Agenda Date: September 29, 1999 Item Number: Docket: UW-991329 Company Names: Harbor Water Co., Inc., and Washington Water Service Company, Inc. Staff: Jim Ward, Revenue Requirements Specialist Penny Hansen, Public Involvement Coordinator Recommendation: Approve the application by Harbor Water Co., Inc., and Washington Water Service Company, Inc., for a merger of property by stock acquisition of Harbor Water Co., Inc., in Docket UW-991329 effective October 1, 1999. Discussion: On August 24, 1999, Harbor Water Co., Inc., (Harbor Water) and Washington Water Service Company, Inc., (Washington Water Service) filed an application pursuant to the provisions of chapter 80.12 RCW for a merger of property by stock acquisition of Harbor Water Co., Inc. Harbor Water is located in Gig Harbor and serves approximately 9,000 customers in Pierce, Kitsap and Mason County. Washington Water Service is a Washington corporation formed to act as a utility holding company. Washington Water Service is a wholly owned subsidiary of California Water Service Group located in San Jose, California. California Water Service Group currently owns 21 operating districts serving over 400,000 customers in California and will start operations in Washington with this merger. The customers of Harbor Water were notified of this proposed merger of property by stock acquisition of Harbor Water. In addition to the regulated water service operations, Harbor Water also conducts non-regulated businesses including satellite management of water systems and general contractor services in the utility industry. Washington Water Service will acquire all operations and property of Harbor Water by exchanging $7,100,000 of its common stock for all outstanding stock of Harbor Water and assumption of outstanding debt valued at approximately $1,900,000. The benefits of this merger include expanded financial resources, in house engineering and water quality staff to provide all aspects of water system design, repair and operations. Washington Water Service will continue to operate Harbor Water locally in Gig Harbor. Washington Water Service anticipates centralizing some services at a later date to help economize operations. Harbor Water rates will not change as a result of this merger and any future rate changes will be reviewed by this Commission Staff recommends that the Commission approve the application by Harbor Water Co., Inc., and Washington Water Service Company, Inc., for a merger of property by stock acquisition of Harbor Water Co., Inc., in Docket UW-991329 effective October 1, 1999.