false
0000066004
0000066004
2023-11-09
2023-11-09
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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:
November 9, 2023
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 November 9, 2023, Middlesex Water Company announced its financial results
for the quarter ended September 30, 2023. 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/A. Bruce O’Connor |
|
A. Bruce O’Connor |
|
Sr. Vice President, Treasurer and |
|
Chief Financial Officer |
Dated: November 9, 2023
Exhibit 99.1
MIDDLESEX WATER ANNOUNCES THIRD QUARTER 2023 FINANCIAL
RESULTS
Iselin, NJ, (November 9, 2023) - Middlesex
Water Company (“Middlesex” or the “Company”) (NASDAQ:MSEX) a provider of water and wastewater services, today
announced third quarter financial results.
Third Quarter Results
Revenues for the quarter ended September 30, 2023
decreased $1.0 million to $46.7 million, compared to the same period in 2022. Middlesex System revenues decreased $0.2 million due mostly
to lower customer demand partially offset by the implementation of the final phase of the 2021 New Jersey Board of Public Utilities (NJBPU)-approved
base rate increase. In our Delaware System, revenues decreased $0.7 million due to lower customer demand and a 2022 Delaware Public Service
Commission (DEPSC)-ordered rate reduction as a result of Tidewater Utilities exceeding its authorized return on equity. This revenue reduction
was partially offset by an increase in customers.
Operations and maintenance expenses for the quarter
increased $2.3 million over the same period in 2022. The increase was largely related to higher purchased water, water treatment and outside
service costs in our Middlesex System.
Income taxes for the quarter decreased by $1.2
million, when compared to the same period in 2022, primarily due to greater income tax benefits associated with increased repair expenditures
on tangible property in the Middlesex system and lower pretax income.
Net income for the quarter decreased $ 4.3 million,
when compared to the same period in 2022. Diluted earnings per share were $0.56 and $0.80 for the three months ended September 30, 2023,
and 2022, respectively.
Middlesex Chairman, President and Chief Executive
Officer Dennis W. Doll said, “We continue to view the calendar year 2023 as a period of significant transition as we execute our
succession plans, manage rate filing proceedings currently in progress and responsibly manage our resources.”
Year to Date Results
Revenues for the nine months ended September 30,
2023, were $127.7 million, an increase of $4.1 million over the same period in 2022. Middlesex System revenues increased $4.9 million
due mostly to the implementation of the final phase of the 2021 NJBPU-approved base rate increase. In our Delaware System, revenues decreased
$1.2 million due to lower new connection fees and a 2022 DEPSC-ordered rate reduction, partially offset by an increase in customers. 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, 2023 increased $5.0 million over the same period in 2022, primarily due to higher purchased water, water treatment
outside service and labor costs.
Income taxes for the nine
months ended September 30, 2023 decreased by $1.9 million, when compared to the same period in 2022, primarily due to greater income tax
benefits associated with increased repair expenditures on tangible property in the Middlesex system and lower pretax income.
Net income for the nine months ended September
30, 2023 decreased $9.5 million when compared to the same period in 2022. Diluted earnings per share were $1.44 and $1.99 for the nine
months ended September 30, 2023, and 2022, respectively.
Board Declares Dividend, Discount Remains in Effect
We previously announced that our Board of Directors
declared a quarterly cash dividend of $0.325 per common share payable on December 1, 2023, to shareholders of record as of November 16,
2023. This represents a 4.0% increase from the $0.3125 per share dividend last declared in July 2023. Middlesex has paid cash dividends
in varying amounts continually since 1912 and has increased its annual dividend rate for fifty-one consecutive years.
The Company’s 3% discount on purchases by
optional cash payment or dividend reinvestment made in the Company’s Investment Plan is in effect until 200,000 shares are purchased
at the discounted price or December 1, 2023, whichever occurs first. 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 (NASDAQ:
MSEX) serves as a trusted provider of life-sustaining high quality water service for residential, commercial, industrial and fire protection
purposes. The Company and its subsidiaries form the Middlesex family of companies, which collectively serve a population of nearly half
a million people in New Jersey and Delaware. We offer a full range of water, wastewater utility and related services including municipal
and industrial contract operations and water and wastewater system technical operations and maintenance. We are focused on meeting
and balancing 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. To
learn more about Middlesex Water, visit https://www.middlesexwater.com
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.
Media Contact:
Bernadette Sohler, Vice President – Corporate Affairs
Middlesex Water Company
(732) 638-7549
www.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, |
| |
2023 | |
2022 | |
2023 | |
2022 |
| |
| |
| |
| |
|
Operating Revenues | |
$ | 46,715 | | |
$ | 47,732 | | |
$ | 127,672 | | |
$ | 123,611 | |
| |
| | | |
| | | |
| | | |
| | |
Operating Expenses: | |
| | | |
| | | |
| | | |
| | |
Operations and Maintenance | |
| 22,581 | | |
| 20,312 | | |
| 64,042 | | |
| 59,007 | |
Depreciation | |
| 6,376 | | |
| 5,814 | | |
| 18,546 | | |
| 17,107 | |
Other Taxes | |
| 4,936 | | |
| 5,031 | | |
| 14,104 | | |
| 13,543 | |
| |
| | | |
| | | |
| | | |
| | |
Total Operating Expenses | |
| 33,893 | | |
| 31,157 | | |
| 96,692 | | |
| 89,657 | |
| |
| | | |
| | | |
| | | |
| | |
Gain on Sale of Subsidiary | |
| — | | |
| — | | |
| — | | |
| 5,232 | |
| |
| | | |
| | | |
| | | |
| | |
Operating Income | |
| 12,822 | | |
| 16,575 | | |
| 30,980 | | |
| 39,186 | |
| |
| | | |
| | | |
| | | |
| | |
Other Income (Expense): | |
| | | |
| | | |
| | | |
| | |
Allowance for Funds Used During Construction | |
| 496 | | |
| 627 | | |
| 2,162 | | |
| 1,553 | |
Other Income (Expense), net | |
| 936 | | |
| 1,412 | | |
| 3,124 | | |
| 4,185 | |
| |
| | | |
| | | |
| | | |
| | |
Total Other Income, net | |
| 1,432 | | |
| 2,039 | | |
| 5,286 | | |
| 5,738 | |
| |
| | | |
| | | |
| | | |
| | |
Interest Charges | |
| 3,518 | | |
| 2,355 | | |
| 9,364 | | |
| 6,574 | |
| |
| | | |
| | | |
| | | |
| | |
Income before Income Taxes | |
| 10,736 | | |
| 16,259 | | |
| 26,902 | | |
| 38,350 | |
| |
| | | |
| | | |
| | | |
| | |
Income Taxes | |
| 746 | | |
| 1,968 | | |
| 1,143 | | |
| 3,092 | |
| |
| | | |
| | | |
| | | |
| | |
Net Income | |
| 9,990 | | |
| 14,291 | | |
| 25,759 | | |
| 35,258 | |
| |
| | | |
| | | |
| | | |
| | |
Preferred Stock Dividend Requirements | |
| 30 | | |
| 30 | | |
| 90 | | |
| 90 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings Applicable to Common Stock | |
$ | 9,960 | | |
$ | 14,261 | | |
$ | 25,669 | | |
$ | 35,168 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings per share of Common Stock: | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 0.56 | | |
$ | 0.81 | | |
$ | 1.45 | | |
$ | 2.00 | |
Diluted | |
$ | 0.56 | | |
$ | 0.80 | | |
$ | 1.44 | | |
$ | 1.99 | |
| |
| | | |
| | | |
| | | |
| | |
Average Number of | |
| | | |
| | | |
| | | |
| | |
Common Shares Outstanding : | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 17,758 | | |
| 17,628 | | |
| 17,708 | | |
| 17,583 | |
Diluted | |
| 17,873 | | |
| 17,743 | | |
| 17,823 | | |
| 17,698 | |
v3.23.3
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 2 such as Street or Suite number
+ References
+ Details
Name: |
dei_EntityAddressAddressLine2 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
Middlesex Water (NASDAQ:MSEX)
Gráfico Histórico do Ativo
De Nov 2024 até Dez 2024
Middlesex Water (NASDAQ:MSEX)
Gráfico Histórico do Ativo
De Dez 2023 até Dez 2024