-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, In7DzkmJ6p2gYPjl58LVQNeA9rzHJl/EYfbDO0LQfbayZLr+gIBGcdbTLS05Q7F0 bht9mNvhp1vY/7N9K2ryuA== 0000766829-09-000021.txt : 20091029 0000766829-09-000021.hdr.sgml : 20091029 20091028194959 ACCESSION NUMBER: 0000766829-09-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090930 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091029 DATE AS OF CHANGE: 20091028 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SJW CORP CENTRAL INDEX KEY: 0000766829 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 770066628 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08966 FILM NUMBER: 091142891 BUSINESS ADDRESS: STREET 1: 110 W. TAYLOR STREET CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 4082797800 MAIL ADDRESS: STREET 1: 110 W. TAYLOR STREET CITY: SAN JOSE STATE: CA ZIP: 95110 8-K 1 sjw-8k3q2009form.txt 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 (Date of earliest event reported) October 28, 2009 ----------------- SJW Corp. - ------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 1-8966 77-0066628 - ------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 110 W. Taylor Street, San Jose, California 95110 - ------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (408) 279-7800 - ------------------------------------------------------------------- Registrant's telephone number, including area code Not Applicable - ------------------------------------------------------------------- (Former name or former address, if changed since last report) 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)) Item 2.02 Results of Operations and Financial Condition. On October 28, 2009, SJW Corp. (the "Company") announced its financial results for the quarter ended September 30, 2009. A copy of the press release announcing these financial results is attached hereto as Exhibit 99.1 and incorporated into this Form 8-K by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description of Document - -------- ------------------------ 99.1 Press Release issued by SJW Corp., dated October 28, 2009, announcing Third Quarter Financial Results. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SJW Corp. ----------------------------- October 28, 2009 /s/ David A. Green - --------------------- ----------------------------- David A. Green, Chief Financial Officer and Treasurer Exhibit Number Description of Document - -------- ------------------------ 99.1 Press Release issued by SJW Corp., dated October 28, 2009, announcing Third Quarter Financial Results. EX-99.1 2 exhibit99-1g.txt EXHIBIT 99.1 SJW CORP. ANNOUNCES THIRD QUARTER FINANCIAL RESULTS Board Declares Quarterly Dividend on Common Stock SAN JOSE, CA, October 28, 2009 - SJW Corp. (NYSE: SJW) today reported financial results for the third quarter ended September 30, 2009. Operating revenue was $69.3 million versus $69.5 million for the same period in 2008. The decrease of approximately $200,000 primarily reflects a decrease of $3.2 million resulting from declining customer water usage, as well as $881,000 in lower revenue from real estate operations due to a tenant vacancy in the real estate portfolio. The revenue decreases were partially offset by cumulative rate increases of $3.5 million and revenue from new customers of $372,000. Net income was $8.0 million for the third quarter, compared to $8.3 million in the same period of 2008. Diluted earnings per share were $0.43, compared to $0.44 per share for the third quarter in 2008. Water production costs for the third quarter of 2009 were $28.6 million versus $30.8 million for the same period in 2008. The decline in water production costs of $2.2 million reflects $1.6 million in lower customer water usage and $1.0 million in savings due to greater surface water supply, offset by $426,000 in higher per unit costs for purchased water and groundwater extraction charges. Non-water production costs for the third quarter of 2009 were $23.3 million versus $21.7 million for the same period in 2008, an increase of $1.6 million. This was attributable to an increase of $485,000 in administrative and general expenses primarily related to pension plan expenses offset by lower transportation and legal and accounting expenses. In addition, there were increases of $415,000 in depreciation and amortization expense, $354,000 in other operating expense, $254,000 in maintenance expense and $119,000 in taxes other than income taxes. Income tax expense increased $219,000 in the third quarter of 2009 to $5.7 million from $5.5 million in 2008 as a result of a higher effective tax rate in 2009. Year-to-date operating revenue decreased by $3.3 million to $167.5 million from $170.8 million in the first nine months of 2008. The decrease was attributable to $10.8 million in lower customer water usage and $2.0 million in lower revenue from real estate operations, partially offset by $9.0 million in cumulative rate increases and $497,000 in revenue from new customers. Year-to-date net income was $12.6 million, compared to $17.3 million in 2008. Earnings per basic and diluted share respectively were $0.68 and $0.67 in the first nine months of 2009, compared to $0.94 and $0.93 per basic and diluted share, respectively, for the same period in 2008. Year-to-date water production costs decreased to $66.1 million from $69.9 million in 2008. The $3.8 million decrease was primarily attributable to lower customer demand of $5.7 million and savings due to greater surface water supply of $1.2 million, offset by higher per unit costs for purchased water and groundwater extraction charges of $3.1 million. Non-water production costs increased $7.0 million to $69.5 million from $62.5 million. Components of the increase included $3.0 million in administrative and general expenses consisting primarily of an increase in pension plan expenses, $1.6 million in taxes other than income taxes, $1.2 million in depreciation expense, $1.1 million in other operating expenses and $70,000 in maintenance expenses. Income tax expense decreased $2.8 million year-to-date due to lower pre- tax income. The Directors of SJW Corp. today declared a quarterly dividend on common stock of $0.165 per share. The dividend is payable on December 1, 2009 to shareholders of record on November 9, 2009. SJW Corp. is a publicly traded holding company headquartered in San Jose, California. SJW Corp. is the parent company of San Jose Water Company, SJWTX, Inc. and SJW Land Company. Together, San Jose Water Company and SJWTX, Inc. provide regulated and nonregulated water service to more than one million people in San Jose, California and nearby communities and in Canyon Lake, Texas and nearby communities. SJW Land Company owns and operates commercial buildings, has a majority interest in a real estate partnership, and has properties in the states of California, Florida, Connecticut, Texas, Arizona and Tennessee. This press release may contain certain forward-looking statements including but not limited to statements relating to SJW Corp.'s plans, strategies, objectives, expectations and intentions, which are made pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of SJW Corp. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The results for a quarter are not indicative of results for a full year due to seasonality. Certain factors that may cause actual results, performance or achievements to materially differ are described in SJW Corp.'s most recent reports on Form 10-K, Form 10-Q and Form 8-K filed with the Securities and Exchange Commission. SJW Corp. undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. SJW Corp. Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) (in thousands, except per share data) THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 2009 2008 2009 2008 ---------------------------------------- OPERATING REVENUE $ 69,326 69,507 $167,541 170,818 OPERATING EXPENSE: Operation: Purchased water 15,174 16,390 35,564 37,562 Power 2,666 2,579 5,243 5,655 Groundwater extraction charge 10,743 11,845 25,275 26,678 ---------------------------------------- Total production costs 28,583 30,814 66,082 69,895 Administrative and general 6,807 6,322 20,834 17,809 Other 4,697 4,343 13,221 12,095 Maintenance 3,550 3,296 9,682 9,612 Taxes, other than income 1,882 1,763 6,564 4,994 Depreciation & amortization 6,403 5,988 19,192 18,035 Income taxes 5,735 5,516 8,811 11,611 ---------------------------------------- Total operating expense 57,657 58,042 144,386 144,051 ---------------------------------------- OPERATING INCOME 11,669 11,465 23,155 26,767 Interest on long-term debt and other (3,652) (3,208) (10,604) (9,514) ---------------------------------------- NET INCOME $ 8,017 8,257 $ 12,551 17,253 ======================================== Other comprehensive income (loss), net 1,363 3,718 (4,861) 960 ---------------------------------------- COMPREHENSIVE INCOME $ 9,380 11,975 $ 7,690 18,213 ======================================== Earnings per share -Basic $0.43 0.45 0.68 0.94 -Diluted $0.43 0.44 0.67 0.93 Dividend per share $0.16 0.16 0.49 0.48 Weighted average shares outstanding -Basic 18,494 18,423 18,482 18,401 -Diluted 18,690 18,619 18,673 18,603 SJW Corp. Condensed Consolidated Balance Sheets (Unaudited) (in thousands) September December 30, 2009 31, 2008 ------------------------- ASSETS UTILITY PLANT: Land $ 8,502 8,134 Depreciable plant and equipment 894,656 855,427 Construction in progress 16,013 7,142 Intangible assets 11,278 8,040 ------------------------- Total utility plant 930,449 878,743 Less accumulated depreciation and amortization 292,215 272,562 ------------------------- Net utility plant 638,234 606,181 ------------------------- REAL ESTATE INVESTMENT: 88,000 88,000 Less accumulated depreciation and amortization 6,769 5,511 ------------------------- Net real estate investment 81,231 82,489 ------------------------- CURRENT ASSETS: Cash and equivalents 1,860 3,406 Accounts receivable and accrued unbilled utility revenue 35,396 26,329 Prepaid expenses and other 2,605 2,226 ------------------------- Total current assets 39,861 31,961 ------------------------- OTHER ASSETS: Investment in California Water Service Group 42,832 51,071 Debt issuance costs, net of accumulated amortization 3,147 3,162 Regulatory assets 74,000 73,778 Other 1,959 2,235 ------------------------- 121,938 130,246 ------------------------- $881,264 850,877 ========================= CAPITALIZATION AND LIABILITIES CAPITALIZATION: Common stock $ 9,635 9,611 Additional paid-in capital 21,859 20,548 Retained earnings 208,351 204,744 Accumulated other comprehensive income 14,562 19,423 ------------------------- Total shareholders' equity 254,407 254,326 Long-term debt, less current portion 246,013 216,613 ------------------------- Total capitalization 500,420 470,939 ------------------------- CURRENT LIABILITIES: Line of credit 4,300 18,400 Current portion of long-term debt 781 705 Accrued groundwater extraction charge and purchased water 8,291 5,256 Purchased power 1,511 563 Accounts payable 9,125 5,758 Accrued interest 3,951 4,567 Other current liabilities 9,365 8,074 ------------------------- Total current liabilities 37,324 43,323 ------------------------- DEFERRED INCOME TAXES AND CREDITS 102,194 98,713 ADVANCES FOR CONSTRUCTION AND CONTRIBUTIONS IN AID OF CONSTRUCTION 191,157 188,869 POSTRETIREMENT BENEFIT PLANS 43,281 42,331 OTHER NONCURRENT LIABILITIES 6,888 6,702 ------------------------- $881,264 850,877 ========================= -----END PRIVACY-ENHANCED MESSAGE-----