PHOENIX, AZ, June 9, 2016 /CNW/ - Global Water Resources, Inc.
(NASDAQ: GWRS, TSX: GWR) (the "Company"), a water resource
management company that owns and operates regulated water,
wastewater and recycled water utilities in the metropolitan
Phoenix area, today reported its
first quarter financial results for the period ended March 31, 20161. All amounts,
unless otherwise indicated, are in U.S. dollars. See
information below regarding today's conference call
information.
First Quarter 2016 Highlights
- Consolidated revenue was $6.8
million, down from $7.6
million for the same period of 2015. Our results for Q1-2015
included the results of the Valencia operations, which the Company
transferred to the City of Buckeye in July
2015. Excluding Valencia,
our revenue grew by 6.0% or $384,000
in Q1-2016 from last year.
- Adjusted EBITDA2 was nearly flat at $3.1 million in Q1-2016 compared to $3.2 million in Q1-2015, notwithstanding the
Valencia disposition. Excluding
the impact of Valencia, Adjusted
EBITDA for Q1-2016 was $3.1 million
compared to $2.5 million in Q1-2015,
which reflects a $555,000 increase or
22% improvement.
- Total active connections increased 2.3% to 37,985 as of
March 31, 2016 from 37,147 as of
March 31, 2015, after adjusting for
the Valencia disposition.
___________________________________
|
1 Global
Water relied on the exemptions for filings by an SEC foreign issuer
under National Instrument 71-102 in taking advantage of the
additional time permitted to make its first quarter 2016 filings
under U.S. securities laws.
|
2 Adjusted
EBITDA, defined as income or loss before interest, income taxes,
depreciation and amortization adjusted to exclude impacts of equity
method investment and non-recurring events. Adjusted EBITDA is not
a recognized measure under U.S. G.A.A.P.
|
|
Highlights Subsequent to Quarter End
- Completed the sale of the assets of Willow Valley Water Company
to EPCOR Water Arizona for approximately $2.3 million.
- Completed a plan of arrangement that resulted in the merger of
GWR Global Water Resources Corp. with and into Global Water
Resources, Inc.
- Began trading on the NASDAQ Global Market under the symbol
"GWRS".
- Completed the initial public offering of 1,339,520 shares for
gross proceeds of $8.4 million, which
included an over-allotment of shares exercised by the
underwriter.
- Entered into a note purchase agreement to issue senior secured
notes for a total amount of $115
million at a blended interest rate of 4.55%. The transaction
is expected to close on June 24,
2016.
- Received favorable ruling from the IRS providing ability to
defer the taxable gain associated with the Valencia condemnation, by making capital
investments in existing utilities.
"Since the start of the year, we have successfully executed on a
series of milestones that have considerably strengthened and
improved our core business," said Ron
Fleming, President and CEO of Global Water. "Additionally,
we signed a note purchase agreement for the restructuring of our
debt on more favorable terms, which we expect to result in a
significant reduction to interest expense and an improvement to our
bottom line beginning in Q3-2016."
Mr. Fleming added, "This progress, combined with our successful
IPO and improving economic conditions in the Phoenix area, means that we are well
positioned to capitalize on strategic opportunities."
Summary of Financial Results
Consolidated Revenue
Consolidated revenue for
Q1-2016 was $6.8 million, down 10.6%
or $0.8 million from $7.6 million for the same period of
2015. Global Water's results for Q1-2015 included the
results of our Valencia
operations, which the Company transferred to the City of Buckeye in
July 2015.
Excluding Valencia, Global
Water grew revenue by 6.0% or $384,000 in Q1-2016 from last year.
The growth was primarily driven by a 2.3% increase in active
connections, increased rates, and a 10.3% increase in water
consumption during the quarter.
Operating Expenses
Operating expenses for
Q1-2016 were $5.7 million, down
$1.1 million when compared to
$6.8 million for Q1-2015. The
decrease in operating expenses was primarily attributable to lower
operations and maintenance costs as a result of the disposition of
Valencia.
Excluding the impact of Valencia, operating expenses in Q1-2016 were
relatively flat compared to Q1-2015.
EBITDA
EBITDA for Q1-2016 was relatively flat
at $2.9 million compared to
$2.9 million for the same period of
last year. EBITDA was flat primarily due to the lost EBITDA
associated with the Valencia
disposition which was then offset by increased rates, increased
connections and increased water consumption.
Excluding the impact of Valencia, EBITDA for Q1-2016 was $2.9 million compared to $2.3 million in Q1-2015, which reflects a
$587,000 increase or 25%
improvement.
Adjusted EBITDA
Adjusted EBITDA was slightly
down for Q1-2016 at $3.1 million
compared to $3.2 million for the same
period last year. The slight decline was primarily due to the
Valencia disposition offset by
increased rates, increased connections and increased water
consumption.
Excluding the impact of Valencia, Adjusted EBITDA for Q1-2016 was
$3.1 million compared to $2.5 million in Q1-2015, which reflects a
$555,000 increase or 22%
improvement.
Net Income/Loss
Global Water incurred a net
loss of $0.3 million or $0.02 per basic share in Q1-2016. This
compares to a net loss of $0.9
million or $0.05 per share for
Q1-2015. The $0.6 million improvement
in net loss was due to a number of factors, including a reduction
in interest charges stemming from the retirement of a loan as a
result of the Valencia
condemnation.
Favorable Private Letter Ruling
We recently received a
favorable Private Letter Ruling (PLR) from the IRS as it pertains
to the tax treatment of our gain on the Valencia condemnation. Specifically, the
IRS ruled that we can make capital investments in our existing
utilities (water and wastewater) which would qualify under IRC
Section 1033 re-investment requirements. The corporate tax
rate on the gain currently stands at roughly 38%, so to the extent
we make qualifying capital investments, this will allow us to defer
the gain and reduce the associated tax payments that otherwise
would have come due by approximately 38%. The time horizon to
make these capital investments is two years from the end of the tax
year in which the gain is realized (possibly three years with an
IRS approval to extend one year).
Although not part of the PLR, in addition to making capital
investments, we can also make acquisitions of other like kind
property (i.e. water and wastewater utilities) that would qualify
under IRC Section 1033, to similarly defer the gain and the taxes
that would become due. The time horizon to make these
qualifying acquisitions is three years from the end of the tax year
in which the gain is realized (with the ability to apply for
extensions in one year increments).
Business Outlook
Global Water's immediate growth
strategy for its regulated water, wastewater and recycled water
business is driven by increased service connections, continued
operating efficiencies and utility rate increases approved by the
Arizona Corporate Commission (ACC). Global Water now has the
opportunity to return to its original mission, to aggregate water
and wastewater utilities, allowing our customers and the Company to
realize the benefits of consolidation, regionalization, and
environmental stewardship, which it may pursue as opportunities
arise.
Connection Rates
Excluding the impact of the
Valencia operations, Global Water
experienced positive growth in new connections and in
re-establishing service on previously vacant homes. As of
March 31, 2016, active service
connections increased by 201 to 37,985, compared with 37,784 as of
December 31, 2015. This represents an
annualized increase of 2.1%. The Company's vacancy rate is
now at 2.3% after reaching a peak of 11.2% in February of 2009.
Arizona's Growth Corridor:
Positive Population Trends
The Metropolitan Phoenix area is
steadily growing due to low-cost housing, excellent weather, large
and growing universities, a diverse employment base and low taxes.
Its population has increased throughout 2015 and into 2016, and it
continues to grow.
The Arizona Department of Administration – Office of Employment
and Population Statistics predicts that Maricopa County will have a population of 4.5
million by 2020. This rate of growth, combined with more than five
additional years of rate phase-ins, will create the opportunity for
Global Water to meaningfully increase its active connections and
regulated revenues for the foreseeable future.
Conference Call
Global Water will conduct a conference
call on Thursday, June 9, 2016, at
1:00 p.m. EST. Interested
persons may access the call by dialing (647) 427-7450 or toll free
at (888) 231-8191. Shortly after the conclusion of the call,
a replay will be available by dialing (416) 849-0833 or (855)
859-2056. The passcode is 16104190. The replay will expire at
midnight (EST) on June 23,
2016. A copy of the transcript and an audio replay of the
conference call, once available, will be archived within the
investor section of the Company's web site at
www.gwresources.com.
About Global Water Resources, Inc.
The Company is a
water resource management company located in Phoenix, Arizona, that owns and operates
regulated water, wastewater and recycled water utilities in the
metropolitan Phoenix area. More
information on the Company can be found at www.gwresources.com.
Cautionary Note Regarding Forward-Looking Statements
This press release includes certain forward-looking statements
which reflect the Company's expectations regarding future events.
The forward-looking statements involve a number of assumptions,
risks, uncertainties and other factors that could cause actual
results to differ materially from those contained in the
forward-looking statements. These forward-looking statements
include, but are not limited to, the timing of closing of the note
sale, reductions to interest expense, improvements to our bottom
line, population predictions, increases in active connections,
increases in regulated revenue and other statements that are not
historical facts as well as statements identified by words such as
"expects", "anticipates", "intends", "plans", "believes", "seeks",
"estimates", or the negative of these terms, or other words of
similar meaning. These statements are based on our current beliefs
or expectations and are inherently subject to a number of risks,
uncertainties and assumptions, most of which are difficult to
predict and many of which are beyond our control. Actual results
may differ materially from these expectations due to changes in
political, economic, business, market, regulatory and other
factors. Accordingly, investors are cautioned not to place undue
reliance on any forward-looking statements, which reflect
management's views as of the date hereof. Factors that may
affect future results are disclosed under the headings "Risk
Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in our filings with the
Securities and Exchange Commission (the "SEC"), which are available
at the SEC's website at www.sec.gov. We undertake no
obligation to publicly update any forward-looking statement, except
as required by law, whether as a result of new information, future
developments or otherwise.
GLOBAL WATER
RESOURCES, INC.
|
CONSOLIDATED
BALANCE SHEETS
|
As of March 31,
2016 and December 31, 2015
|
(Unaudited)
|
|
|
|
|
|
|
|
March 31,
2016
|
|
December 31,
2015
|
ASSETS
|
|
(in thousands of US$,
except share data)
|
PROPERTY, PLANT AND
EQUIPMENT:
|
|
|
|
|
|
Property, plant and
equipment
|
|
$
|
260,660
|
|
$
|
258,244
|
|
Less accumulated
depreciation
|
|
(65,643)
|
|
(64,092)
|
Net property, plant
and equipment
|
|
195,017
|
|
194,152
|
CURRENT
ASSETS:
|
|
|
|
|
|
Cash and cash
equivalents
|
|
11,418
|
|
11,513
|
|
Accounts receivable —
net
|
|
1,195
|
|
1,132
|
|
Due from
affiliates
|
|
264
|
|
306
|
|
Accrued
revenue
|
|
1,803
|
|
1,745
|
|
Prepaid expenses and
other current assets
|
|
2,048
|
|
1,179
|
|
Assets held for
sale
|
|
2,805
|
|
2,840
|
Total current
assets
|
|
19,533
|
|
18,715
|
OTHER
ASSETS:
|
|
|
|
|
|
Intangible assets —
net
|
|
12,772
|
|
12,772
|
|
Regulatory
asset
|
|
199
|
|
227
|
|
Deposits
|
|
13
|
|
13
|
|
Bond service fund and
other restricted cash
|
|
9,051
|
|
9,042
|
|
Equity method
investment
|
|
632
|
|
821
|
Total other
assets
|
|
22,667
|
|
22,875
|
TOTAL
ASSETS
|
|
$
|
237,217
|
|
$
|
235,742
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
|
|
|
CURRENT
LIABILITIES:
|
|
|
|
|
|
Accounts
payable
|
|
$
|
2,450
|
|
$
|
1,322
|
|
Accrued
expenses
|
|
6,699
|
|
5,137
|
|
Deferred
revenue
|
|
7
|
|
11
|
|
Customer and meter
deposits
|
|
1,639
|
|
1,706
|
|
Long-term debt —
current portion
|
|
2,031
|
|
1,994
|
|
Liabilities relating
to assets held for sale
|
|
485
|
|
493
|
Total current
liabilities
|
|
13,311
|
|
10,663
|
NONCURRENT
LIABILITIES:
|
|
|
|
|
|
Long-term
debt
|
|
102,553
|
|
102,417
|
|
Deferred regulatory
gain - ICFA
|
|
19,730
|
|
19,730
|
|
Regulatory
liability
|
|
7,859
|
|
7,859
|
|
Advances in aid of
construction
|
|
62,634
|
|
61,480
|
|
Contributions in aid
of construction — net
|
|
4,368
|
|
4,426
|
|
Deferred income tax
liabilities
|
|
3,824
|
|
4,164
|
|
Acquisition
liability
|
|
4,688
|
|
4,688
|
|
Other noncurrent
liabilities
|
|
286
|
|
252
|
Total
noncurrent liabilities
|
|
205,942
|
|
205,016
|
Total
liabilities
|
|
219,253
|
|
215,679
|
SHAREHOLDERS' EQUITY
:
|
|
|
|
|
Common stock, $0.01
par value, 60,000,000 shares authorized,
18,241,746 shares issued and outstanding as of March 31, 2016
and December 31, 2015
|
|
2
|
|
2
|
|
Paid in
capital
|
|
19,938
|
|
21,659
|
|
Accumulated
deficit
|
|
(1,976)
|
|
(1,598)
|
Total shareholders'
equity
|
|
17,964
|
|
20,063
|
|
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
$
|
237,217
|
|
$
|
235,742
|
|
|
|
|
|
|
|
GLOBAL WATER
RESOURCES, INC.
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
For the Three
Months Ended March 31, 2016 and 2015
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
|
2016
|
|
|
2015
|
|
|
|
(in thousands of
US$)
|
REVENUES:
|
|
|
|
|
|
|
|
|
Water
services
|
|
|
$
|
2,989
|
|
$
|
3,893
|
|
Wastewater and
recycled water services
|
|
|
3,807
|
|
3,602
|
|
Unregulated
revenues
|
|
|
20
|
|
127
|
|
|
Total
revenues
|
|
|
6,816
|
|
7,622
|
|
|
|
|
|
OPERATING
EXPENSES:
|
|
|
|
|
|
Operations and
maintenance
|
|
|
1,612
|
|
1,860
|
|
Operations and
maintenance - related party
|
|
|
472
|
|
611
|
|
General and
administrative
|
|
|
2,054
|
|
2,064
|
|
Depreciation
|
|
|
1,617
|
|
2,312
|
|
|
Total operating
expenses
|
|
|
5,755
|
|
6,847
|
OPERATING
INCOME
|
|
|
|
1,061
|
|
|
775
|
|
|
|
|
|
|
|
OTHER INCOME
(EXPENSE):
|
|
|
|
|
|
|
|
Interest
income
|
|
|
3
|
|
2
|
|
Interest
expense
|
|
|
(1,822)
|
|
(2,079)
|
|
Other
|
|
|
323
|
|
(176)
|
|
Other - related
party
|
|
|
|
(101)
|
|
35
|
|
|
Total other income
(expense)
|
|
|
|
(1,597)
|
|
(2,218)
|
|
|
|
|
|
|
|
INCOME (LOSS) BEFORE
INCOME TAXES
|
|
|
(536)
|
|
|
(1,443)
|
INCOME TAX BENEFIT
(EXPENSE)
|
|
|
|
222
|
|
|
528
|
NET INCOME
(LOSS)
|
|
|
$
|
(314)
|
|
$
|
(915)
|
|
|
|
|
|
|
|
|
GLOBAL WATER
RESOURCES, INC.
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
For the Three
Months Ended March 31, 2016 and 2015
|
(Unaudited)
|
|
|
|
|
|
|
Three Months
Ended
March 31,
|
|
|
2016
|
|
2015
|
|
(in thousands of
US$)
|
CASH FLOWS FROM
OPERATING ACTIVITIES:
|
|
|
|
|
|
Net income
(loss)
|
|
$
|
(314)
|
|
$
|
(915)
|
|
|
Adjustments to
reconcile net income (loss) to net cash
provided by operating activities:
|
|
|
|
|
|
|
Deferred
compensation
|
|
214
|
|
187
|
|
|
Depreciation
|
|
1,617
|
|
2,312
|
|
|
Amortization of
deferred debt issuance costs and discounts
|
|
45
|
|
56
|
|
|
Loss on equity method
investment
|
|
188
|
|
44
|
|
|
Other gains and
losses
|
|
—
|
|
176
|
|
|
Provision for
doubtful accounts receivable
|
|
22
|
|
16
|
|
|
Deferred income tax
expense (benefit)
|
|
(339)
|
|
(528)
|
|
|
Changes in assets and
liabilities:
|
|
|
|
|
|
|
|
Accounts
receivable
|
|
(85)
|
|
161
|
|
|
|
Other current
assets
|
|
(1,382)
|
|
(332)
|
|
|
|
Accounts payable and
other current liabilities
|
|
2,432
|
|
(463)
|
|
|
|
Other noncurrent
assets
|
|
29
|
|
50
|
|
|
|
Other noncurrent
liabilities
|
|
9
|
|
—
|
|
|
|
|
Net cash provided by
operating activities
|
|
2,436
|
|
764
|
CASH FLOWS FROM
INVESTING ACTIVITIES:
|
|
|
|
|
|
Capital
expenditures
|
|
(1,371)
|
|
(419)
|
|
(Deposits)
withdrawals of restricted cash
|
|
(9)
|
|
(4)
|
|
Cash advance to
related party
|
|
—
|
|
(1,107)
|
|
Repayment of related
party cash advance
|
|
—
|
|
182
|
|
Deposits received
(refunded)
|
|
—
|
|
6
|
|
|
|
|
Net cash used in
investing activities
|
|
(1,380)
|
|
(1,342)
|
CASH FLOWS FROM
FINANCING ACTIVITIES:
|
|
|
|
|
|
Loan
repayments
|
|
—
|
|
(196)
|
|
Principal payments
under capital leases
|
(36)
|
|
(22)
|
|
Debt issuance costs
paid
|
|
(8)
|
|
—
|
|
Advances in aid of
construction
|
|
53
|
|
50
|
|
Dividends
paid
|
|
(1,160)
|
|
(1,112)
|
|
Refunds of advances
for construction
|
|
—
|
|
(12)
|
|
|
|
|
Net cash used in
financing activities
|
|
(1,151)
|
|
(1,292)
|
INCREASE IN CASH AND
CASH EQUIVALENTS
|
|
(95)
|
|
(1,870)
|
CASH AND CASH
EQUIVALENTS – Beginning of period
|
|
11,513
|
|
6,577
|
CASH AND CASH
EQUIVALENTS – End of period
|
|
$
|
11,418
|
|
$
|
4,707
|
|
|
|
|
|
|
|
|
|
GLOBAL WATER
RESOURCES, INC.
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
2016
|
|
2015
|
|
|
(in
thousands)
|
|
|
|
|
|
EBITDA
|
|
|
|
|
Net Income
(Loss)
|
|
$
|
(314)
|
|
$
|
(915)
|
Income tax
benefit
|
|
(222)
|
|
(528)
|
Interest
income
|
|
(3)
|
|
(2)
|
Interest
expense
|
|
1,822
|
|
2,079
|
Depreciation
|
|
1,617
|
|
2,312
|
Amortization
|
|
—
|
|
—
|
EBITDA
|
|
$
|
2,900
|
|
$
|
2,946
|
|
|
|
|
|
EBITDA
Adjustments
|
|
|
|
|
Writedown of Willow
Valley assets held for sale
|
|
$
|
—
|
|
$
|
176
|
Adjust for Equity
Investment in Fathom
|
|
188
|
|
44
|
EBITDA
adjustments
|
|
188
|
|
220
|
Adjusted
EBITDA
|
|
$
|
3,088
|
|
$
|
3,166
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
$
|
2,900
|
|
$
|
2,946
|
Valencia
revenue
|
|
—
|
|
(1,190)
|
Valencia operating
expenses
|
|
—
|
|
558
|
EBITDA - excluding
the impact of Valencia
|
|
$
|
2,900
|
|
$
|
2,314
|
Writedown of Willow
Valley assets held for sale
|
|
—
|
|
176
|
Adjust for Equity
Investment in Fathom
|
|
188
|
|
44
|
EBITDA
adjustments
|
|
188
|
|
220
|
Adjusted EBITDA -
excluding the impact of Valencia
|
|
$
|
3,088
|
|
$
|
2,534
|
|
|
|
|
|
SOURCE Global Water Resources Inc.