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
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Date
of Report: December 8,
2009
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(Date
of earliest event reported)
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THE
YORK WATER COMPANY
(Exact
name of registrant as specified in its charter)
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PENNSYLVANIA
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001-34245
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23-1242500
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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130
EAST MARKET STREET
YORK,
PENNSYLVANIA
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17401
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(Address
of principal executive offices)
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(Zip
Code)
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(717)
845-3601
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(Registrant's
telephone number, including area
code)
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Not
Applicable
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(Former
Name or Former Address, if Changed Since Last
Report)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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THE
YORK WATER COMPANY
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Item
1.01
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Entry
into a Material Definitive
Agreement.
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Following
the approval by the Board of Directors of The York Water Company (the
“Registrant”), at a regularly scheduled meeting held on November 23, 2009, the
Registrant and American Stock Transfer & Trust Company, LLC, as Rights
Agent, entered into the Amendment to Rights Agreement, dated as of December 8,
2009 (the “Amendment”), for the purpose of amending the Registrant’s Rights
Agreement, dated as of January 24, 2009 (the “Rights Agreement”). The
Amendment accelerates the expiration of the Rights issued under the Rights
Agreement from the close of business on January 24, 2019 to the close of
business on December 15, 2009. Accordingly, as of the close of
business (5:00 p.m. Eastern Standard Time) on December 15, 2009, the rights
issued under the Rights Agreement will expire and will no longer be
outstanding.
The
Amendment is attached to this report as Exhibit 4.1.
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Item
1.02
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Termination
of a Material Definitive Agreement.
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The
information set forth in Item 1.01 of this report is incorporated by reference
into this Item 1.02.
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Item
3.03
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Material
Modifications to Rights of Security
Holders.
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The
information set forth in Item 1.01 of this report is incorporated by reference
into this Item 3.03.
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Item
5.03
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Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
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Upon
expiration of the Rights Agreement and the Rights thereunder on December 15,
2009, as described in Item 1.01 above, the Registrant will file a Statement with
Respect to Shares of a Domestic Corporation with the Department of State of the
Commonwealth of Pennsylvania amending its previously designated Series B Junior
Participating Preferred Shares (of which no shares were outstanding) to revoke
the designation of the Series B Junior Participating Preferred
Shares. Shares of the Series B Junior Participating Preferred Shares
were issuable, under certain circumstances, upon exercise of the
Rights.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
Exhibits.
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Exhibit No.
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Description of Exhibit
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4.1
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THE
YORK WATER COMPANY
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.
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THE
YORK WATER COMPANY
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Date:
December 8, 2009
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By:
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/s/Kathleen M. Miller | |
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Kathleen
M. Miller
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Chief
Financial Officer
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