SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of Report: November 13, 2006
MIDDLESEX WATER COMPANY
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(Exact name of registrant as specified in its charter)
NEW JERSEY 0-422 22-1114430
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(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
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(Address of principal executive offices, including zip code)
(732)-634-1500
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(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:
[_] 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))
Middlesex Water Company
Item. 8.01. Other Events
On November 13, 2006, Middlesex Water Company announced the closing of its
public offering of 1,495,000 Shares of Common Stock as set forth in the attached
press release.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
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99.1 Middlesex Water Company Press Release dated November 13, 2006
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/Kenneth J. Quinn
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Kenneth J. Quinn
General Counsel, Secretary and Treasurer
Dated: November 13, 2006
2
Exhibit 99.1
Middlesex Water Company Closes Public Offering
of Common Stock
ISELIN, NJ November 13, 2006 -Middlesex Water Company (NASDAQ Global
Select: MSEX) (the "Company") announced today that it has completed an
underwritten public offering of 1,495,000 shares of its Common Stock, including
195,000 shares issued upon exercise of an option granted to the underwriters to
cover over-allotments at a price per share of $18.46 to the public. The gross
proceeds of the offering were $27.6 million. "The completion of this public
offering represents an important part of our plan to raise additional funds,
largely to help finance our ongoing and continuously growing capital program in
New Jersey and Delaware," said Dennis W. Doll, President and Chief Executive
Officer of Middlesex Water Company.
The Company plans to use the net proceeds after payment of underwriting
discounts and estimated offering expenses to repay in full all of its
outstanding short-term borrowings and to partially finance its ongoing
construction program.
The managing underwriters for the offering were Janney Montgomery Scott
LLC and A.G. Edwards & Sons, Inc.
Copies of the final prospectus, related to the offering can be obtained by
contacting Janney Montgomery Scott LLC, 60 State Street, 35th Floor, Boston, MA
02109, Attention, Equity Syndicate Department, or by email at
prospectus@jmsonline.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the common stock
in any State in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such State.
This news release contains forward-looking statements within the meaning
established by the Private Securities Litigation Reform Act of 1995 ("Act"). The
forward-looking statements are intended to qualify under provisions of the
federal securities laws for "safe harbor" treatment established by the Act.
Forward-looking statements are based on currently available information,
expectations, estimates, assumptions and projections, and management's judgment
about the Company, the water utility industry and general economic conditions.
Such words as expects, intends, plans, believes, estimates, assumes,
anticipates, projects, predicts, forecasts or variations of such words or
similar expressions are intended to identify forward-looking statements. The
forward-looking statements, such as the Company's current intentions regarding
the use of proceeds are not guarantees of future performance. They are subject
to uncertainty and changes in circumstances. When considering forward-looking
statements, you should keep in mind the cautionary statements included in this
paragraph as well as other risk factors disclosed in the Company's Registration
Statement on Form S-3 for this offering, 10-Ks, 10-Qs, 8-Ks and others filings
made by the Company and on file with the SEC. The Company assumes no obligation
to provide public updates of forward-looking statements.
CONTACT: Middlesex Water Company
Bernadette Sohler, Director of Communications
732-634-1500