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: October 29, 2018
MIDDLESEX WATER COMPANY
(Exact name of registrant as specified in its charter)
| NEW JERSEY | 0-422 | 22-1114430 |
| (State or other jurisdiction of | (Commission | (I.R.S. Employer |
| incorporation or organization) | File Number) | Identification No.) |
1500 RONSON ROAD, P.O. BOX 1500, ISELIN, NEW JERSEY 08830
(Address of principal executive offices, including zip code)
(732)-634-1500
(Registrant’s telephone number, including area code)
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 (17CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
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. ☐
Item. 5.02. Departure of Director or Principal Officers; Election of Directors; Appointment of Certain Officers.
Announcement of retirement of Richard M. Risoldi, Vice President – Operations and Chief Operating Officer of Middlesex Water Company (the “Company”) on July 1, 2019 and Gerard L. Esposito, President of Tidewater Utilities, Inc. (Tidewater) , a subsidiary of Middlesex Water on January 1, 2019. The announcement also refers to the appointment of A. Bruce O’Connor as President of Tidewater, effective with Mr. Esposito’s retirement and the appointment of G. Christian Andreasen, Georgia M. Simpson and Robert Fullagar as Assistant Vice Presidents, effective January 1, 2019, as per the attached release.
Press Release
On October 29, 2018, the Company issued a press release announcing the retirement of Richard M. Risoldi, effective July 1, 2019 and Gerard L. Esposito, effective January 1, 2019 and the appointment of others to the executive team. A copy of the Company’s press release dated October 29, 2018 is filed herewith as Exhibit 99.1 and is hereby incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit | Description of Document |
| 99.1 | Company press release dated October 29, 2018 announcing the retirement of Richard M. Risoldi and Gerard L. Esposito from its executive team. |
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 of the undersigned hereunto duly authorized.
| MIDDLESEX WATER COMPANY | |
| (Registrant) | |
| s/A. Bruce O’Connor | |
| A. Bruce O’Connor | |
| Vice President, Treasurer and | |
| Chief Financial Officer |
Dated: October 29, 2018
Middlesex Water Company Announces Executive Leadership Changes
ISELIN, N.J., October 29, 2018 -- Middlesex Water Company (the “Company” or “Middlesex”), (Nasdaq:MSEX), a provider of water and wastewater and related services primarily in New Jersey and Delaware, today announced several executive leadership changes in connection with the Company’s continued succession planning initiatives.
Richard M. Risoldi, Vice President – Operations & Chief Operating Officer, has announced he will be retiring effective July 1, 2019 after 29 years of service. Mr. Risoldi will assume the additional title of Senior Vice President effective January 1, 2019 in connection with an expanded role managing numerous leadership transitions and operational initiatives across a variety of functions prior to his retirement in July 2019.
Gerard L. Esposito, President – Tidewater Utilities, Inc. a Middlesex Water subsidiary, has announced he will be retiring effective January 1, 2019 after 20 years of service. Mr. Esposito will be supporting several critical ongoing Company initiatives in a consulting capacity subsequent to his retirement.
A. Bruce O’Connor, Vice President – Chief Financial Officer and Treasurer will assume the title of Senior Vice President - Chief Financial Officer and Treasurer as well as President – Tidewater Utilities, Inc., effective January 1, 2019. Mr. O’Connor has been with the Company for 28 years.
G. Christian Andreasen will assume the role of Assistant Vice President – Enterprise Engineering effective January 1, 2019 and will join the Company’s Executive Committee. This role will bring the Engineering and all related elements of capital planning and execution for all companies in the Middlesex Water Company enterprise under a single management structure. Mr. Andreasen has been with the Company for 36 years and currently serves as Director – Engineering for the Company’s New Jersey operations and as Vice President for the Pinelands Water & Wastewater Companies.
Georgia M. Simpson will assume the role of Assistant Vice President – Information Technology effective January 1, 2019 and will join the Company’s Executive Committee. This role reflects the expanded prominence of information technology in the Company’s strategy, business processes and risk profile. Ms. Simpson has been with the Company for 9 years and currently serves as Director – Information Technology.
Robert Fullagar will assume the role of Assistant Vice President – Operations effective January 1, 2019 and will join the Company’s Executive Committee. Mr. Fullagar will assume responsibility for the Production and Distribution functions as well as wastewater Collection and Treatment functions enterprise-wide. Mr. Fullagar has been with the Company for 21 years and currently serves as Director – Distribution for the Company’s New Jersey operations and as Vice President for Twin Lakes Utilities, Inc.
“We’re very grateful for the many contributions both Rick and Jerry have made to the Company’s success over their tenure in their support of our customers, employees and shareholders and we congratulate them on their plans for a well-deserved retirement,” said Dennis Doll, Middlesex President & CEO. “We’re also grateful we have a group of extraordinarily talented individuals who are prepared to assume larger leadership roles in supporting the Company’s future growth and ongoing focus on operational excellence and shareholder value,” added Doll.
About Middlesex Water Company
Middlesex Water Company, organized in 1897, is an investor-owned water and wastewater utility, serving customers in central and southern New Jersey, Delaware and Pennsylvania. For additional information regarding Middlesex Water Company visit www.middlesexwater.com.
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, our long-term strategy and expectations, the status of our acquisition program, the impact of our acquisitions, the impact of current and projected rate requests and the impact of our capital program on our environmental compliance. There are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements including: general economic business conditions, unfavorable weather conditions, the success of certain cost-containment initiatives, changes in regulations or regulatory treatment, availability and the cost of capital, the success of growth initiatives and other factors discussed in our filings with the Securities and Exchange Commission.
Contact:
Bernadette Sohler, Vice President – Corporate Affairs
Middlesex Water Company
1500 Ronson Road
Iselin, New Jersey 08830
www.middlesexwater.com
(732) 638-7549