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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: 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

 

Exhibit  
Number Description of Document
99.1 Press Release issued by Middlesex Water Company, dated November 9, 2023 announces Third Quarter 2023 Financial Results.
104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

 

 

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