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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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New Jersey
(State of incorporation)
|
22-1114430
(IRS employer identification no.)
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Operating Revenues
|
$ | 28,671 | $ | 29,585 | $ | 78,769 | $ | 77,768 | ||||||||
Operating Expenses:
|
||||||||||||||||
Operations and Maintenance
|
14,667 | 14,036 | 42,760 | 41,205 | ||||||||||||
Depreciation
|
2,421 | 2,387 | 7,250 | 6,827 | ||||||||||||
Other Taxes
|
3,067 | 3,141 | 8,737 | 8,532 | ||||||||||||
Total Operating Expenses
|
20,155 | 19,564 | 58,747 | 56,564 | ||||||||||||
Operating Income
|
8,516 | 10,021 | 20,022 | 21,204 | ||||||||||||
Other Income (Expense):
|
||||||||||||||||
Allowance for Funds Used During Construction
|
235 | 143 | 626 | 785 | ||||||||||||
Other Income
|
759 | 172 | 1,118 | 532 | ||||||||||||
Other Expense
|
(20 | ) | (129 | ) | (180 | ) | (181 | ) | ||||||||
Total Other Income, net
|
974 | 186 | 1,564 | 1,136 | ||||||||||||
Interest Charges
|
1,703 | 1,819 | 4,631 | 5,125 | ||||||||||||
Income before Income Taxes
|
7,787 | 8,388 | 16,955 | 17,215 | ||||||||||||
Income Taxes
|
2,644 | 2,652 | 5,557 | 5,495 | ||||||||||||
Net Income
|
5,143 | 5,736 | 11,398 | 11,720 | ||||||||||||
Preferred Stock Dividend Requirements
|
52 | 52 | 155 | 156 | ||||||||||||
Earnings Applicable to Common Stock
|
$ | 5,091 | $ | 5,684 | $ | 11,243 | $ | 11,564 | ||||||||
|
||||||||||||||||
Earnings per share of Common Stock:
|
||||||||||||||||
Basic
|
$ | 0.33 | $ | 0.37 | $ | 0.72 | $ | 0.81 | ||||||||
Diluted
|
$ | 0.32 | $ | 0.36 | $ | 0.72 | $ | 0.80 | ||||||||
Average Number of
|
||||||||||||||||
Common Shares Outstanding :
|
||||||||||||||||
Basic
|
15,622 | 15,518 | 15,599 | 14,350 | ||||||||||||
Diluted
|
15,885 | 15,781 | 15,862 | 14,613 | ||||||||||||
Cash Dividends Paid per Common Share
|
$ | 0.1825 | $ | 0.1800 | $ | 0.5475 | $ | 0.5400 | ||||||||
See Notes to Unaudited Condensed Consolidated Financial Statements.
|
||||||||||||||||
MIDDLESEX WATER COMPANY
|
CONDENSED CO
N
SOLIDATED BALANCE SHEETS
|
(Unaudited )
|
(In thousands)
|
MIDDLESEX WA
T
ER COMPANY
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(Unaudited)
|
(In thousands)
|
MIDDLESEX WATER COMPANY
|
CONDENSED CONSOLIDATED STATEMENTS
O
F CAPITAL STOCK
|
AND LONG-TERM DEBT
|
(Unaudited)
|
(In thousands)
|
September 30,
|
December 31,
|
|||||||
2011
|
2010
|
|||||||
Common Stock, No Par Value
|
||||||||
Shares Authorized - 40,000 | ||||||||
Shares Outstanding - 2011 - 15,633 | $ | 141,018 | $ | 139,534 | ||||
2010 - 15,566 | ||||||||
Retained Earnings
|
36,450 | 33,745 | ||||||
TOTAL COMMON EQUITY
|
$ | 177,468 | $ | 173,279 | ||||
Cumulative Preferred Stock, No Par Value:
|
||||||||
Shares Authorized - 134 | ||||||||
Shares Outstanding - 32 | ||||||||
Convertible:
|
||||||||
Shares Outstanding, $7.00 Series - 14
|
1,457 | 1,457 | ||||||
Shares Outstanding, $8.00 Series - 7
|
816 | 816 | ||||||
Nonredeemable:
|
||||||||
Shares Outstanding, $7.00 Series - 1
|
80 | 89 | ||||||
Shares Outstanding, $4.75 Series - 10
|
1,000 | 1,000 | ||||||
TOTAL PREFERRED STOCK
|
$ | 3,353 | $ | 3,362 | ||||
Long-term Debt:
|
||||||||
8.05%, Amortizing Secured Note, due December 20, 2021
|
$ | 2,354 | $ | 2,456 | ||||
6.25%, Amortizing Secured Note, due May 19, 2028
|
7,000 | 7,315 | ||||||
6.44%, Amortizing Secured Note, due August 25, 2030
|
5,297 | 5,507 | ||||||
6.46%, Amortizing Secured Note, due September 19, 2031
|
5,577 | 5,787 | ||||||
4.22%, State Revolving Trust Note, due December 31, 2022
|
566 | 585 | ||||||
3.30% to 3.60%, State Revolving Trust Note, due May 1, 2025
|
3,623 | 3,655 | ||||||
3.49%, State Revolving Trust Note, due January 25, 2027
|
633 | 664 | ||||||
4.03%, State Revolving Trust Note, due December 1, 2026
|
846 | 865 | ||||||
4.00% to 5.00%, State Revolving Trust Bond, due August 1, 2021
|
484 | 522 | ||||||
0.00%, State Revolving Fund Bond, due August 1, 2021
|
359 | 397 | ||||||
3.64%, State Revolving Trust Note, due July 1, 2028
|
372 | 387 | ||||||
3.64%, State Revolving Trust Note, due January 1, 2028
|
124 | 130 | ||||||
6.59%, Amortizing Secured Note, due April 20, 2029
|
6,133 | 6,395 | ||||||
7.05%, Amortizing Secured Note, due January 20, 2030
|
4,583 | 4,771 | ||||||
5.69%, Amortizing Secured Note, due January 20, 2030
|
9,402 | 9,786 | ||||||
3.45%, State Revolving Trust Note, due August 1, 2031
|
33 | 17 | ||||||
3.75%, State Revolving Trust Note, due July 1, 2031
|
1,327 | - | ||||||
3.75%, State Revolving Trust Note, due November 30, 2030
|
1,404 | - | ||||||
First Mortgage Bonds:
|
||||||||
5.20%, Series S, due October 1, 2022
|
12,000 | 12,000 | ||||||
5.25%, Series T, due October 1, 2023
|
6,500 | 6,500 | ||||||
5.25%, Series V, due February 1, 2029
|
10,000 | 10,000 | ||||||
5.35%, Series W, due February 1, 2038
|
23,000 | 23,000 | ||||||
0.00%, Series X, due September 1, 2018
|
375 | 430 | ||||||
4.25% to 4.63%, Series Y, due September 1, 2018
|
525 | 590 | ||||||
0.00%, Series Z, due September 1, 2019
|
894 | 1,007 | ||||||
5.25% to 5.75%, Series AA, due September 1, 2019
|
1,315 | 1,440 | ||||||
0.00%, Series BB, due September 1, 2021
|
1,206 | 1,328 | ||||||
4.00% to 5.00%, Series CC, due September 1, 2021
|
1,560 | 1,680 | ||||||
5.10%, Series DD, due January 1, 2032
|
6,000 | 6,000 | ||||||
0.00%, Series EE, due August 1, 2023
|
4,804 | 5,224 | ||||||
3.00% to 5.50%, Series FF, due August 1, 2024
|
6,160 | 6,555 | ||||||
0.00%, Series GG, due August 1, 2026
|
1,352 | 1,440 | ||||||
4.00% to 5.00%, Series HH, due August 1, 2026
|
1,640 | 1,715 | ||||||
0.00%, Series II, due August 1, 2024
|
1,150 | 1,239 | ||||||
3.40% to 5.00%, Series JJ, due August 1, 2027
|
1,560 | 1,625 | ||||||
0.00%, Series KK, due August 1, 2028
|
1,526 | 1,616 | ||||||
5.00% to 5.50%, Series LL, due August 1, 2028
|
1,635 | 1,695 | ||||||
0.00%, Series MM, due August 1, 2030
|
1,901 | 1,968 | ||||||
3.00% to 4.375%, Series NN, due August 1, 2030
|
1,985 | 1,985 | ||||||
SUBTOTAL LONG-TERM DEBT
|
137,205 | 138,276 | ||||||
Less: Current Portion of Long-term Debt | (4,564 | ) | (4,432 | ) | ||||
TOTAL LONG-TERM DEBT | $ | 132,641 | $ | 133,844 |
See Notes to Unaudited Condensed Consolidated Financial Statements.
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(Thousands of Dollars)
|
||||||||||||||||
September 30, 2011
|
December 31, 2010
|
|||||||||||||||
Carrying
|
Fair
|
Carrying
|
Fair
|
|||||||||||||
Amount
|
Value
|
Amount
|
Value
|
|||||||||||||
First Mortgage Bonds
|
$ | 87,088 | $ | 87,579 | $ | 89,037 | $ | 85,405 | ||||||||
SRF Bonds
|
$ | 843 | $ | 850 | $ | 919 | $ | 937 |
(In Thousands Except per Share Amounts)
|
||||||||||||||||
Three Months Ended September 30,
|
||||||||||||||||
2011
|
2010
|
|||||||||||||||
Basic:
|
Income
|
Shares
|
Income
|
Shares
|
||||||||||||
Net Income
|
$ | 5,143 | 15,622 | $ | 5,736 | 15,518 | ||||||||||
Preferred Dividend
|
(52 | ) | (52 | ) | ||||||||||||
Earnings Applicable to Common Stock
|
$ | 5,091 | 15,622 | $ | 5,684 | 15,518 | ||||||||||
Basic EPS
|
$ | 0.33 | $ | 0.37 | ||||||||||||
Diluted:
|
||||||||||||||||
Earnings Applicable to Common Stock
|
$ | 5,091 | 15,622 | $ | 5,684 | 15,518 | ||||||||||
$7.00 Series Preferred Dividend
|
24 | 167 | 24 | 167 | ||||||||||||
$8.00 Series Preferred Dividend
|
14 | 96 | 14 | 96 | ||||||||||||
Adjusted Earnings Applicable to Common Stock
|
$ | 5,129 | 15,885 | $ | 5,722 | 15,781 | ||||||||||
Diluted EPS
|
$ | 0.32 | $ | 0.36 |
(In Thousands Except per Share Amounts)
|
||||||||||||||||
Nine Months Ended September 30,
|
||||||||||||||||
2011
|
2010
|
|||||||||||||||
Basic:
|
Income
|
Shares
|
Income
|
Shares
|
||||||||||||
Net Income
|
$ | 11,398 | 15,599 | $ | 11,720 | 14,350 | ||||||||||
Preferred Dividend
|
(155 | ) | (156 | ) | ||||||||||||
Earnings Applicable to Common Stock
|
$ | 11,243 | 15,599 | $ | 11,564 | 14,350 | ||||||||||
Basic EPS
|
$ | 0.72 | $ | 0.81 | ||||||||||||
Diluted:
|
||||||||||||||||
Earnings Applicable to Common Stock
|
$ | 11,243 | 15,599 | $ | 11,564 | 14,350 | ||||||||||
$7.00 Series Preferred Dividend
|
73 | 167 | 73 | 167 | ||||||||||||
$8.00 Series Preferred Dividend
|
42 | 96 | 42 | 96 | ||||||||||||
Adjusted Earnings Applicable to Common Stock
|
$ | 11,358 | 15,862 | $ | 11,679 | 14,613 | ||||||||||
Diluted EPS
|
$ | 0.72 | $ | 0.80 |
(In Thousands)
|
||||||||||||||||
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
Operations by Segments:
|
2011
|
2010
|
2011
|
2010
|
||||||||||||
Revenues:
|
||||||||||||||||
Regulated
|
$ | 26,262 | $ | 27,062 | $ | 70,935 | $ | 70,083 | ||||||||
Non – Regulated
|
2,605 | 2,826 | 8,220 | 8,183 | ||||||||||||
Inter-segment Elimination
|
(196 | ) | (303 | ) | (386 | ) | (498 | ) | ||||||||
Consolidated Revenues
|
$ | 28,671 | $ | 29,585 | $ | 78,769 | $ | 77,768 | ||||||||
Operating Income:
|
||||||||||||||||
Regulated
|
$ | 8,241 | $ | 9,560 | $ | 18,893 | $ | 19,781 | ||||||||
Non – Regulated
|
275 | 461 | 1,129 | 1,423 | ||||||||||||
Consolidated Operating Income
|
$ | 8,516 | $ | 10,021 | $ | 20,022 | $ | 21,204 | ||||||||
Net Income:
|
||||||||||||||||
Regulated
|
$ | 4,630 | $ | 5,433 | $ | 10,375 | $ | 10,799 | ||||||||
Non – Regulated
|
513 | 303 | 1,023 | 921 | ||||||||||||
Consolidated Net Income
|
$ | 5,143 | $ | 5,736 | $ | 11,398 | $ | 11,720 | ||||||||
Capital Expenditures:
|
||||||||||||||||
Regulated
|
$ | 6,389 | $ | 6,211 | $ | 17,245 | $ | 22,121 | ||||||||
Non – Regulated
|
219 | 31 | 402 | 102 | ||||||||||||
Total Capital Expenditures
|
$ | 6,608 | $ | 6,242 | $ | 17,647 | $ | 22,223 | ||||||||
Assets:
|
As of
September 30,
2011
|
As of
December 31,
2010
|
||||||||||||||
Regulated
|
$ | 504,158 | $ | 486,918 | ||||||||||||
Non – Regulated
|
8,775 | 8,116 | ||||||||||||||
Inter-segment Elimination
|
(5,780 | ) | (5,849 | ) | ||||||||||||
Consolidated Assets
|
$ | 507,153 | $ | 489,185 |
($ In Thousands)
|
||||||||||||||||
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Average Daily Amounts Outstanding
|
$ | 21,995 | $ | 14,902 | $ | 19,629 | $ | 29,297 | ||||||||
Weighted Average Interest Rates
|
1.32% | 1.53% | 1.50% | 1.59% |
(In Thousands)
|
||||||||||||||||
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Treated
|
$ | 682 | $ | 737 | $ | 1,974 | $ | 2,168 | ||||||||
Untreated
|
672 | 618 | 1,794 | 1,753 | ||||||||||||
Total Costs
|
$ | 1,354 | $ | 1,355 | $ | 3,768 | $ | 3,921 |
(In Thousands)
|
||||||||||||||||
Pension Benefits
|
Other Benefits
|
|||||||||||||||
Three Months Ended September 30,
|
||||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Service Cost
|
$ | 394 | $ | 349 | $ | 326 | $ | 256 | ||||||||
Interest Cost
|
566 | 557 | 401 | 334 | ||||||||||||
Expected Return on Assets
|
(571 | ) | (505 | ) | (256 | ) | (190 | ) | ||||||||
Amortization of Unrecognized Losses
|
141 | 127 | 219 | 133 | ||||||||||||
Amortization of Unrecognized Prior Service Cost
|
2 | 2 | - | - | ||||||||||||
Amortization of Transition Obligation
|
- | - | 33 | 34 | ||||||||||||
Net Periodic Benefit Cost
|
$ | 532 | $ | 530 | $ | 723 | $ | 567 |
Nine Months Ended September 30,
|
||||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Service Cost
|
$ | 1,181 | $ | 1,047 | $ | 979 | $ | 769 | ||||||||
Interest Cost
|
1,696 | 1,671 | 1,203 | 1,001 | ||||||||||||
Expected Return on Assets
|
(1,712 | ) | (1,515 | ) | (769 | ) | (569 | ) | ||||||||
Amortization of Unrecognized Losses
|
424 | 380 | 658 | 399 | ||||||||||||
Amortization of Unrecognized Prior Service Cost
|
7 | 7 | - | - | ||||||||||||
Amortization of Transition Obligation
|
- | - | 101 | 101 | ||||||||||||
Net Periodic Benefit Cost
|
$ | 1,596 | $ | 1,590 | $ | 2,172 | $ | 1,701 |
|
-
|
statements as to expected financial condition, performance, prospects and earnings of the Company;
|
|
-
|
statements regarding strategic plans for growth;
|
|
-
|
statements regarding the amount and timing of rate increases and other regulatory matters, including the recovery of certain costs recorded as regulatory assets;
|
|
-
|
statements as to the Company’s expected liquidity needs during the upcoming fiscal year and beyond and statements as to the sources and availability of funds to meet its liquidity needs;
|
|
-
|
statements as to expected rates, consumption volumes, service fees, revenues, margins, expenses and operating results;
|
|
-
|
statements as to the Company’s compliance with environmental laws and regulations and estimations of the materiality of any related costs;
|
|
-
|
statements as to the safety and reliability of the Company’s equipment, facilities and operations;
|
|
-
|
statements as to financial projections;
|
|
-
|
statements as to the ability of the Company to pay dividends;
|
|
-
|
statements as to the Company’s plans to renew municipal franchises and consents in the territories it serves;
|
|
-
|
expectations as to the amount of cash contributions to fund the Company’s retirement benefit plans, including statements as to anticipated discount rates and rates of return on plan assets;
|
|
-
|
statements as to trends; and
|
|
-
|
statements regarding the availability and quality of our water supply.
|
|
-
|
the effects of general economic conditions;
|
|
-
|
increases in competition in the markets served by the Company;
|
|
-
|
the ability of the Company to control operating expenses and to achieve efficiencies in its operations;
|
|
-
|
the availability of adequate supplies of water;
|
|
-
|
actions taken by government regulators, including decisions on rate increase requests;
|
|
-
|
ability to meet current or additional water quality standards;
|
|
-
|
weather variations and other natural phenomena;
|
|
-
|
the existence of financially attractive acquisition candidates and the risks involved in pursuing those acquisitions;
|
|
-
|
acts of war or terrorism;
|
|
-
|
significant changes in the pace of housing development in Delaware;
|
|
-
|
the availability and cost of capital resources;
|
|
-
|
the ability to translate Preliminary Survey & Investigation (PS&I) charges into viable projects; and
|
|
-
|
other factors discussed elsewhere in this quarterly report.
|
•
|
Serve as a trusted and continually-improving provider of safe, reliable and cost-effective water, wastewater and related services;
|
•
|
Provide a comprehensive suite of water and wastewater solutions in the continually-developing Delaware market that results in profitable growth;
|
•
|
Pursue profitable growth in our core states of New Jersey and Delaware, as well as additional states; and
|
•
|
Invest in products, services and other viable opportunities that complement our core competencies.
|
(In Thousands)
|
||||||||||||||||||||||||
Three Months Ended September 30,
|
||||||||||||||||||||||||
2011 | 2010 | |||||||||||||||||||||||
Regulated
|
Non-
Regulated
|
Total
|
Regulated
|
Non-
Regulated
|
Total
|
|||||||||||||||||||
Revenues
|
$ | 26,119 | $ | 2,552 | $ | 28,671 | $ | 27,062 | $ | 2,523 | $ | 29,585 | ||||||||||||
Operations and maintenance expenses
|
12,492 | 2,175 | 14,667 | 12,079 | 1,957 | 14,036 | ||||||||||||||||||
Depreciation expense
|
2,386 | 35 | 2,421 | 2,351 | 36 | 2,387 | ||||||||||||||||||
Other taxes
|
3,000 | 67 | 3,067 | 3,072 | 69 | 3,141 | ||||||||||||||||||
Operating income
|
8,241 | 275 | 8,516 | 9,560 | 461 | 10,021 | ||||||||||||||||||
Other income, net
|
336 | 638 | 974 | 113 | 73 | 186 | ||||||||||||||||||
Interest expense
|
1,680 | 23 | 1,703 | 1,791 | 28 | 1,819 | ||||||||||||||||||
Income taxes
|
2,267 | 377 | 2,644 | 2,449 | 203 | 2,652 | ||||||||||||||||||
Net income
|
$ | 4,630 | $ | 513 | $ | 5,143 | $ | 5,433 | $ | 303 | $ | 5,736 |
|
·
|
Middlesex System revenues decreased $0.9 million, primarily from decreased contract sales to municipalities ($0.5 million) and decreased sales to general meter service customers ($0.4 million), both resulting from cooler temperatures and higher precipitation in the third quarter of 2011 as compared to 2010; and
|
|
·
|
Tidewater System revenues remained consistent, primarily due to decreased consumption sales from similar weather patterns experienced in the Middlesex System in the third quarter of 2011 as compared to 2010, offset by fixed service charges for new customers.
|
|
·
|
Employee healthcare costs and postretirement benefit plan expenses increased $0.5 million;
|
|
·
|
Increased net costs of $0.1 million from the implementation of a company wide information technology platform;
|
|
·
|
Costs associated with main breaks decreased $0.1 million, as we experienced less severe, and a lower number of, water main breaks in 2011 as compared to 2010; and
|
|
·
|
All other operation and maintenance expense categories increased $0.1 million.
|
|
·
|
A gain of $0.6 million as a result of transferring USA’s existing LineCare contracts to HomeServe; and
|
|
·
|
Increased Allowance for Funds Used During Construction from higher capitalized interest resulting from higher average construction work in progress balances in the third quarter of 2011 as compared to the third quarter of 2010.
|
(In Thousands)
|
||||||||||||||||||||||||
Nine Months Ended September 30,
|
||||||||||||||||||||||||
2011
|
2010
|
|||||||||||||||||||||||
Regulated
|
Non-
Regulated
|
Total
|
Regulated
|
Non-
Regulated
|
Total
|
|||||||||||||||||||
Revenues
|
$ | 70,708 | $ | 8,061 | $ | 78,769 | $ | 70,083 | $ | 7,685 | $ | 77,768 | ||||||||||||
Operations and maintenance expenses
|
36,139 | 6,621 | 42,760 | 35,263 | 5,942 | 41,205 | ||||||||||||||||||
Depreciation expense
|
7,141 | 109 | 7,250 | 6,713 | 114 | 6,827 | ||||||||||||||||||
Other taxes
|
8,535 | 202 | 8,737 | 8,326 | 206 | 8,532 | ||||||||||||||||||
Operating income
|
18,893 | 1,129 | 20,022 | 19,781 | 1,423 | 21,204 | ||||||||||||||||||
Other income, net
|
811 | 753 | 1,564 | 914 | 222 | 1,136 | ||||||||||||||||||
Interest expense
|
4,557 | 74 | 4,631 | 5,018 | 107 | 5,125 | ||||||||||||||||||
Income taxes
|
4,772 | 785 | 5,557 | 4,878 | 617 | 5,495 | ||||||||||||||||||
Net income
|
$ | 10,375 | $ | 1,023 | $ | 11,398 | $ | 10,799 | $ | 921 | $ | 11,720 |
|
·
|
Middlesex System revenues increased $0.7 million, primarily due to the 13.5% rate increase that went into effect in late March 2010 offset by decreased sales to general meter service and contract customers resulting from cooler temperatures and higher precipitation during the summer of 2011 as compared to 2010;
|
|
·
|
Tidewater System revenues remained consistent, primarily due to decreased consumption sales from similar weather patterns experienced in the Middlesex System in 2011 as compared to 2010 and lower connection fees offset by increased fixed service charges for new customers; and
|
|
·
|
USA-PA’s revenues increased $0.3 million, primarily from scheduled increases in the fixed fees paid under contract with the City of Perth Amboy.
|
|
·
|
Labor costs increased $0.5 million primarily due to higher average labor rates from annual wage increases and lower capitalized labor;
|
|
·
|
Employee healthcare costs and postretirement benefit plan expenses increased $0.9 million;
|
|
·
|
Increased net costs of $0.3 million from the implementation of a company wide information technology platform;
|
|
·
|
Increased subcontractor charges of $0.3 million at our USA-PA subsidiary;
|
|
·
|
Increased transportation charges of $0.1 million primarily resulting from higher average gasoline prices;
|
|
·
|
Variable production costs decreased $0.4 million primarily due to lower purchase power costs resulting from decreased consumption;
|
|
·
|
Costs associated with water main breaks decreased $0.3 million, as we experienced less severe and a lower number of main breaks in 2011 as compared to 2010; and
|
|
·
|
All other operating and maintenance expense categories increased $0.2 million.
|
|
·
|
Lower average short term debt outstanding in 2011 as compared to 2010; and
|
|
·
|
Lower interest rates on long term debt outstanding in 2011 as compared to 2010.
|
|
·
|
A gain of $0.6 million as a result of transferring USA’s LineCare contracts to HomeServe; and
|
|
·
|
Decreased Allowance for Funds Used During Construction ($0.2 million) from lower capitalized interest resulting from lower average construction work in progress balances in 2011 as compared to 2010.
|
|
·
|
Internally generated funds
|
|
·
|
Proceeds from the sale of common stock through the DRP
|
|
·
|
Funds available and held in trust under existing New Jersey SRF loans (currently, $2.9 million) and Delaware SRF loans (currently, $2.7 million). The SRF programs provide low cost financing for projects that meet certain water quality and system improvement benchmarks.
|
|
·
|
Short-term borrowings, if necessary, through $60.0 million of available lines of credit with several financial institutions. As of September 30, 2011, the outstanding borrowings under these credit lines were $24.3 million.
|
Item 1.
|
Lega
l
Pr
oceedings
|
Item 2.
|
Unre
g
i
stered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
De
fault
s
Upon Senior Securities
|
Item 4.
|
Remove
d
and Reserved
|
Item 5.
|
Other I
n
f
ormation
|
Item 6.
|
Ex
hi
b
its
|
10.4
|
Copy of Amended Supply Agreement, dated as of July 27, 2011, between the Company and the Old Bridge Municipal Utilities Authority.
|
10.40
|
Amended Promissory Note for a committed line of credit between registrant’s wholly-owned subsidiary, Tidewater Utilities, Inc. and CoBank, ACB.
|
31.1
|
Section 302 Certification by Dennis W. Doll pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934.
|
31.2
|
Section 302 Certification by A. Bruce O’Connor pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934.
|
32.1
|
Section 906 Certification by Dennis W. Doll pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.2
|
Section 906 Certification by A. Bruce O’Connor pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
XBRL Instance Document*
|
101.SCH
|
XBRL Schema Document*
|
101.CAL
|
XBRL Calculation Linkbase Document*
|
101.LAB
|
XBRL Labels Linkbase Document*
|
101.PRE
|
XBRL Presentation Linkbase Document*
|
101.DEF
|
XBRL Definition Linkbase Document*
|
MIDDLESEX WATER COMPANY
|
||
By:
|
/s/A. Bruce O’Connor
|
|
A. Bruce O’Connor
|
||
Vice President and
|
||
Chief Financial Officer
|
||
(Principal Accounting Officer)
|
|
(i)
|
Two (2.0) million gallons of water a day, or
|
|
(ii)
|
Such greater amount as may be elected under Article 7 (b) of this Agreement.
|
|
(i)
|
A fraction (the numerator of which is the actual daily usage; and the denominator of which is the applicable Daily Minimum or Revised Daily Minimum then in effect multiplied by 1.5)
multiplied
by the Contract Rate.
|
|
(i)
|
A fraction (the numerator of which is the quantity of water supplied in the maximum peak hour multiplied by 24; and the denominator of which is the applicable Daily Minimum
|
|
or Revised Daily Minimum then in effect multiplied by 2.0)
multiplied
by the Contract Rate.
|
MIDDLESEX WATER COMPANY
|
||
ATTEST:
|
||
By:
|
/s/Dennis W. Doll
|
|
/s/ Kenneth J. Quinn
|
Dennis W Doll, President
|
|
Kenneth J. Quinn
|
||
Secretary
|
||
OLD BRIDGE MUNICIPAL
|
||
UTILITIES AUTHORITY
|
||
ATTEST:
|
||
By:
|
/s/Thomas Galante
|
|
/s/Kiran Desai
|
Thomas Galante, Chairman
|
|
Kiran Desai, Secretary
|
MIDDLESEX WATER COMPANY
|
Nineteenth Revised Sheet No. 40
|
Canceling
|
|
B.P.U. No. 1 - WATER
|
Eighteenth Revised Sheet No. 40____
|
Date of Issue:
|
August 17, 2009
|
Effective for service
|
|
Rendered on and after:
|
|
Issued by:
|
Dennis W. Doll, President
|
|
1500 Ronson Road
|
March 17, 2010
|
|
Iselin, New Jersey 08830-3020
|
MIDDLESEX WATER COMPANY
|
Ninth Revised Sheet No. 42
|
Canceling
|
|
B.P.U. No. 1 - WATER
|
Eighth Revised Sheet No. 42_____
|
Date of Issue:
|
August 17, 2009
|
Effective for service
|
Rendered on and after:
|
||
Issued by:
|
Dennis W. Doll, President
|
|
1500 Ronson Road
|
March 17, 2010
|
|
Iselin, New Jersey 08830-3020
|
CoBANK, ACB
|
TIDEWATER UTILITIES, INC.
|
|||
By:
|
/s/Shannon Davoren
|
By:
|
/s/A. Bruce O’Connor
|
|
Title:
|
Assistant Corporate Secretary
|
Title:
|
Treasurer
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Middlesex Water Company;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have;
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
Disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Middlesex Water Company;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))for the registrant and have;
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d.
|
Disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Dennis W. Doll
|
Dennis W. Doll
|
|
Chief Executive Officer
|
/s/ A. Bruce O’Connor
|
|
A. Bruce O’Connor
|
|
Chief Financial Officer
|