View:
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
Date of Report (Date of earliest event reported) August 9, 2007
AMERICAN STATES WATER COMPANY
(Exact name of registrant as specified in its charter)
California 001-14431 95-4676679
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation ororganization) Identification No.)
630 East Foothill Blvd.
San Dimas, California 91773
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (909) 394-3600
- --------------------------------------------------------------------------------
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing requirement of the registrant under any of the
following provisions (see General Instruction A.2 below):
|_| 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 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))
Section 2-Financial Information
Item 2.02. Results of Operations and Financial Condition
On August 9, 2007 American States Water Company released earnings for the three
and six months ended June 30, 2007. A copy of the Company's press release is
attached hereto as Exhibit 99.1.
This Form 8-K and the attached exhibits are furnished to, but not filed with,
the Securities and Exchange Commission.
- --------------------------------------------------------------------------------
Section 9-Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
The following exhibit is furnished hereunder:
Exhibit 99.1 Press Release dated August 9, 2007
- --------------------------------------------------------------------------------
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 hereunto duly authorized.
AMERICAN STATES WATER COMPANY
Date: August 9, 2007 /s/ Robert J. Sprowls
----------------------------------------
Robert J. Sprowls
Sr. Vice President, Chief Financial
Officer, Treasurer and Corporate
Secretary
- --------------------------------------------------------------------------------
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press Release dated August 9, 2007
- --------------------------------------------------------------------------------
Exhibit 99.1
American States Water Company
Announces Earnings for the Three and Six Months Ended June 30, 2007
SAN DIMAS, Calif.--(BUSINESS WIRE)--Aug. 9, 2007--American States
Water Company (NYSE:AWR) today reported basic and fully diluted
earnings of $0.42 per share for the three months ended June 30, 2007
as compared to basic and fully diluted earnings of $0.36 per share,
reported for the same period ended June 30, 2006. Basic and fully
diluted earnings were $0.83 and $0.82 per share, respectively, for the
six months ended June 30, 2007, as compared to basic and fully diluted
earnings of $0.71 per share, for the six months ended June 30, 2006.
Second Quarter 2007 Results
The $0.06 increase in the second quarter of 2007 as compared to
the same period of 2006 is due to:
-- an increase in the margin for the water segment's pretax
operations of $6.1 million, or $0.21 per share, as compared to
the same period of 2006, due to increased water rates approved
by the California Public Utilities Commission ("CPUC") that
were effective January 1, 2007, an increase in water
consumption over that in the prior period, and a favorable
change in the supply mix;
-- an unrealized loss on purchased power contracts which
decreased pretax income by $236,000, or approximately $0.01
per share for the three months ended June 30, 2007, as
compared to a $923,000 unrealized loss, or $0.03 per share,
for the three months ended June 30, 2006;
-- an increase in contracted services' pretax operating income of
$2.3 million, or $0.08 per share, as compared to the same
period of 2006 for operating, maintaining and improving the
water and wastewater systems at military bases for the U.S.
government (the increase in pretax operating income is
primarily due to a special wastewater expansion project at one
of the military installations undergoing significant
expansion, which is scheduled to be completed by August 15,
2007, with no further construction revenues associated with
this special project after that date); and
-- higher operating expenses, a change in the effective tax rate,
and other items described below, resulting in a decrease of
$0.25 per share compared to the results of operations from
2006.
Total operating revenues increased by $16.2 million to $79.2
million for the second quarter of 2007, compared to revenues of $63.0
million recorded in the second quarter of 2006, an increase of 25.7%.
The table below sets forth summaries of operating revenues by segment
(in thousands):
2007 2006 $Change % Change
------- ------- -------- ---------
Water $60,826 $53,444 $ 7,382 13.8%
Electric 6,255 7,027 (772) -11.0%
Contracted services 12,165 2,567 9,598 373.9%
------- ------- -------- ---------
Total operating
revenues $79,246 $63,038 $16,208 25.7%
======= ======= ======== =========
Water revenues for the quarter, increased by 13.8% due to a 17.1%
increase in billed water consumption during the warmer weather in
2007. This increased revenues by $6.3 million. Certain rate increases
in 2007 also contributed to the increase in water revenues by about
$1.1 million.
Included in the rate increases in 2007 was an interim rate
increase effective January 1, 2007, subject to refund, totaling
approximately $260,000 for the second quarter ($1.2 million for the
entire 2007 year) due to the CPUC's delays in processing Golden State
Water Company's ("GSWC") general rate applications for rate increases
in Region II and to cover general office expenses at the corporate
headquarters. A proposed decision and an alternate decision were
issued on July 24, 2007, which recommend rate increases in 2007 for
Region II ranging from $6.3 million to $6.7 million. The proposed
decisions also change the revenue requirements related to the adopted
rates for the supply cost memorandum accounts that will also be
retroactive to January 1, 2007. Accordingly, GSWC will re-calculate,
among other items, the amount recorded in Region II's supply cost
memorandum account based on the new rates. As of June 30, 2007, an
amount of $1.3 million was recorded as an under-collection of supply
costs which positively impacted earnings and increased regulatory
assets. If either decision is approved, we expect most of the
under-collected amount as recorded to be reversed, partially
offsetting the retroactive revenues upon a final decision. The amounts
ultimately decided by the CPUC will be retroactive to January 1, 2007.
Once the CPUC issues its final decision, GSWC will implement a
temporary surcharge to recover the revenue difference between the
interim rates implemented on January 1, 2007 and the final rates
authorized by the CPUC for the period from January 1 to the
implementation of the new final rates. A final decision on this
application is expected in the third quarter of this year. In
addition, GSWC's Region III received an interim annual rate increase
of $135,000 effective January 1, 2007 to cover general office
expenses. The proposed decision issued on July 24, 2007 also
recommends rate increases of $3.0 million for 2007 to recover the rate
increases for general office expenses allocated to Region III. The
amounts ultimately decided by the CPUC will also be retroactive to
January 1, 2007. The final decision may result in increased
administrative and general expenses being allocated to American States
Utility Services, Inc. ("ASUS"), a subsidiary of AWR. Management is
unable to predict the final outcome of these rate cases.
Electric revenues from GSWC's Bear Valley Electric Division
decreased by 11.0% due to a decrease in residential and commercial
usage caused by warmer weather during the second quarter of 2007.
Contracted services operating revenues increased by $9.6 million
during the second quarter of 2007 primarily due to a $9.7 million
increase in ASUS construction revenues for a special wastewater
infrastructure expansion project performed by its Fort Bliss Water
Services Company ("FBWS") subsidiary. There was also an increase in
revenues due to other special projects at the military bases in
Virginia and Maryland in the second quarter of 2007. Earnings and cash
flow from these military special projects are intermittent and may or
may not continue in future periods.
Total operating expenses, for the three months ended June 30,
2007, increased to $61.8 million as compared to the $48.9 million
recorded for the same period in 2006, reflecting: (i) an overall
increase in water supply costs resulting from increased water supply
demand resulting from higher customer consumption; (ii) increases in
other operating expenses due to higher chemical and water treatment
costs; (iii) increases in administrative and general expenses due
primarily to higher labor costs and increased outside services; (iv)
an increase in required and emergency maintenance activities on GSWC's
wells and water supply sources; (v) increased depreciation and
amortization expense reflecting, among other things, the effects of
closing approximately $73 million of additions to utility plant during
2006; (vi) higher property taxes and payroll taxes; and (vii) a
significant increase in construction expenses reflecting primarily the
costs incurred for the special wastewater expansion project at Fort
Bliss. These increases were partially offset by a pretax unrealized
loss of $236,000 on purchased power contracts in 2007 compared to a
$923,000 pretax unrealized loss in 2006, and a net pretax gain on the
sale of a non-utility property in the second quarter of 2007.
In summary, the table below sets forth the results of pretax
operating income by segment (in thousands):
2007 2006 $Change % Change
-------- -------- ------- ---------
Water $15,981 $15,062 $ 919 6.1%
Electric (40) (96) 56 58.3%
Contracted services 1,527 (765) 2,292 299.6%
AWR parent (11) (13) 2 15.4%
-------- -------- ------- ---------
Total pretax
operating income $17,457 $14,188 $ 3,269 23.0%
======== ======== ======= =========
Interest expense increased to $5.6 million compared to $5.4
million for the same period of 2006 primarily reflecting an increase
in short-term cash borrowings at higher interest rates. Interest
income decreased by $377,000 due primarily to the receipt of interest
amounting to $381,000 related to a $3.0 million Internal Revenue
Service ("IRS") refund in May 2006.
The second quarter 2007 income tax expense increased to $5.2
million compared to $3.4 million for the same period of 2006, due
primarily to a 29.0% increase in pretax income and a higher effective
income tax rate.
Year-to-Date 2007 Results
The $0.11 per share increase in earnings for the six months ended
June 30, 2007, compared to the same period of 2006, primarily results
from:
-- an unrealized gain on purchased power contracts in 2007 versus
an unrealized loss on purchased power contracts in 2006 (the
unrealized gain on purchased power contracts increased pretax
income by approximately $2.5 million, or $0.09 per share for
the six months ended June 30, 2007, as compared to a $3.1
million unrealized loss, or $0.11 per share, for the six
months ended June 30, 2006);
-- a decision issued by the CPUC on April 13, 2006 regarding the
accounting treatment of GSWC's water rights lease revenues,
increased pretax operating income by about $2.3 million in
March 2006, or approximately $0.08 per share, when compared to
the same period in 2007;
-- an increase, excluding the $2.3 million of water right lease
revenues as discussed above, in the 2007 margin for the water
segment of $3.8 million, or $0.13 per share, as compared to
the same period of 2006 due to increased water rates, an
increase in water consumption, and a favorable supply mix
change;
-- an increase in ASUS's pretax operating income of $3.4 million,
or $0.12 per share, as compared to the same period of 2006 for
operating, maintaining and improving the water and wastewater
systems at military bases for the U.S. government and includes
increases in revenue recognized for the wastewater
infrastructure expansion project, discussed above in the
quarterly result, under the percentage-of-completion method of
accounting; and
-- other higher operating revenues and expenses, a change in the
effective income tax rate, as well as other items described
below.
Total operating revenues of $151.5 million for the first six
months of 2007 increased by $18.9% compared to revenues of $127.4
million recorded in the same period in 2006. Of the total increase in
revenues, water revenues increased by 6.7% due to rate increases and
higher consumption due to warmer and drier weather. Electric revenues
decreased by 1.6% to $15.1 million reflecting lower kilowatt-hour
usage by residential and commercial customers, also due to the warmer
and drier weather conditions. Contracted services revenue, comprised
of construction revenues and management fees for operating and
maintaining the water and wastewater systems at military bases,
increased to $25.2 million, a $17.4 million increase due primarily to
the wastewater infrastructure expansion project at Fort Bliss for the
six months ended June 30, 2007.
Total operating expenses for the first six months of 2007
increased to $117.2 million as compared to the $99.1 million recorded
for the same period in 2006. Impacting the comparability of the two
periods were: (i) increased supply costs reflecting higher
consumption, partially offset by a favorable change in the supply mix
caused by less purchased water needed to replace groundwater supply
not pumped in the prior year; (ii) an increase of $5.6 million in the
unrealized gain on purchased power contracts due to an increase in
forward energy prices; (iii) increased other operating expenses due to
increased chemical and water treatment costs, as well as the operation
of the Maryland and Virginia military bases for a full six months in
2007; (iv) increased administrative and general expenses resulting
from higher outside services; (v) increased depreciation and
amortization; (vi) increased maintenance expense reflecting emergency
and scheduled maintenance on wells and water supply sources; (vii)
increased property and other taxes due to increased assessed property
values and increased payroll taxes; (viii) increased construction
expenses at Fort Bliss and other military bases; and (ix) a net gain
on the sale of property.
Interest expense increased for the six months ended June 30, 2007
reflecting an increase in short-term interest rates and a slight
increase in the average level of borrowing.
Interest income decreased for the six months ended June 30, 2007
due primarily to the initial recording in the first quarter of 2006 of
interest accrued on the uncollected balance of the Aerojet litigation
memorandum account authorized by the CPUC and the receipt of interest
amounting to $381,000 related to a $3.0 million IRS refund as
discussed above.
Income tax expense increased due to the increase in the pretax
income and an increase in the effective tax rate.
Other - Certain matters discussed in this news release with regard
to the Company's expectations may be forward-looking statements that
involve risks and uncertainties. The assumptions and risk factors that
could cause actual results to differ materially, include those
described in the Company's Form 10-Q and Form 10-K filed with the
Securities and Exchange Commission.
Second Quarter 2007 Earnings Release Conference Call - The Company
will host a conference call today, Thursday, August 9, 2007 at 11:00
a.m. Pacific Time (PT), during which management will be making a brief
presentation focusing on the Company's second quarter results,
strategies, and operating trends.
Interested parties can listen to the conference call over the
Internet by logging on to www.aswater.com. The call will also be
recorded and replayed beginning Thursday, August 9, 2007 at 3:00 p.m.
PT and will run through Thursday, August 16, 2007. The dial-in number
for the audio replay is (800) 642-1687, conference ID# 11781036.
American States Water Company is the parent of Golden State Water
Company, American States Utility Services, Inc. and Chaparral City
Water Company. Through its subsidiaries, AWR provides water service to
1 out of 30 Californians located within 75 communities throughout 10
counties in Northern, Coastal and Southern California (approximately
255,000 customers) and to over 13,000 customers in the city of
Fountain Hills, Arizona, and portions of Scottsdale, Arizona. The
Company also distributes electricity to over 23,000 customers in the
Big Bear recreational area of California. Through its non-regulated
subsidiary, American States Utility Services, Inc., the Company
contracts with the U.S. government and private entities to provide
various services, including water marketing and operation and
maintenance of water and wastewater systems.
American States Water Company
Consolidated
Comparative Condensed Balance Sheets
(in thousands)
June December
30, 31,
2007 2006
-------------------
(Unaudited)
Assets
Utility Plant-Net $757,125 $750,601
Other Property and
Investments 21,596 21,591
Current Assets 70,210 64,436
Regulatory and Other Assets 106,910 100,327
- ----------------------------- --------- ---------
$955,841 $936,955
- ----------------------------- --------- ---------
Capitalization and
Liabilities
Capitalization $560,066 $551,567
Current Liabilities 83,855 85,903
Other Credits 311,920 299,485
- ----------------------------- --------- ---------
$955,841 $936,955
- ----------------------------- --------- ---------
Condensed Statements of Income
(in thousands, except per share amounts)
Three months ended Six months ended
June 30, June 30,
- ----------------------------- ------------------- -------------------
2007 2006 2007 2006
--------- --------- --------- ---------
(Unaudited) (Unaudited)
Operating Revenues $ 79,246 $ 63,038 $151,516 $127,438
--------- --------- --------- ---------
Operating Expenses:
Supply Costs $ 19,024 $ 17,994 $ 35,855 $ 35,075
Unrealized loss (gain) on
purchase power contracts 236 923 (2,474) 3,078
Other operating expenses 6,559 5,886 13,156 10,587
Administrative and general
expenses 13,664 10,902 26,671 22,015
Maintenance 4,353 3,246 7,326 5,719
Depreciation and amortization 7,088 6,610 14,177 13,092
Property and other taxes 2,843 2,480 5,773 5,027
Construction expenses 8,260 809 17,329 4,511
Net gain on sale of property (238) - (605) -
--------- --------- --------- ---------
Total
operating
expenses $ 61,789 $ 48,850 $117,208 $ 99,104
Operating income $ 17,457 $ 14,188 $ 34,308 $ 28,334
Interest expenses (5,570) (5,433) (11,066) (10,688)
Interest income 586 963 1,152 1,776
Equity earnings from
investment 63 - 132 -
--------- --------- --------- ---------
Income From Operations Before
Income Tax Expenses $ 12,536 $ 9,718 $ 24,526 $ 19,422
Income tax expenses 5,214 3,449 10,220 7,252
- ----------------------------- --------- --------- --------- ---------
Net Income $ 7,322 $ 6,269 $ 14,306 $ 12,170
- ----------------------------- --------- --------- --------- ---------
Weighted Average Shares
Outstanding 17,094 16,881 17,066 16,844
- ----------------------------- --------- --------- --------- ---------
Earnings Per Common Share $ 0.42 $ 0.36 $ 0.83 $ 0.71
- ----------------------------- --------- --------- --------- ---------
Weighted Average Diluted
Shares 17,146 16,947 17,121 16,905
- ----------------------------- --------- --------- --------- ---------
Earnings Per Diluted Share $ 0.42 $ 0.36 $ 0.82 $ 0.71
- ----------------------------- --------- --------- --------- ---------
Dividends Declared Per Common
Share $ 0.235 $ 0.225 $ 0.470 $ 0.450
- ----------------------------- --------- --------- --------- ---------
CONTACT: American States Water Company
Robert J. Sprowls
Senior Vice President, Chief Financial Officer,
Treasurer and Corporate Secretary
909-394-3600, ext. 647