-----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, CqGZ3CfilARO0/KoifYYQel965F3hWQ+4ldH4t/DEPyRqrQRYn3uV2XvMIMM4GHc SklH1qTFNx5jAPbPabS61g== 0001157523-04-002372.txt : 20040316 0001157523-04-002372.hdr.sgml : 20040316 20040316112650 ACCESSION NUMBER: 0001157523-04-002372 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040316 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040316 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWEST WATER CO CENTRAL INDEX KEY: 0000092472 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 951840947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08176 FILM NUMBER: 04671520 BUSINESS ADDRESS: STREET 1: 225 N BARRANCA AVE STREET 2: STE 200 CITY: WEST COVINA STATE: CA ZIP: 91791-1605 BUSINESS PHONE: 6269151551 MAIL ADDRESS: STREET 1: 225 N BARRANCA AVENUE STREET 2: SUITE 200 CITY: WEST COVINA STATE: CA ZIP: 91791-1605 FORMER COMPANY: FORMER CONFORMED NAME: SUBURBAN WATER SYSTEMS DATE OF NAME CHANGE: 19751202 8-K 1 a4594910.txt SOUTHWEST WATER COMPANY 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): March 16, 2004 Southwest Water Company (Exact name of registrant as specified in its charter) Delaware 0-8176 95-1840947 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) One Wilshire Building 624 S. Grand Avenue, Los Angeles, CA 90017, Suite 2900 (Address of principal executive offices) (Zip Code) (213) 929-1800 Registrant's telephone number, including area code: ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits -------- 99.1 Press release issued by Southwest Water Company on March 16, 2004. Item 12. Disclosure of Results of Operations and Financial Condition. On March 16, 2004 Southwest Water Company filed a press release announcing its results of operations and financial condition for the year and the quarter ended December 31, 2003. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In accordance with SEC Release No. 33-8176, the information contained in such press release shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated herein by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. 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 hereunto duly authorized. Southwest Water Company Date: March 16, 2004 /s/ Richard J. Shields -------------- --------------------------------------------------- Richard J Shields, Chief Financial Officer (principal financial officer and chief accounting officer) EX-99.1 3 a4594910ex99.txt PRESS RELEASE Exhibit 99.1 Southwest Water Company Reports Record Revenues and Earnings for 2003 LOS ANGELES--(BUSINESS WIRE)--March 16, 2004--Southwest Water Company (Nasdaq:SWWC) today reported record revenues and earnings for 2003. 2003 Full Year Highlights, Compared with 2002: -- Revenues increased 32 percent to $173 million from $131 million. -- Operating income grew 37 percent to $15 million, compared with $11 million. -- Net income rose 20 percent to $7.2 million from $6.0 million. -- Diluted earnings per share totaled $0.49, up from $0.44. For the year ended December 31, 2003, per share calculations reflect an increase in weighted average shares outstanding of 7.3%, primarily as a result of a private placement of 1.5 million Southwest Water common shares in May 2003. Anton C. Garnier, Southwest Water chairman and chief executive officer, said, "Financially, 2003 was the most successful year in the company's history. Both our Services Group and our Utility Group contributed significantly to our performance as we executed our strategies of providing a broad spectrum of services to our new and existing clients and customers in the water and wastewater industry. Our growth this past year reflects a balance between organic growth and acquisitions." Garnier continued, "Our Services Group benefited from a full year of revenues from Aqua Services, acquired in November 2002, and from construction management of a $25 million water treatment facility, which began in January 2003. In addition, we added new public-private partnerships in four states, including our first contract with the federal government, and expanded the services we provide to current clients. Results in our Utility Group benefited from a successful rate case at our largest utility. The increased rates, effective in May 2003, contributed $4.3 million to revenues. Continuing customer growth at our utilities in New Mexico and Texas also provided increased revenues. "Our strong results are also represented in the strength of our balance sheet, which enabled us to reward Southwest Water's stockholders with a 9.2% increase in our cash dividend." Garnier concluded, "Looking ahead, our focus is clearly set on furthering the progress we achieved in 2003. Meeting this challenging goal will require that we bring new business development opportunities to fruition and continue to manage our expenses effectively, especially in light of escalating insurance expenses and the rising costs of compliance with Sarbanes-Oxley corporate governance regulations." Conference Call The company will provide more detail regarding its 2003 results in a conference call and Web cast to be held today, March 16, 2004, at 4:30PM (EST) and 1:30PM (PST). The conference call can be accessed on the company's Web site at www.swwc.com. For those unable to participate in the live Web cast, a replay will be available shortly after the call on the company's Web site. Southwest Water Company provides a broad range of services: water production, treatment and distribution; wastewater collection and treatment; public works services; utility billing and collection; and infrastructure construction management. The company owns regulated public utilities and also serves cities, utility districts and private companies under contract. More than two million people in 35 states from coast to coast depend on Southwest Water for high-quality, reliable service. Additional information may be found on the company's Web site: www.swwc.com. This document contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements, including expectations relating to future revenues and income, the company's ability to gain new business and control costs, involve risks and uncertainties, as well as assumptions that, if they prove incorrect or never materialize, could cause the results of the company to differ materially from those expressed or implied by such forward-looking statements. Actual results may differ materially from these expectations due to changes in regulatory, political, weather, economic, business, competitive, market, environmental and other factors. More detailed information about these factors is contained in the company's filings with the Securities and Exchange Commission, including the company's 2003 Annual Report on Form 10-K. The company assumes no obligation to update these forward-looking statements. FINANCIAL HIGHLIGHTS - SOUTHWEST WATER COMPANY (unaudited and in thousands, except per share amounts) Three Months Ended Years Ended December 31, December 31, 2003 2002 2003 2002 ---------- -------------------- --------- Operating revenues $43,984 $35,312 $172,974 $130,800 Operating income 3,771 3,275 14,792 10,774 Pension gain, land sale and settlement, net of tax 12 0 466 1,768 Net income 2,024 1,410 7,193 6,002 Earnings per common share: Diluted $0.13 $0.10 $0.49 $0.44 Weighted average outstanding common shares: Diluted 15,524 13,642 14,661 13,668 NOTE: Per share amounts and weighted average outstanding common shares reflect a 4-for-3 stock dividend on January 1, 2004. CONSOLIDATED BALANCE SHEET INFORMATION December 31, December 31, 2003 2002 --------------------------------- Current assets $35,394 $29,836 Property, plant and equipment, net 219,519 202,895 Total assets $296,222 $268,744 Current liabilities $31,389 $31,623 Long-term debt 73,102 80,985 Contributions in aid of construction 81,556 70,658 Stockholders' equity 79,667 61,837 Total liabilities and stockholders' equity $296,222 $268,744 CONTACT: Southwest Water Company Richard J. Shields, 213-929-1800 www.swwc.com or PondelWilkinson MS&L Cecilia Wilkinson or Robert Jaffe, 323-866-6089 or 323-866-6007 www.pondel.com -----END PRIVACY-ENHANCED MESSAGE-----