will create long-term benefits for customers, employees, and the communities we serve," said Donald Morrissey, President of Aquarion. "We will continue to make needed investments in this water system to ensure continued reliability and water quality for many decades to come."

Including the TWC transaction, since 2011, Aquarion has integrated 87 water systems across 27 transactions into its operations, strengthening the company's ability to deliver high-quality water to communities throughout the region.

The acquisition follows the approval by the Connecticut Public Utilities Regulatory Authority. The acquisition was unanimously approved by the Boards of Directors of both Aquarion and TWC and was also approved by TWC's stockholders in June 2022.

Advisors and Counsel

Ropes & Gray LLP served as counsel to Aquarion Company and Eversource Energy in the transaction. Boenning & Scattergood, Inc. served as financial advisor and rendered a fairness opinion to the Board of Directors of The Torrington Water Company. Pullman & Comley LLC served as counsel to The Torrington Water Company.

About Aquarion Company:

Aquarion Company and its operating subsidiaries are the public water supply provider for more than 750,000 people in 72 cities and towns in Connecticut, Massachusetts and New Hampshire. It is the largest investor-owned water utility in New England and among the seven largest in the U.S. Based in Bridgeport, CT, Aquarion has been in the public water supply business since 1857. Across its operations, Aquarion strives to act as a responsible steward of the environment and to assist the communities it serves in promoting sustainable practices. Aquarion Company is a wholly-owned subsidiary of Eversource.

For more information on Aquarion Company, please visit www.aquarionwater.com or www.facebook.com/aquarionwater.

About The Torrington Water Company

Formed in 1873, and located in Torrington, CT, The Torrington Water Company is a regulated public water utility that provides water service to just over 10,000 customers, or about 37,000 people, in 5 towns.

For more information on The Torrington Water Company, please visit www.torringtonwater.com.

This news release includes statements concerning Aquarion and Aquarion Water Company's expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts, including statements regarding the benefits anticipated from the merger with The Torrington Water Company. These statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, readers can identify these forward-looking statements through the use of words or phrases such as "will," "estimate," "expect," "anticipate," "intend," "plan," "project," "believe," "forecast," "should," "could" and other similar expressions. Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements. Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to: that we may not realize the benefits we anticipate from the transaction; that unforeseen liabilities or risks relating to integration of the acquired business may arise; and other presently unknown or unforeseen factors.

Other risk factors are detailed in Eversource Energy's reports filed with the Securities and Exchange Commission (SEC) and updated as necessary, and are available on Eversource Energy's website at www.eversource.com and on the SEC's website at www.sec.gov. All such factors are difficult to predict and contain uncertainties that may materially affect Aquarion or Aquarion Water Company's actual results, many of which are beyond our control. You should not place undue reliance on the forward-looking statements; each speaks only as of the date on which such statement is made, except as required by federal securities laws, and Aquarion Water Company undertakes no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.

Media Contact:

Peter Fazekas
Director – Corporate Communications
Aquarion Water Company
Phone:  (203) 336-7651

pfazekas@aquarionwater.com 

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SOURCE Aquarion Company

FAQ

What is the value of the acquisition of The Torrington Water Company by Aquarion?

The acquisition has an enterprise value of $86.4 million.

How many customers will Aquarion gain from acquiring The Torrington Water Company?

Aquarion will gain approximately 10,100 customers.

When was the acquisition of The Torrington Water Company completed?

The acquisition was completed on October 3, 2022.

What was the structure of the acquisition transaction?

The acquisition was structured as a stock-for-stock tax-free reorganization.

What impact does the acquisition have on Aquarion's customer base?

The acquisition increases Aquarion's total customer base to around 236,100.