J.P. Morgan Securities LLC is serving as financial advisor to SJW Group, and Skadden, Arps, Slate, Meagher & Flom LLP is legal counsel. Wells Fargo Securities, LLC is serving as financial advisor to Connecticut Water, and Sullivan & Cromwell LLP is legal counsel. Simpson Thacher is representing J.P. Morgan Securities LLC as financial advisor to SJW Group
SJW Group (NYSE: SJW) finalized its merger with Connecticut Water Service, Inc. (NASDAQ: CTWS) to create the third-largest investor-owned water and wastewater utility in the United States, based on pro forma enterprise value and combined rate base.
Under the terms of the amended agreement, which amended the terms of the previously announced merger agreement from a stock-for-stock transaction to an all-cash acquisition, Connecticut Water shareholders will receive $70.00 for each share of Connecticut Water. The transaction, which has a value of $1.1 billion and an equity purchase price of $843 million, is expected to close by the first quarter of 2019 and, is subject to regulatory approvals and customary closing conditions.
SJW Group, headquartered in San Jose, California, provides water service to more than one million people in San Jose, California and nearby communities and in Canyon Lake, Texas and nearby communities. Connecticut Water, headquartered in Clinton, Connecticut, provides water service to more than 450,000 people in Connecticut and Maine and wastewater service to more than 10,000 people in Connecticut.
S&C represents Connecticut Water Service, Inc. in its definitive agreement with SJW Group with a team including Joseph Frumkin (Picture) and Audra Cohen, along with Tia Barancik and Lauren Boehmke. Rebecca Coccaro advised on executive compensation and benefits matters.
Simpson Thacher represented J.P. Morgan Securities LLC with a team including Caroline Gottschalk and Della Fok.
Involved fees earner: Caroline Gottschalk – Simpson Thacher & Bartlett; Della Fok – Simpson Thacher & Bartlett; Joseph Frumkin – Sullivan & Cromwell; Audra Cohen – Sullivan & Cromwell; Tia Barancik – Sullivan & Cromwell; Lauren Boehmke – Sullivan & Cromwell; Rebecca Coccaro – Sullivan & Cromwell;