According to the Complaint, this action stems from a proposed transaction announced on August 6, 2018 (the “Proposed Transaction”), pursuant to which Connecticut Water Service, Inc. (“Connecticut Water” or the “Company”) will be acquired by SJW Group.
Connecticut Water was incorporated in 1974, with its largest subsidiary, The Connecticut Water Company (“CWC”), being organized in 1956. Connecticut Water is a nonoperating holding company, whose income is derived from the earnings of its six wholly-owned subsidiary companies.
On October 2, 2018, Defendants filed a proxy statement with the United States Securities and Exchange Commission (“SEC”) (the “Proxy Statement”) in connection with the Proposed Transaction. The Complaint alleges that the Proxy Statement, which scheduled a stockholder vote on the Proposed Transaction for November 16, 2018, omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading.