0000766829-12-000004.txt : 20120222 0000766829-12-000004.hdr.sgml : 20120222 20120221195123 ACCESSION NUMBER: 0000766829-12-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120221 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120222 DATE AS OF CHANGE: 20120221 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: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08966 FILM NUMBER: 12628414 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 sjw8k4qtr2011form.txt FORM 8-K 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) February 21, 2012 ------------------ 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 February 21, 2012, SJW Corp. (the "Company") announced its 2011 annual and fourth quarter financial results. 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 February 21, 2012 Announcing the 2011 Annual and Fourth 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. ----------------------------- February 21, 2012 /s/ James P. Lynch ----------------- ----------------------------- James P. Lynch, Chief Financial Officer and Treasurer Exhibit Number Description of Document ------- ----------------------- 99.1 Press Release issued by SJW Corp., dated February 21, 2012 Announcing the 2011 Annual and Fourth Quarter Financial Results. EX-99.1 2 exhibit-pr02212012.txt EXHIBIT 99.1 EXHIBIT 99.1 SJW CORP. ANNOUNCES 2011 ANNUAL AND FOURTH QUARTER FINANCIAL RESULTS SAN JOSE, CA, February 21, 2012 - SJW Corp. (NYSE: SJW) today reported operating revenue for the year ended December 31, 2011 of $238.9 million versus $215.6 million for the year ended December 31, 2010, an increase of $23.3 million. The increase in revenue was primarily attributable to cumulative rate increases of $12.4 million, the recovery of a Mandatory Conservation Revenue Adjustment Memorandum account ("MCRAM") that was authorized by the California Public Utilities Commission in December 2011 of $5.7 million, higher customer usage of $3.4 million, $706,000 in new customers, and $1.1 million in higher revenue from real estate operations. Water production costs for the year ended December 31, 2011 were $92.1 million versus $87.3 million in 2010, an increase of $4.8 million. The increase in water production costs is primarily attributable to $3.7 million in higher per unit costs for purchased water and groundwater extraction charges, $743,000 higher customer water usage and $265,000 increase in costs due to a decrease in the use of available surface water supply. Operating expenses, excluding water production costs, for the year ended December 31, 2011 were $92.5 million versus $90.3 million for 2010, an increase of $2.2 million. This increase was primarily attributable to $2.9 million higher depreciation and amortization, $1.0 million in maintenance expenses, $1.0 million in taxes other than income tax and $952,000 in administrative and general expenses. In 2010, $3.6 million in impairment loss on a real estate investment was recognized. No impairment loss was recognized in 2011. Other (expense) income increased due to interest expense on new senior note borrowings. In addition, the Company sold 907,392 shares of California Water Service Group stock and recorded a gain of $19.0 million in 2010. No similar sale occurred in 2011. Income taxes for the year ended December 31, 2011 were $14.6 million versus $16.7 million for 2010, a decrease of $2.1 million due to lower pre-tax income. Net income was $20.9 million for the year ended December 31, 2011, compared to $24.4 million for the year ended December 31, 2010. Diluted earnings per common share for the year ended December 31, 2011 were $1.11, compared to $1.30 per share in 2010. For the year ended December 31, 2011, recognition of the MCRAM contributed $0.18 to diluted earnings per share. For the year ended December 31, 2010, the sale of California Water Service Group stock contributed $0.60 to diluted earnings per share, offset by the impairment loss of $0.11 per diluted share. Fourth Quarter Financial Results -------------------------------- Operating revenue for the fourth quarter ended December 31, 2011 was $62.3 million versus $50.7 million for the same period in 2010, an increase of $11.6 million. The increase was attributable to $5.7 million due to the recognition of the MCRAM, cumulative rate increases of $3.5 million, higher customer usage of $2.1 million, $162,000 in new customers and $138,000 in higher revenue from real estate operations. Water production costs for the fourth quarter of 2011 were $22.3 million versus $20.9 for the same period in 2010, an increase of $1.4 million. The increase in water production costs is primarily attributable to $1.3 million in higher per unit costs for purchased water and groundwater extraction charges, $251,000 higher customer water usage, partially offset by $168,000 decrease in costs due to an increase in the use of available surface water supply. Operating expenses, excluding water production costs, for the fourth quarter of 2011 were $23.4 million versus $26.4 million for the same period in 2010, a decrease of $3.0 million. This was attributable to decreases of $3.6 million in impairment loss on a real estate investment and $363,000 in administrative and general expenses, partially offset by increases of $736,000 in depreciation and amortization, $226,000 in taxes other than income tax expense and $124,000 in maintenance expenses. Other (expense) income increased due to interest expense on new senior note borrowings. In addition, the Company sold 684,280 shares of California Water Service Group stock and recorded a gain of $14.5 million in 2010. No similar sale occurred in 2011. Income taxes for the fourth quarter of 2011 were $5.0 million versus $5.6 million for 2010, a decrease of $0.6 million due to lower pre-tax income. Net income was $6.6 million for the fourth quarter ended December 31, 2011, compared to $8.1 million for the same period in 2010. Diluted earnings per common share were $0.35 for the quarter ended December 31, 2011, compared to $0.43 per share for the same period in 2010. In the fourth quarter of 2011, the recognition of the MCRAM contributed $0.18 to diluted earnings per share. In the fourth quarter of 2010, the sale of California Water Service Group stock contributed $0.46 to diluted earnings per share, offset by the impairment loss of $0.11 per diluted share. 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., Texas Water Alliance Limited, 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 real estate investments. 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 and other factors. 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 (Loss) (Unaudited) (in thousands, except per share data) THREE MONTHS ENDED TWELVE MONTHS ENDED DECEMBER 31 DECEMBER 31 2011 2010 2011 2010 ------------------------------------------- OPERATING REVENUE $ 62,338 50,752 238,955 215,638 OPERATING EXPENSE: Production Costs: Purchased water 15,038 9,829 54,317 43,557 Power 1,028 1,579 5,394 6,429 Groundwater extraction charge 3,365 6,645 20,997 26,614 Other production costs 2,903 2,870 11,345 10,702 -------- -------- ------- ------- Total production costs 22,334 20,923 92,053 87,302 Administrative and general 9,960 10,323 39,136 38,184 Maintenance 3,406 3,282 13,261 12,242 Taxes other than income 2,314 2,088 8,921 7,907 Depreciation and amortization 7,804 7,068 31,193 28,331 Impairment on real estate investment - 3,597 - 3,597 -------- -------- ------- ------- Total operating expense 45,818 47,281 184,564 177,563 -------- -------- ------- ------- OPERATING INCOME 16,520 3,471 54,391 38,075 Gain on sale of California Water Service stock - 14,500 - 18,966 Interest on long-term debt and other (4,962) (4,229) (18,947) (15,895) -------- -------- ------- ------- Income before income taxes $ 11,558 13,742 35,444 41,146 Provision for income taxes 4,956 5,624 14,566 16,740 -------- -------- ------- ------- NET INCOME $ 6,602 8,118 20,878 24,406 ======== ======== ======= ====== Other comprehensive income (loss), net 125 (8,220) (85) (10,828) -------- -------- ------- ------- COMPREHENSIVE INCOME (LOSS) $ 6,727 (102) 20,793 13,578 ======== ======== ======= ======= Earnings per share -Basic $ 0.36 0.45 1.12 1.32 -Diluted $ 0.35 0.43 1.11 1.30 Dividend per share $ 0.17 0.17 0.69 0.68 Weighted average shares outstanding -Basic 18,592 18,541 18,582 18,531 -Diluted 18,813 18,755 18,794 18,742 SJW Corp. Condensed Consolidated Balance Sheets (Unaudited) (in thousands) December 31 December 31 2011 2010 ASSETS ----------------------------- UTILITY PLANT: Land $ 8,852 8,579 Depreciable plant and equipment 1,070,016 1,004,689 Construction in progress 18,527 10,103 Intangible assets 14,732 13,538 ---------- --------- Total utility plant 1,112,127 1,036,909 Less accumulated depreciation and amortization 355,914 322,102 ---------- --------- Net utility plant 756,213 714,807 ---------- --------- Real estate investment 89,099 88,943 Less accumulated depreciation and amortization 10,557 8,854 ---------- --------- Net real estate investment 78,542 80,089 ---------- --------- CURRENT ASSETS: Cash and equivalents 26,734 1,730 Accounts receivable and accrued unbilled utility revenue 33,853 33,835 Prepaid expenses and other 8,328 2,462 ---------- --------- Total current assets 68,915 38,027 ---------- --------- OTHER ASSETS: Investment in California Water Service Group 7,032 7,177 Debt issuance costs, net of accumulated amortization 4,865 4,308 Regulatory assets, net 119,248 87,721 Other 3,995 3,233 ---------- --------- 135,140 102,439 ---------- --------- $1,038,810 935,362 ========== ========= CAPITALIZATION AND LIABILITIES CAPITALIZATION: Common stock $ 9,684 9,662 Additional paid-in capital 24,552 23,443 Retained earnings 227,494 219,568 Accumulated other comprehensive income 2,274 2,359 ---------- --------- Total shareholders' equity 264,004 255,032 Long-term debt, less current portion 343,848 295,704 ---------- --------- Total capitalization 607,852 550,736 ---------- --------- CURRENT LIABILITIES: Line of credit - 4,000 Current portion of long-term debt 838 1,133 Accrued groundwater extraction charge, purchased water and purchased power 6,212 4,854 Accounts payable 7,417 5,487 Accrued interest 5,376 5,244 Other current liabilities 8,445 8,437 ---------- --------- Total current liabilities 28,288 29,155 ---------- --------- DEFERRED INCOME TAXES AND CREDITS 135,036 107,961 ADVANCES FOR CONSTRUCTION AND CONTRIBUTIONS IN AID OF CONSTRUCTION 190,668 190,155 POSTRETIREMENT BENEFIT PLANS 68,855 50,213 OTHER NONCURRENT LIABILITIES 8,111 7,142 ---------- --------- $1,038,810 935,362 ========== =========