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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2011 or
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
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Connecticut
(State or other jurisdiction of
incorporation or organization)
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06-0739839
(I.R.S. Employer Identification No.)
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93 West Main Street, Clinton, CT
(Address of principal executive office)
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06413
(Zip Code)
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Large Accelerated Filer o
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Accelerated Filer x
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Non-Accelerated Filer o
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Smaller Reporting Company o
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Part I, Item 1: Financial Statements (Unaudited)
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Page 3
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Page 4
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Page 5
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Page 6
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Page 7
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Page 8
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Page 9
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Page 11
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Page 15
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Page 15
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Page 15
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Page 15
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Page 16
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Page 16
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Exhibit 31.1
Exhibit 31.2
Exhibit 32
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Page 17
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Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED BALANCE SHEETS
|
||||||||
At March 31, 2011 and December 31, 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands)
|
||||||||
March 31,
|
December 31,
|
|||||||
ASSETS
|
2011
|
2010
|
||||||
Utility Plant
|
$ | 469,384 | $ | 467,589 | ||||
Construction Work in Progress
|
3,998 | 4,013 | ||||||
473,382 | 471,602 | |||||||
Accumulated Provision for Depreciation
|
(128,876 | ) | (127,383 | ) | ||||
Net Utility Plant
|
344,506 | 344,219 | ||||||
|
||||||||
Other Property and Investments
|
5,814 | 5,568 | ||||||
|
||||||||
Cash and Cash Equivalents
|
1,200 | 952 | ||||||
Accounts Receivable (Less Allowance, 2011 - $1,221; 2010 - $1,061)
|
9,465 | 10,135 | ||||||
Accrued Unbilled Revenues
|
5,905 | 6,344 | ||||||
Materials and Supplies, at Average Cost
|
1,188 | 1,248 | ||||||
Prepayments and Other Current Assets
|
3,447 | 1,749 | ||||||
Total Current Assets
|
21,205 | 20,428 | ||||||
Restricted Cash
|
1,226 | 1,226 | ||||||
Unamortized Debt Issuance Expense
|
7,205 | 7,334 | ||||||
Unrecovered Income Taxes
|
25,938 | 24,696 | ||||||
Pension Benefits
|
6,091 | 6,296 | ||||||
Post-Retirement Benefits Other Than Pension
|
5,335 | 5,451 | ||||||
Goodwill
|
3,608 | 3,608 | ||||||
Deferred Charges and Other Costs
|
6,121 | 6,385 | ||||||
Total Regulatory and Other Long-Term Assets
|
55,524 | 54,996 | ||||||
Total Assets
|
$ | 427,049 | $ | 425,211 | ||||
CAPITALIZATION AND LIABILITIES
|
||||||||
Common Stockholders' Equity
|
$ | 113,916 | $ | 113,191 | ||||
Preferred Stock
|
772 | 772 | ||||||
Long-Term Debt
|
111,485 | 111,675 | ||||||
Total Capitalization
|
226,173 | 225,638 | ||||||
Interim Bank Loans Payable
|
26,297 | 26,342 | ||||||
Accounts Payable and Accrued Expenses
|
4,607 | 6,552 | ||||||
Accrued Taxes
|
965 | 598 | ||||||
Accrued Interest
|
1,306 | 993 | ||||||
Other Current Liabilities
|
925 | 617 | ||||||
Total Current Liabilities
|
34,100 | 35,102 | ||||||
Advances for Construction
|
36,740 | 36,719 | ||||||
Contributions in Aid of Construction
|
55,822 | 55,761 | ||||||
Deferred Federal and State Income Taxes
|
34,722 | 34,246 | ||||||
Unfunded Future Income Taxes
|
20,741 | 19,474 | ||||||
Long-Term Compensation Arrangements
|
17,250 | 16,747 | ||||||
Unamortized Investment Tax Credits
|
1,361 | 1,376 | ||||||
Other Long-Term Liabilities
|
140 | 148 | ||||||
Total Long-Term Liabilities
|
166,776 | 164,471 | ||||||
Commitments and Contingencies
|
||||||||
Total Capitalization and Liabilities
|
$ | 427,049 | $ | 425,211 | ||||
Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED STATEMENTS OF CAPITALIZATION
|
||||||||
At March 31, 2011 and December 31, 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands, except share data)
|
||||||||
March 31,
|
December 31,
|
|||||||
2011
|
2010
|
|||||||
Common Stockholders' Equity
|
||||||||
Common Stock Without Par Value Authorized - 25,000,000 Shares;
|
$ | 72,126 | $ | 71,636 | ||||
Shares Issued and Outstanding: 2011 - 8,704,500 ; 2010 - 8,676,849
|
||||||||
Stock Issuance Expense
|
(1,612 | ) | (1,612 | ) | ||||
Retained Earnings
|
43,841 | 43,603 | ||||||
Accumulated Other Comprehensive Loss
|
(439 | ) | (436 | ) | ||||
Total Common Stockholders' Equity
|
113,916 | 113,191 | ||||||
Preferrred Stock
|
||||||||
Cumulative Preferred Stock of Connecticut Water Service, Inc.
|
||||||||
Series A Voting, $20 Par Value; Authorized, Issued and
|
||||||||
Outstanding 15,000 Shares, Redeemable at $21.00 Per Share
|
300 | 300 | ||||||
Series $.90 Non-Voting, $16 Par Value; Authorized 50,000 Shares
|
||||||||
Issued and Outstanding 29,499 Shares, Redeemable at $16.00 Per Share
|
472 | 472 | ||||||
Total Preferred Stock of Connecticut Water Service, Inc.
|
772 | 772 | ||||||
Long-Term Debt
|
||||||||
The Connecticut Water Company
|
||||||||
Unsecured Water Facilities Revenue Refinancing Bonds
|
||||||||
5.05% 1998 Series A, due 2028
|
9,570 | 9,580 | ||||||
5.125% 1998 Series B, due 2028
|
7,505 | 7,530 | ||||||
4.40% 2003A Series, due 2020
|
8,000 | 8,000 | ||||||
5.00% 2003C Series, due 2022
|
14,795 | 14,795 | ||||||
Var. 2004 Series Variable Rate, due 2029
|
12,500 | 12,500 | ||||||
Var. 2004 Series A, due 2028
|
5,000 | 5,000 | ||||||
Var. 2004 Series B, due 2028
|
4,550 | 4,550 | ||||||
5.00% 2005 A Series, due 2040
|
14,885 | 14,885 | ||||||
5.00% 2007 A Series, due 2037
|
14,680 | 14,835 | ||||||
5.10% 2009 A Series, due 2039
|
20,000 | 20,000 | ||||||
Total The Connecticut Water Company
|
111,485 | 111,675 | ||||||
Total Capitalization
|
$ | 226,173 | $ | 225,638 | ||||
Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED STATEMENTS OF INCOME
|
||||||||
For the Three Months Ended March 31, 2011 and 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands, except per share amounts)
|
||||||||
2011
|
2010
|
|||||||
Operating Revenues
|
$ | 15,989 | $ | 13,801 | ||||
Operating Expenses
|
||||||||
Operation and Maintenance
|
8,010 | 8,090 | ||||||
Depreciation
|
1,872 | 1,681 | ||||||
Income Taxes
|
1,102 | 409 | ||||||
Taxes Other Than Income Taxes
|
1,645 | 1,518 | ||||||
Total Operating Expenses
|
12,629 | 11,698 | ||||||
Net Operating Revenues
|
3,360 | 2,103 | ||||||
Other Utility Income, Net of Taxes
|
178 | 180 | ||||||
Total Utility Operating Income
|
3,538 | 2,283 | ||||||
Other Income (Deductions), Net of Taxes
|
||||||||
Non-Water Sales Earnings
|
193 | 236 | ||||||
Allowance for Funds Used During Construction
|
31 | 31 | ||||||
Other
|
(134 | ) | (113 | ) | ||||
Total Other Income, Net of Taxes
|
90 | 154 | ||||||
Interest and Debt Expense
|
||||||||
Interest on Long-Term Debt
|
1,149 | 1,167 | ||||||
Other Interest Charges
|
105 | 86 | ||||||
Amortization of Debt Expense
|
106 | 114 | ||||||
Total Interest and Debt Expense
|
1,360 | 1,367 | ||||||
Net Income
|
2,268 | 1,070 | ||||||
Preferred Stock Dividend Requirement
|
9 | 9 | ||||||
Net Income Applicable to Common Stock
|
$ | 2,259 | $ | 1,061 | ||||
Weighted Average Common Shares Outstanding:
|
||||||||
Basic
|
8,579 | 8,502 | ||||||
Diluted
|
8,694 | 8,599 | ||||||
Earnings Per Common Share:
|
||||||||
Basic
|
$ | 0.26 | $ | 0.12 | ||||
Diluted
|
$ | 0.26 | $ | 0.12 | ||||
Dividends Per Common Share
|
$ | 0.2325 | $ | 0.2275 | ||||
Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
||||||||
For the Three Months Ended March 31, 2011 and 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands)
|
||||||||
2011
|
2010
|
|||||||
Net Income Applicable to Common Stock
|
$ | 2,259 | $ | 1,061 | ||||
Other Comprehensive Income, net of tax
|
||||||||
Qualified Cash Flow Hedging Instrument Income,
|
||||||||
net of tax expense of $0 in 2011 and $0 in 2010
|
1 | 1 | ||||||
Adjustment to Pension and Post-Retirement Benefits Other
|
||||||||
Than Pension, net of tax income of $4 in 2011 and $0 in 2010
|
(6 | ) | (1 | ) | ||||
Unrealized Gain on Investments, net of tax expense of $1 in 2011 and $14 in 2010
|
2 | 22 | ||||||
Comprehensive Income
|
$ | 2,256 | $ | 1,083 | ||||
Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
|
||||||||
For the Three Months Ended March 31, 2011 and 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands, except per share amounts)
|
||||||||
2011
|
2010
|
|||||||
Balance at Beginning of Period
|
$ | 43,603 | $ | 41,785 | ||||
Net Income Before Preferred Dividends
|
2,268 | 1,070 | ||||||
45,871 | 42,855 | |||||||
Dividends Declared:
|
||||||||
Cumulative Preferred, Class A, $0.20 per share
|
3 | 3 | ||||||
Cumulative Preferred, Series $0.90, $0.225 per share
|
6 | 6 | ||||||
Common Stock - 2011 $0.2325 per share; 2010 $0.2275 per share
|
2,021 | 1,956 | ||||||
2,030 | 1,965 | |||||||
Balance at End of Period
|
$ | 43,841 | $ | 40,890 | ||||
Connecticut Water Service, Inc. and Subsidiaries
|
||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
For the Three Months Ended March 31, 2011 and 2010
|
||||||||
(Unaudited)
|
||||||||
(In thousands)
|
||||||||
2011
|
2010
|
|||||||
Operating Activities:
|
||||||||
Net Income
|
$ | 2,268 | $ | 1,070 | ||||
Adjustments to Reconcile Net Income to Net Cash Provided by
|
||||||||
Operating Activities:
|
||||||||
Deferred Revenues
|
60 | 60 | ||||||
Allowance for Funds Used During Construction
|
(31 | ) | (52 | ) | ||||
Depreciation (including $201 in 2011 and 2010 charged to other accounts)
|
2,073 | 1,882 | ||||||
Change in Assets and Liabilities:
|
||||||||
Decrease in Accounts Receivable and Accrued Unbilled Revenues
|
1,108 | 1,273 | ||||||
Increase in Prepayments and Other Current Assets
|
(1,637 | ) | (1,831 | ) | ||||
Decrease in Other Non-Current Items
|
1,050 | 979 | ||||||
(Decrease) Increase in Accounts Payable, Accrued Expenses and Other
|
||||||||
Current Liabilities
|
(301 | ) | 431 | |||||
Increase in Deferred Income Taxes and Investment Tax Credits, Net
|
486 | 405 | ||||||
Total Adjustments
|
2,808 | 3,147 | ||||||
Net Cash and Cash Equivalents Provided by Operating Activities
|
5,076 | 4,217 | ||||||
Investing Activities:
|
||||||||
Company Financed Additions to Utility Plant
|
(2,895 | ) | (4,248 | ) | ||||
Advances from Others for Construction
|
(70 | ) | (32 | ) | ||||
Net Additions to Utility Plant Used in Continuing Operations
|
(2,965 | ) | (4,280 | ) | ||||
Purchase of Customer Contracts
|
-- | (900 | ) | |||||
Purchase of water systems, net of cash acquired
|
-- | (297 | ) | |||||
Release of restricted cash
|
-- | 1,084 | ||||||
Net Cash and Cash Equivalents Used in Investing Activities
|
(2,965 | ) | (4,393 | ) | ||||
Financing Activities:
|
||||||||
Proceeds from Interim Bank Loans
|
26,297 | 22,170 | ||||||
Repayment of Interim Bank Loans
|
(26,342 | ) | (25,000 | ) | ||||
Proceeds from Issuance of Common Stock
|
332 | 242 | ||||||
Proceeds from the Exercise of Stock Options
|
-- | 20 | ||||||
Repayment of Long-Term Debt Including Current Portion
|
(190 | ) | (175 | ) | ||||
Advances from Others for Construction
|
70 | 32 | ||||||
Cash Dividends Paid
|
(2,030 | ) | (1,966 | ) | ||||
Net Cash and Cash Equivalents Used in Financing Activities
|
(1,863 | ) | (4,677 | ) | ||||
Net (Decrease) Increase in Cash and Cash Equivalents
|
248 | (4,853 | ) | |||||
Cash and Cash Equivalents at Beginning of Period
|
952 | 5,437 | ||||||
Cash and Cash Equivalents at End of Period
|
$ | 1,200 | $ | 584 | ||||
Non-Cash Investing and Financing Activities:
|
||||||||
Non-Cash Contributed Utility Plant
|
$ | 112 | $ | 43 | ||||
Short-term Investment of Bond Proceeds Held in Restricted Cash
|
$ | 1,226 | $ | 11,611 | ||||
Supplemental Disclosures of Cash Flow Information:
|
||||||||
Cash Paid for:
|
||||||||
Interest
|
$ | 1,066 | $ | 980 | ||||
State and Federal Income Taxes
|
$ | 1,225 | $ | 481 | ||||
Three Months
|
||||||||
Period ended March 31,
|
2011
|
2010
|
||||||
Service Cost
|
$ | 443 | $ | 409 | ||||
Interest Cost
|
545 | 542 | ||||||
Expected Return on Plan Assets
|
(675 | ) | (639 | ) | ||||
Amortization of:
|
||||||||
Transition Obligation
|
-- | 1 | ||||||
Prior Service Cost
|
17 | 17 | ||||||
Net Loss
|
188 | 138 | ||||||
Net Periodic Benefit Cost
|
$ | 518 | $ | 468 |
Three Months
|
||||||||
Period ended March 31,
|
2011
|
2010
|
||||||
Service Cost
|
$ | 187 | $ | 141 | ||||
Interest Cost
|
179 | 135 | ||||||
Expected Return on Plan Assets
|
(75 | ) | (77 | ) | ||||
Other
|
56 | 56 | ||||||
Amortization of:
|
||||||||
Prior Service Cost
|
(101 | ) | (101 | ) | ||||
Recognized Net Loss
|
160 | 66 | ||||||
Net Periodic Benefit Cost
|
$ | 406 | $ | 220 |
Three months ended March 31,
|
2011
|
2010
|
||||||
Common Shares Outstanding End of Period:
|
8,704,500 | 8,614,234 | ||||||
Weighted Average Shares Outstanding (Days Outstanding Basis):
|
||||||||
Basic
|
8,578,873 | 8,502,293 | ||||||
Diluted
|
8,694,036 | 8,599,387 | ||||||
Basic Earnings per Share
|
$ | 0.26 | $ | 0.12 | ||||
Dilutive Effect of Unexercised Stock Options
|
-- | -- | ||||||
Diluted Earnings per Share
|
$ | 0.26 | $ | 0.12 |
(in thousands)
|
Level 1
|
Level 2
|
Level 3
|
|||||||||
Asset Type:
|
||||||||||||
Money Market Fund
|
$ | 53 | $ | -- | $ | -- | ||||||
Mutual Funds:
|
||||||||||||
Equity Funds (1)
|
856 | -- | -- | |||||||||
Total
|
$ | 909 | $ | -- | $ | -- |
(in thousands)
|
Level 1
|
Level 2
|
Level 3
|
|||||||||
Asset Type:
|
||||||||||||
Money Market Fund
|
$ | 107 | $ | -- | $ | -- | ||||||
Mutual Funds:
|
||||||||||||
Equity Funds (1)
|
494 | -- | -- | |||||||||
Index Funds (2)
|
160 | -- | -- | |||||||||
Total
|
$ | 761 | $ | -- | $ | -- |
(1)
|
Mutual funds consisting primarily of equity securities.
|
(2)
|
Mutual funds consisting primarily of funds linked to indices.
|
Three Months Ended March 31, 2011
|
||||||||||||||||
Segment
|
Revenues
|
Pre-Tax Income
|
Income Tax Expense
|
Net Income
|
||||||||||||
Water Activities
|
$ | 16,323 | $ | 3,257 | $ | 1,182 | $ | 2,075 | ||||||||
Real Estate Transactions
|
-- | -- | -- | -- | ||||||||||||
Services and Rentals
|
1,167 | 329 | 136 | 193 | ||||||||||||
Total
|
$ | 17,490 | $ | 3,586 | $ | 1,318 | $ | 2,268 |
Three Months Ended March 31, 2010
|
||||||||||||||||
Segment
|
Revenues
|
Pre-Tax Income
|
Income Tax Expense
|
Net Income
|
||||||||||||
Water Activities
|
$ | 14,132 | $ | 1,289 | $ | 455 | $ | 834 | ||||||||
Real Estate Transactions
|
-- | -- | -- | -- | ||||||||||||
Services and Rentals
|
1,080 | 394 | 158 | 236 | ||||||||||||
Total
|
$ | 15,212 | $ | 1,683 | $ | 613 | $ | 1,070 |
March 31, 2011
|
December 31, 2010
|
|||||||
Total Plant and Other Investments:
|
||||||||
Water Activities
|
$ | 349,703 | $ | 349,221 | ||||
Non-Water
|
617 | 566 | ||||||
350,320 | 349,787 | |||||||
Other Assets:
|
||||||||
Water Activities
|
74,284 | 72,600 | ||||||
Non-Water
|
2,445 | 2,824 | ||||||
76,729 | 75,424 | |||||||
Total Assets
|
$ | 427,049 | $ | 425,211 |
Business Segment
|
March 31, 2011
|
March 31, 2010
|
Increase/(Decrease)
|
|||||||||
Water Activities
|
$ | 2,075,000 | $ | 834,000 | $ | 1,241,000 | ||||||
Real Estate Transactions
|
-- | -- | -- | |||||||||
Services and Rentals
|
193,000 | 236,000 | (43,000 | ) | ||||||||
Total
|
$ | 2,268,000 | $ | 1,070,000 | $ | 1,198,000 |
Expense Components
|
March 31, 2011
|
March 31, 2010
|
Increase/(Decrease)
|
|||||||||
Post retirement medical
|
$ | 406,000 | $ | 220,000 | $ | 186,000 | ||||||
Regulatory commission expense
|
124,000 | 38,000 | 86,000 | |||||||||
Labor
|
2,920,000 | 2,836,000 | 84,000 | |||||||||
Pension
|
518,000 | 468,000 | 50,000 | |||||||||
Investor relations
|
167,000 | 137,000 | 30,000 | |||||||||
Purchased water
|
272,000 | 290,000 | (18,000 | ) | ||||||||
Utility costs
|
923,000 | 988,000 | (65,000 | ) | ||||||||
Property and liability insurance
|
240,000 | 323,000 | (83,000 | ) | ||||||||
Medical
|
341,000 | 432,000 | (91,000 | ) | ||||||||
Outside services
|
207,000 | 458,000 | (251,000 | ) | ||||||||
Other
|
1,892,000 | 1,900,000 | (8,000 | ) | ||||||||
Total
|
$ | 8,010,000 | $ | 8,090,000 | $ | (80,000 | ) |
-
|
Operation and Maintenance expenses decreased approximately 1.0% due largely to cost containment efforts by our employees, including the following:
|
·
|
Outside services decreased by $251,000 primarily due to a reduction in consulting, legal and temporary labor costs. The reduction in consulting is primarily due to training services provided prior to the launch of the Company’s Enterprise Resource Planning (ERP) system early in 2010. Since the organizational review undertaken by the Company in the third quarter of 2010, the Company has reduced its use of temporary labor;
|
·
|
Property and liability insurance decreased $83,000 in 2011 primarily due to cost reductions in our package and workers’ compensation policies. The package policy, which covers our fleet of vehicles, decreased primarily to a reduction in our fleet levels. Workers’ compensation decreased due to a reduction in headcount in the third quarter of 2010; and
|
·
|
Utility costs were down $65,000 when compared to the same period of 2010 due principally to reduced electrical power costs. During 2010, the Company received lower rates on its electricity through new suppliers and improved efficiency at several of the Company’s locations as a result of energy audits. To date, energy audits have been performed at many of our facilities and we expect to further improve efficiency.
|
-
|
Non-cost containment decreases to O&M expense include the following:
|
·
|
Medical costs decreased $91,000 over the prior year primarily due to reimbursement payments received from our insurance administrator relating to a stop-loss provision in our agreement. The Company has individual claim and whole-year stop-loss coverage agreements which limit the Company’s self-funded plan’s exposure from large individual or cumulative claims.
|
-
|
The decreases described above were partially offset by the following:
|
·
|
Post retirement medical and Pension costs increased by a combined $236,000 over 2010 levels primarily due to a decrease in the discount rate used to determine the future liabilities of the plans and to a decline in the market value of the plans’ assets in prior years; and
|
·
|
Regulatory commission expense increased $86,000 over prior year due to costs associated with the rate case filed in 2010. Per DPUC regulations, costs associated with general rate cases are captured on the balance sheet and amortized over an approved period. During 2010, costs associated with the 2006 rate case became fully amortized; and
|
·
|
Labor increased approximately $84,000 when compared to 2010 primarily due to normal wage increases. Additionally, as the Company prepared to implement its ERP system during 2010, more employees were allocating their time to this large capital project. The Company expects that the Organization Review, described above, will provide savings in future periods related to Labor costs.
|
-
|
The Company saw an approximate 11.4% increase in its Depreciation expense from 2010 to 2011. The primary driver of this increase was due to an increase in the Company’s Utility Plant investment. A portion of the higher Utility Plant balance was related to the implementation of the Company’s ERP system that went into service in the first quarter of 2010 which is depreciated at a higher rate than our typical water delivery infrastructure. The Company’s prior ERP system was fully depreciated prior to the implementation of the new system.
|
-
|
Income Tax expense associated with Water Activities increased to $1,102,000 due to an increase in pre-tax income.
|
·
|
projected capital expenditures and related funding requirements;
|
·
|
the availability and cost of capital;
|
·
|
developments, trends and consolidation in the water and wastewater utility industries;
|
·
|
dividend payment projections;
|
·
|
our ability to successfully acquire and integrate regulated water and wastewater systems, as well as unregulated businesses, that are complementary to our operations and the growth of our business;
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·
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the capacity of our water supplies, water facilities and wastewater facilities;
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·
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the impact of limited geographic diversity on our exposure to unusual weather;
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·
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the impact of conservation awareness of customers and more efficient plumbing fixtures and appliances on water usage per customer;
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·
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our capability to pursue rate increase requests on a timely successful basis;
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·
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our authority to carry on our business without unduly burdensome restrictions;
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·
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our ability to maintain our operating costs at the lowest possible level, while providing good quality water service;
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·
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our ability to obtain fair market value for condemned assets;
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·
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the impact of fines and penalties;
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·
|
changes in laws, governmental regulations and policies, including environmental, health and water quality and public utility regulations and policies;
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·
|
the decisions of governmental and regulatory bodies, including decisions to raise or lower rates;
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·
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our ability to successfully extend and expand our service contract work within our Service and Rentals Segment;
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·
|
the development of new services and technologies by us or our competitors;
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·
|
the availability of qualified personnel;
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·
|
the condition of our assets;
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·
|
the impact of legal proceedings;
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·
|
general economic conditions;
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·
|
the profitability of our Real Estate Segment, which is subject to the amount of land we have available for sale and/or donation, the demand for any available land, the continuation of the current state tax benefits relating to the donation of land for open space purposes and regulatory and local government/town approvals for land dispositions; and
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·
|
acquisition-related costs and synergies.
|
·
|
changes in general economic, business, credit and financial market conditions;
|
·
|
changes in government regulations and policies, including environmental and public utility regulations and policies;
|
·
|
changes in environmental conditions, including those that result in water use restrictions;
|
·
|
unusual weather conditions;
|
·
|
increases in energy and fuel costs;
|
·
|
unfavorable changes to the federal and/or state tax codes;
|
·
|
significant changes in, or unanticipated, capital requirements;
|
·
|
significant changes in our credit rating or the market price of our common stock;
|
·
|
our ability to integrate businesses, technologies or services which we have acquired or may acquire;
|
·
|
our ability to manage the expansion of our business;
|
·
|
the extent to which we are able to develop and market new and improved services;
|
·
|
the continued demand by telecommunication companies for antenna site leases on our property;
|
·
|
the effect of the loss of major customers;
|
·
|
our ability to retain the services of key personnel and to hire qualified personnel;
|
·
|
labor disputes;
|
·
|
increasing difficulties in obtaining insurance and increased cost of insurance;
|
·
|
cost overruns relating to improvements or the expansion of our operations;
|
·
|
increases in the costs of goods and services;
|
·
|
civil disturbance or terroristic threats or acts; and
|
·
|
changes in accounting pronouncements.
|
Exhibit
Number
|
Description
|
||
3.1 |
Certificate of Incorporation of Connecticut Water Service, Inc. amended and restated as of April, 1998. (Exhibit 3.1 to Form 10-K for the year ended 12/31/98).
|
||
3.2 |
By Laws, as amended, of Connecticut Water Service, Inc. as amended and restated as of August 12, 1999. (Exhibit 3.2 to Form 10-K for the year ended 12/31/99).
|
||
3.3 |
Certification of Incorporation of The Connecticut Water Company effective April, 1998. (Exhibit 3.3 to Form 10-K for the year ended 12/31/98).
|
||
3.4 |
Certificate of Amendment to the Certificate of Incorporation of Connecticut Water Service, Inc. dated August 6, 2001 (Exhibit 3.4 to Form 10-K for the year ended 12/31/01).
|
||
3.5 |
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Connecticut Water Service, Inc. dated April 23, 2004. (Exhibit 3.5 to Form 10-Q for the quarter ended March 31, 2003).
|
||
10.1 | * |
Nonstandardized Adoption Agreement Prototype Cash or Deferred Profit-Sharing Plan, effective as of January 1, 2010.
|
|
31.1 | * |
Rule 13a-14 Certification of Eric W. Thornburg, Chief Executive Officer.
|
|
31.2 | * |
Rule 13a-14 Certification of David C. Benoit, Chief Financial Officer.
|
|
32 | ** |
Certification of Eric W. Thornburg, Chief Executive Officer, and David C. Benoit, Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
* filed herewith
|
|||
** furnished herewith
|
Connecticut Water Service, Inc.
(Registrant)
|
|
Date: May 6, 2011
|
By: /s/ David C. Benoit
David C. Benoit
Vice President – Finance and
Chief Financial Officer
|
Date: May 6, 2011
|
By: /s/ Nicholas A. Rinaldi
Nicholas A. Rinaldi
Controller
|