Completion of Acquisition or Disposition of Assets · Regulation FD Disclosure
Item 2.01 Completion of Acquisition and Disposition of Assets As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 8, 2025 (the “Prior Current Report”) by H2O America (the “Company”), the Company, through its indirect subsidiary, SJWTX, Inc.…
Filed Oct 1, 2026Accepted Oct 1, 2026, 4:18 PM EDTCIK 766829Accession 0001628280-26-064259
H2O America (NASDAQ: HTO) is a national investor-owned network of local water and wastewater utilities united by one purpose: delivering clean, high-quality water to the communities we call home. For H2O America, providing water is more than a responsibility - it’s a privilege. Every connection we serve helps sustain what matters most: public health, vibrant neighborhoods, and a reliable future. Across approximately 409,000 water and wastewater service connections, we invest in critical infrastructure to strengthen water supply for generations to come. We stay actively engaged in our local communities while focusing on operational excellence and delivering sustainable, long-term value to our investors.
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Item 2.01Item 2.01 - Completion of Acquisition
Item 2.01 Completion of Acquisition and Disposition of Assets
As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 8, 2025 (the “Prior Current Report”) by H2O America (the “Company”), the Company, through its indirect subsidiary, SJWTX, Inc. (“TWC”), entered into an Asset Purchase Agreement (the “Regulated Business APA”), with Quadvest, L.P., a Texas limited partnership, as seller (“Quadvest Retail”) and the Company, as guarantor, pursuant to which, and subject to the terms and conditions set forth therein, Quadvest Retail agreed to sell, and TWC agreed to acquire, substantially all of the assets of Quadvest Retail related to the operation of Quadvest Retail’s water and sewer utility business (the “Regulated Business Transaction”). Concurrently with the execution of the Regulated Business APA, the Company, its indirect subsidiary, Texas Water Operation Services, LLC (“TWOS”) and TWC, entered into another Asset Purchase Agreement (the “Wholesale Business APA,” and together with the Regulated Business APA, the “Agreements”), with Quadvest Retail and its affiliate, Quadvest Wholesale, LLC, a Texas limited liability company (“Quadvest Wholesale,” and together with Quadvest Retail, “Quadvest”), pursuant to which, and subject to the terms and conditions set forth therein, Quadvest Wholesale agreed to sell, and TWOS agreed to acquire substantially all of the assets of Quadvest Wholesale related to the operation of Quadvest Wholesale’s wholesale water and sewer business (the “Wholesale Business Transaction,” and together with the Regulated Business Transaction, the “Transactions”). On October 1, 2026, and pursuant to the Agreements, the Company completed the Transactions for a base purchase price of $540 million subject to certain customary purchase price adjustments as set forth in the Agreements.
The foregoing descriptions of the Agreements are not complete and are qualified in their entirety by reference to each of the Agreements, copies of which were attached as Exhibit 2.1 and 2.2, respectively, to the Prior Current Report.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure
On October 1, 2026, the Company issued a press release announcing the closing of the Transactions. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 of Form 8-K by reference.
The information in Item 7.01, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.