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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:
October 31, 2024
MIDDLESEX WATER COMPANY
(Exact name of registrant as specified
in its charter)
New Jersey |
0-422 |
22-1114430 |
(State or other jurisdiction of |
(Commission |
(I.R.S. Employer |
incorporation or organization) |
File Number) |
Identification No.) |
485C Route 1 South, Suite 400, Iselin,
New Jersey 08830
(Address of Principal Executive Offices)
(Zip Code)
732-634-1500
(Registrant’s telephone number,
including area code)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common
Stock, No Par Value |
MSEX |
The NASDAQ Stock Market, LLC |
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 31, 2024, Middlesex Water Company announced its financial results
for the quarter ended September 30, 2024. A copy of the press release announcing these results is attached hereto as Exhibit 99.1 and
incorporated into this Form 8-K by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized.
|
MIDDLESEX WATER COMPANY |
|
(Registrant) |
|
|
|
|
|
/s/Mohammed G. Zerhouni |
|
Mohammed G. Zerhouni |
|
Sr. Vice President, Chief Financial Officer |
|
and Treasurer |
Dated: October 31, 2024
2
Exhibit 99.1
MIDDLESEX WATER ANNOUNCES
THIRD QUARTER 2024 FINANCIAL RESULTS
| Ø | Diluted earnings per share of $0.80 for the quarter, an increase of 42.9%
in comparison to the prior year |
| Ø | Common dividend increased by 4.62%. |
Iselin, NJ, (October 31, 2024) - Middlesex
Water Company (“Middlesex” or the “Company”) (NASDAQ:MSEX) a provider of water and wastewater services, today
announced third quarter financial results.
Third Quarter Operating Results
Diluted earnings per share were $0.80 and $0.56
for the three months ended September 30, 2024, and 2023, respectively. Net income for the quarter was $14.3 million, a $4.3 million increase
when compared to the same period in 2023.
Revenues for the quarter ended September 30, 2024,
increased $8.4 million to $55.1 million, compared to the same period in 2023. Middlesex System revenues increased $6.1 million due primarily
to the New Jersey Board of Public Utilities (NJBPU)-approved base rate increase effective March 1, 2024, and increased customer demand.
In our Delaware System, revenues increased $2.1 million due to customer growth and increased customer demand.
Operations and maintenance expenses for the
quarter increased $2.8 million over the same period in 2023 due to increased legal, financial and regulatory matter costs, an
enhanced water treatment process at Middlesex’s Park Avenue Plant, increased labor costs due to wage increases and higher
energy and chemical costs due to increased water demand.
Year to Date Operating Results
Net income
for the nine months ended September 30, 2024, was $35.5 million, a $9.8 million increase when compared to the same period in 2023.
Diluted earnings per share were $1.98 and $1.44 for the nine months ended September 30, 2024, and 2023, respectively. A significant amount
of the increase is attributable to the implementation of the NJBPU-approved base rate increases in our Middlesex System and the one-time
recovery of previously incurred depreciation, operating and carrying costs of $6.8 million associated with the prior period construction
and operation of the water treatment facilities at Middlesex’s Park Avenue Wellfield. As part of the NJBPU-approved Middlesex base
rate case, which included the impact of the previously disclosed PFOA lawsuit settlement, the NJBPU authorized these operating and carrying
costs to be recovered after Middlesex first applied settlement proceeds to the cost of the water treatment facilities at Middlesex’s
Park Avenue Wellfield.
Revenues for the nine months ended September 30,
2024, were $144.8 million, an increase of $17.1 million over the same period in 2023. Middlesex System revenues increased $12.9 million
primarily due to the NJBPU-approved base rate increase which took effect March 1, 2024, and increased customer demand. In our Delaware
System, revenues increased $3.5 million due to customer growth and increased customer demand. Non-regulated revenues increased $0.3 million
primarily due to higher supplemental contract services.
Operations and maintenance expenses for the
nine months ended September 30, 2024, increased $3.6 million over the same period in 2023, primarily due to increased legal,
financial and regulatory matter costs, an enhanced water treatment process at Middlesex’s Park Avenue Plant, increased labor
costs due to wage increases and higher energy costs due to increased water demand.
Middlesex President and Chief Executive Officer
Nadine Leslie said, “Our strong financial results are a reflection of our commitment to operational excellence, delivering safe
and reliable service to our customers and working constructively with regulators to recover prudent infrastructure investments in a timely
manner. We also increased our common dividend for the 52nd consecutive year by 4.62%,” added Leslie.
Rate Activity
New Jersey
In October 2024, Middlesex
filed a second Distribution System Improvement Charge (DSIC) rate application that is expected to result in $1.1 million of annual revenues.
In addition, in October 2024, Middlesex filed a petition with the NJBPU seeking approval to set a Purchased Water Adjustment Clause tariff
rate to recover additional costs of $0.6 million for the purchase of treated water from a non-affiliated water utility regulated by the
NJBPU.
Delaware
In August 2024, Tidewater
Utilities, Inc. (Tidewater) filed an application with the Delaware Public Service Commission (DEPSC) to increase its general rates for
water service. In the application, Tidewater seeks an overall increase in annual operating revenue of $10.3 million or 25.66% over current
revenue. Effective October 30, 2024, Tidewater received approval of the DEPSC to suspend its DSIC rate and implement an interim rate increase,
which is expected to result in approximately $2.5 million of annual revenues, subject to refund pending the outcome of the rate case application.
In September 2024, the DEPSC
approved Tidewater’s petition to recover up to $2.1 million of costs associated with Tidewater’s obligation to identify and
inventory lead service lines throughout Tidewater’s service area, as required by federal law and Delaware regulations. Through September
30, 2024, Tidewater has spent $1.7 million, which is included in Regulatory Assets and will be recovered through a surcharge mechanism.
Board Declares Dividend, Announces 4.62% Dividend Increase
We previously announced that our Board of Directors
declared a quarterly cash dividend of $0.34 per common share payable on December 2, 2024, to shareholders of record as of November 15,
2024. This represents a 4.62% increase from the $0.325 per share dividend last declared in July 2024. This increase raises the annual
dividend rate to $1.36 from $1.30 per share of common stock. Middlesex has paid cash dividends in varying amounts continually since 1912.
Information about Middlesex Water’s Investment Plan (Direct Share Purchase and Sale and Dividend Reinvestment Plan) is available
at https://shareholder.broadridge.com/middlesexwater/
About Middlesex Water Company
Established in 1897, Middlesex Water Company serves as a trusted provider
offering life-sustaining high quality water service for residential, commercial, industrial and fire protection purposes. The company
offers a full range of water, wastewater utility and related services. The company and its subsidiaries form the Middlesex Water family
of companies, which collectively serve a population of half a million people in New Jersey and Delaware. Middlesex Water is focused on
meeting the needs of our employees, customers, and shareholders. We invest in our people, our infrastructure, and the communities we serve
to support reliable and resilient utility services, economic growth, and quality of life.
This press release contains “forward-looking statements”
within the meaning of U.S. federal securities laws reflecting the current beliefs or expectations of Middlesex Water Company “MSEX”
or the “Company” regarding its future performance, its financial condition, its strategic plans and cash flows, its results
of operations as well as any other statements that do not directly relate to any historical or current facts. These statements reflect
the Company’s current views and information currently available. This information is based on estimates, assumptions, and analysis
that the Company believes, as of the date hereof, provide a reasonable basis for the information contained herein. Forward-looking statements
can generally be identified by the use of forward-looking words such as “outlook,” “believes,” “expects,”
“potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates,” “foresees.”
Actual results, performance or achievements may differ materially from forward-looking statements, and the assumptions on which forward-looking
statements are based. There can be no assurance that the information contained herein is reflective of future performance, and investors
are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. Unless otherwise specified,
all information contained in this press release speaks only as of the date hereof. The Company undertakes no duty to update or revise
the information contained herein, whether as a result of new information, future events or otherwise.
Contact:
Bernadette Sohler, Vice President – Corporate Affairs
bsohler@middlesexwater.com
Jennifer Ketschke, Director of Treasury and Investor Relations
jketschke@middlesexwater.com
MIDDLESEX WATER COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands except
per share amounts)
| |
Three Months Ended September 30, | |
Nine Months Ended September 30, |
| |
2024 | |
2023 | |
2024 | |
2023 |
| |
| |
| |
| |
|
Operating Revenues | |
$ | 55,100 | | |
$ | 46,715 | | |
$ | 144,770 | | |
$ | 127,672 | |
| |
| | | |
| | | |
| | | |
| | |
Operating Expenses: | |
| | | |
| | | |
| | | |
| | |
Operations and Maintenance | |
| 25,359 | | |
| 22,581 | | |
| 67,649 | | |
| 64,042 | |
Depreciation | |
| 6,309 | | |
| 6,376 | | |
| 18,010 | | |
| 18,546 | |
Other Taxes | |
| 5,931 | | |
| 4,936 | | |
| 16,430 | | |
| 14,104 | |
| |
| | | |
| | | |
| | | |
| | |
Total Operating Expenses | |
| 37,599 | | |
| 33,893 | | |
| 102,089 | | |
| 96,692 | |
| |
| | | |
| | | |
| | | |
| | |
Operating Income | |
| 17,501 | | |
| 12,822 | | |
| 42,681 | | |
| 30,980 | |
| |
| | | |
| | | |
| | | |
| | |
Other Income (Expense): | |
| | | |
| | | |
| | | |
| | |
Allowance for Funds Used During Construction | |
| 354 | | |
| 496 | | |
| 787 | | |
| 2,162 | |
Other Income (Expense), net | |
| 1,614 | | |
| 936 | | |
| 9,202 | | |
| 3,124 | |
| |
| | | |
| | | |
| | | |
| | |
Total Other Income, net | |
| 1,968 | | |
| 1,432 | | |
| 9,989 | | |
| 5,286 | |
| |
| | | |
| | | |
| | | |
| | |
Interest Charges | |
| 3,411 | | |
| 3,518 | | |
| 10,721 | | |
| 9,364 | |
| |
| | | |
| | | |
| | | |
| | |
Income before Income Taxes | |
| 16,058 | | |
| 10,736 | | |
| 41,949 | | |
| 26,902 | |
| |
| | | |
| | | |
| | | |
| | |
Income Taxes | |
| 1,739 | | |
| 746 | | |
| 6,402 | | |
| 1,143 | |
| |
| | | |
| | | |
| | | |
| | |
Net Income | |
| 14,319 | | |
| 9,990 | | |
| 35,547 | | |
| 25,759 | |
| |
| | | |
| | | |
| | | |
| | |
Preferred Stock Dividend Requirements | |
| 29 | | |
| 30 | | |
| 89 | | |
| 90 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings Applicable to Common Stock | |
$ | 14,290 | | |
$ | 9,960 | | |
$ | 35,458 | | |
$ | 25,669 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings per share of Common Stock: | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 0.80 | | |
$ | 0.56 | | |
$ | 1.99 | | |
$ | 1.45 | |
Diluted | |
$ | 0.80 | | |
$ | 0.56 | | |
$ | 1.98 | | |
$ | 1.44 | |
| |
| | | |
| | | |
| | | |
| | |
Average Number of | |
| | | |
| | | |
| | | |
| | |
Common Shares Outstanding : | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 17,838 | | |
| 17,758 | | |
| 17,828 | | |
| 17,708 | |
Diluted | |
| 17,952 | | |
| 17,873 | | |
| 17,943 | | |
| 17,823 | |
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