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Section 1: 8-K (FORM 8-K)

 

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

 

June 15, 2016

(Date of earliest event reported)

 

CONSOLIDATED WATER CO. LTD.

(Exact Name of Registrant as Specified in Charter)

 

Cayman Islands, B.W.I.   0-25248   98-0619652
(State or Other Jurisdiction   (Commission File No.)   (IRS Employer Identification
of Incorporation)       No.)

 

Regatta Office Park

Windward Three, 4th Floor

West Bay Road, P.O. Box 1114

Grand Cayman, KY1-1102

Cayman Islands

(Address of Principal Executive Offices)

 

(345) 945-4277

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instructions A.2. below):

 

¨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))

 

 

 

 

Item 8.01   Other Events.

 

As previously disclosed in its reports filed with the Securities and Exchange Commission, Consolidated Water Co. Ltd. (the “Company”), through its wholly-owned Netherlands subsidiary, Consolidated Water Cooperatief, U.A., owns a 99.9% interest in N.S.C. Agua, S.A. de C.V., a development stage Mexican company. On June 16, 2016, the Company announced that on June 15, 2016 the State of Baja California, Mexico (the “State”) designated a consortium comprised of NSC, NuWater S.A.P.I. de C.V. and Degremont S.A. de C.V. (the “Consortium”) as the winner of the Government of Baja California, Mexico bidding process No. SIDUE-CEA-APP-2015-002 for the financing, construction and operation of a seawater desalination plant in Playas de Rosarito, Baja California, Mexico.

 

The Consortium expects to finalize a definitive public-private partnership agreement with the State within 60 days from June 15, 2016, which is the time period allotted by the State. After execution of the definitive agreement, the Consortium intends to finance, design, construct, operate and maintain the desalination plant and an accompanying pipeline to deliver drinking water from the desalination plant to the Mexican potable water system in two phases. In the first phase, which is expected to be operational by the end of 2019, the desalination plant will have a production capacity of 50 million gallons of drinking water per day. In the second phase of the project, the Company and its partners will double the desalination plant's production capacity to 100 million gallons per day by 2024 and extend the drinking water delivery pipeline. At the end of the 37 year operating period, both phases of the plant and pipeline are to be handed over to the State.

 

A copy of the Company’s press release is provided as Exhibit 99.1 to this report.

 

Note about forward-looking statements. Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to the Company’s business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of the Company's products and services in the marketplace, changes in its relationship with the government of the State, the outcome of its negotiations with the State for a definitive public-private partnership agreement, its ability to finance, construct and operate the Rosarito project profitably, its ability to manage growth and other risks detailed in the Company's periodic report filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

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Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

  

Exhibit No.   Title
     
99.1   Press release issued by the Company on June 16, 2016.

 

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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 by the undersigned hereunto duly authorized.

 

  CONSOLIDATED WATER CO. LTD.
   
   
  By:  /s/ David W. Sasnett
  Name:   David W. Sasnett
  Title: Executive Vice President & Chief Financial Officer

 

Date: June 21, 2016

 

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EXHIBIT INDEX

 

Exhibit   Description
     
99.1   Press release issued by the Company on June 16, 2016.

 

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Section 2: EX-99.1 (EXHIBIT 99.1)

 

Exhibit 99.1

 

For Immediate Release

 

CONSOLIDATED WATER CO. LTD.

ANNOUNCES THAT THE CONSORTIUM COMPRISED OF ITS MEXICAN SUBSIDIARY AND PARTNERS HAS BEEN DESIGNATED AS THE WINNER OF THE ROSARITO, MEXICO DESALINATION PLANT BIDDING PROCESS

 

GEORGE TOWN, Grand Cayman, Cayman Islands (June 16, 2016) — Consolidated Water Co. Ltd. (NASDAQ Global Select Market: “CWCO”) (“Consolidated Water” or “the Company”), which develops and operates seawater desalination plants and water distribution systems in areas of the world where naturally occurring supplies of potable water are scarce or nonexistent, today announced that on June 15, 2016 the State of Baja California, Mexico (the “State”) designated the consortium comprised of N.S.C. Agua, S.A. de C.V. (the Company’s subsidiary), NuWater S.A.P.I. de C.V. and Degremont S.A. de C.V. (the “Consortium”) as the winner of the Government of Baja California, Mexico bidding process No. SIDUE-CEA-APP-2015-002 (the “Bidding Process”) for the financing, construction and operation of a seawater desalination plant in Playas de Rosarito, Baja California, Mexico.

 

The Consortium expects to finalize a definitive public-private partnership agreement with the State within the next 60 days, which is the time period allotted by the State. After execution of this definitive agreement, the Consortium will finance, design, construct, operate and maintain the desalination plant and an accompanying pipeline to deliver drinking water from the desalination plant to the Mexican potable water system in two phases. In the first phase, which is expected to be operational by the end of 2019, the desalination plant will have a production capacity of 50 million gallons of drinking water per day. In the second phase of the project, the Company and its partners will double the desalination plant’s production capacity to 100 million gallons per day by 2024 and extend the drinking water delivery pipeline. At the end of the 37 year operating period, both phases of the plant and pipeline will be handed over to the State.

 

“The Company has been developing the Rosarito, Mexico desalination plant project for more than six years and we are extremely pleased with the outcome of this public bidding process,” said Rick McTaggart, President and Chief Executive Office of Consolidated Water. “It was gratifying to learn that our consortium received top points for both its technical and financial proposals, and we look forward to working closely with the State to ensure the success of this extremely important infrastructure project”, concluded McTaggart.

 

CWCO-G

 

About Consolidated Water Co. Ltd.

 

Consolidated Water Co. Ltd. develops and operates seawater desalination plants and water distribution systems in areas of the world where naturally occurring supplies of potable water are scarce or nonexistent. The Company operates water production and distribution facilities and provides water-related products and services to customers in the Cayman Islands, Belize, the British Virgin Islands, The Commonwealth of The Bahamas, Indonesia and the United States.

 

 

 

 

Consolidated Water Co. Ltd. is headquartered in George Town, Grand Cayman, in the Cayman Islands. The Company’s ordinary (common) stock is traded on the NASDAQ Global Select Market under the symbol “CWCO”. Additional information on the Company is available on its website at http://www.cwco.com.

 

This press release includes statements that may constitute “forward-looking” statements, usually containing the words “believe”, “estimate”, “project”, “intend”, “expect”, “should” or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of the Company’s products and services in the marketplace, changes in its relationship with the government of the State, the outcome of its negotiations with the State for a definitive public-private partnership agreement, its ability to finance, construct and operate the Rosarito project profitably, and its ability to manage growth and other risks detailed in the Company’s periodic report filings with the Securities and Exchange Commission (“SEC”).

 

By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.

 

For further information, please contact:

 

Frederick W. McTaggart, President and CEO, at (345) 945-4277 or David W. Sasnett, Executive Vice President and CFO, at (954) 509-8200 or via e-mail at info@cwco.com

 

 

 

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