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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
Date of Report (Date of earliest event reported): February 9, 2007
(February 1, 2007)
ARTESIAN RESOURCES CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 000-18516 51-0002090
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(State or other jurisdiction of (Commission (IRS Employer Identification No.)
incorporation) File Number)
664 Churchmans Road, Newark, Delaware 19702
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 302-453-6900
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Not Applicable
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(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))
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SECTION 8 -- OTHER EVENTS
ITEM 8.01 OTHER EVENTS.
On February 1, 2007, Artesian Resources Corporation (Artesian Resources) entered
an agreement on the terms of purchase of the Carpenters Point Water Company
(Carpenters Point). Carpenters Point currently serves a 130 home community in
Cecil County, Maryland near the Interstate 95 growth corridor between
Philadelphia and Baltimore. The acquisition provides sufficient groundwater
supply and elevated water storage to serve additional customers in the
undeveloped portions of the Carpenters Point franchise and surrounding area. The
purchase is subject to a number of conditions, including the completion of
Artesian Resources' due diligence, execution of definitive agreements and
approvals by appropriate state regulatory agencies, including the Maryland
Public Service Commission and the Maryland Department of the Environment. If the
conditions are satisfied, Artesian Resources expects the acquisition will be
completed in 2007.
Cecil County has designated the Interstate 95 corridor as a preferred growth
area for business and residential expansion. Recently, the federal Base
Re-Alignment and Closure Commission announced the relocation of approximately
14,000 jobs to nearby Aberdeen, Maryland by 2011. The Wilmington Metropolitan
Area Planning Commission projects Cecil County will grow at a rate of 86 percent
between 2000 and 2030 and the Maryland Department of Planning projects that
Cecil County will experience the highest rate of household growth through 2025
of any jurisdiction in the state.
Artesian Water Company, Inc. (Artesian Water), a subsidiary of Artesian
Resources, has also entered into agreements with the towns of Elkton and
Chesapeake City, Maryland to sell water to them at the Delaware state line.
Construction of the transmission main to Elkton is expected to begin in the
early summer and we anticipate supplying water in 2007 from our Delaware
subsidiary Artesian Water. Additional approvals are necessary to construct the
transmission line to Chesapeake City. We believe that these interconnections and
the acquisition of Carpenters Point position Artesian to serve the rapidly
growing needs of Cecil County, Maryland.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Statements in this report which express Artesian Resources' "belief" or
"expectation" are not historical facts and are forward-looking statements within
the meaning of Section 21E of the Securities Exchange Act of 1934, as amended,
and the Private Securities Litigation Reform Act of 1995, including, but not
limited to, statements regarding the timing of completion of the acquisition,
the significance of the acquisition to us, the timing of construction of the
transmission main and commencement of supplying water to Elkton, and the
expected growth of residential population in Cecil County. Forward-looking
statements are based on Artesian Resources' current expectation or forecasts of
future events. These statements involve risks and uncertainties that could cause
actual results to differ materially from those projected, including whether or
not the closing conditions will be satisfied, whether the parties can agree to
definitive documents and receive regulatory approvals, and certain other risks
under the heading "Risk Factors" commencing on page 8 of Artesian Resources'
Annual Report on Form 10-K for the fiscal year ended December 31, 2005. Given
these risks and uncertainties, any or all of the forward-looking statements may
prove to be incorrect. Artesian Resources undertakes no obligation to update
publicly any forward-looking statements.
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 hereunto duly authorized.
ARTESIAN RESOURCES CORPORATION
Date: February 9, 2007 By: /s/ DAVID B. SPACHT
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David B. Spacht
Vice President, Chief Financial
Officer and Treasurer