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
Date of Report (Date of earliest event reported) June 9, 2010
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SJW Corp.
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(Exact name of registrant as specified in its charter)
California 1-8966 77-0066628
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
110 W. Taylor Street, San Jose, California 95110
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(Address of principal executive offices) (Zip Code)
(408) 279-7800
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Registrant's telephone number, including area code
Not Applicable
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(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:
[ ] 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 1.01. Entry into a Material Definitive Agreement.
On June 9, 2010, San Jose Water Company, a wholly owned
subsidiary of SJW Corp., entered into a Bond Purchase Contract
(the "Purchase Contract") with Goldman, Sachs & Co., the
Treasurer of the State of California and the California
Pollution Control Financing Authority (the "Authority") for the
purchase of $50,000,000 aggregate principal amount of 5.10%
fixed rate California Pollution Control Financing Authority
Revenue Bonds (San Jose Water Company Project) Series 2010A with
a maturity date of June 1, 2040 (the "Bonds").
The Bonds are expected to be issued by the Authority on
June 16, 2010 pursuant to the provisions of the California
Pollution Control Financing Authority Act and an Indenture,
dated as of June 1, 2010 (the "Indenture"), between the
Authority and Wells Fargo Bank, National Association, as
trustee. The proceeds from the issuance of the Bonds will be
loaned by the Authority to San Jose Water Company pursuant to a
Loan Agreement, dated as of June 1, 2010 (the "Loan Agreement"),
between the Authority and San Jose Water Company. The loan
proceeds will be used by San Jose Water Company to (1) finance
certain capital costs of (i) improvements to the structures and
facilities that are integral to the supply of water throughout
the water supply system owned by San Jose Water Company (the
"Water System"), (ii) improvements to the distribution system,
and (iii) the acquisition of equipment for the Water System, all
in the current service areas of San Jose Water Company and to
the extent they will prevent the pollution of drinking water or
improve the quality of water or ensure the safe handling,
recycling or disposal of materials that might otherwise be
improperly disposed of; and (2) pay certain costs of issuance of
the Bonds.
The Loan Agreement contains affirmative and negative
covenants customary for a loan agreement relating to revenue
bonds, including, among other things, complying with certain
disclosure obligations and covenants relating to the tax exempt
status of the interest on the Bonds and limitations and
prohibitions relating to the transfer of the project funded by
the loan proceeds and the assignment of the Loan Agreement. The
Loan Agreement and the Indenture contain provisions that provide
for the acceleration of the indebtedness upon the occurrence of
a loan default event (as defined in the Loan Agreement) and an
event of default (as defined in the Indenture).
Item 2.03. Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of a
Registrant.
The disclosure required by this item is included in Item
1.01 and is incorporated herein by reference.
SIGNATURES
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 thereunto duly authorized.
SJW Corp.
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June 10, 2010 /s/ David A. Green
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David A. Green, Chief Financial
Officer and Treasurer