-----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, KRoGZSDiErQBrjU6kCOW2xE+diT6tzsC1NqVAwnmcapejIVr0w5nXtvTiAO5tepN ExwKKWDOT4rGcU308Ek+AQ== 0001157523-06-004963.txt : 20060510 0001157523-06-004963.hdr.sgml : 20060510 20060510090050 ACCESSION NUMBER: 0001157523-06-004963 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060510 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060510 DATE AS OF CHANGE: 20060510 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: 06823479 BUSINESS ADDRESS: STREET 1: ONE WILSHIRE BUILDING STREET 2: 624 SOUTH GRAND AVENUE, SUITE 2900 CITY: LOS ANGELES STATE: CA ZIP: 90017-3782 BUSINESS PHONE: 213 929 1800 MAIL ADDRESS: STREET 1: ONE WILSHIRE BUILDING STREET 2: 624 SOUTH GRAND AVENUE, SUITE 2900 CITY: LOS ANGELES STATE: CA ZIP: 90017-3782 FORMER COMPANY: FORMER CONFORMED NAME: SUBURBAN WATER SYSTEMS DATE OF NAME CHANGE: 19751202 8-K 1 a5145328.txt SOUTHWEST WATER COMPANY 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): May 10, 2006 SOUTHWEST WATER COMPANY (Exact Name of Registrant as Specified in Its Charter) Delaware 0-8176 95-1840947 (State of Incorporation) (Commission (I.R.S. Employer File Number) Identification No.) One Wilshire Building 624 South Grand Avenue, Suite 2900 Los Angeles, CA 90017-3782 (Address of principal executive offices) (Zip Code) (213) 929-1800 (Registrant's telephone number, including area code) ---------- (Former name, former address and former fiscal year, if changed since last report date) ---------- 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 425 under the Securities 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 8.01 Other Events On May 10, 2006, the Company issued a press release announcing the company's financial results for the quarter ended March 31, 2006 The information contained in the news release is incorporated herein by reference and furnished as Exhibit 99.0. Item 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit No. Description - ------- --------------------------------------------------------------------- 99.1 Press release dated May 10, 2006, announcing financial results for the quarter ended March 31, 2006. 2 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 by the undersigned hereto duly authorized. SOUTHWEST WATER COMPANY (Registrant) By: /s/ Cheryl L. Clary ------------------------------- Name: Cheryl L. Clary Title: Chief Financial Officer Date: May 10, 2006 3 Exhibit Index Exhibit No. Description - ------- --------------------------------------------------------------------- 99.1 Press release dated May 10, 2006, announcing financial results for the quarter ended March 31, 2006. 4 EX-99.1 2 a5145328ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 Southwest Water Company Reports First Quarter 2006 Results; Revenues Increase to $50.8 Million, Net Income Increases to $0.8 Million LOS ANGELES--(BUSINESS WIRE)--May 10, 2006--Southwest Water Company (NASDAQ:SWWC) today reported financial results for the quarter ended March 31, 2006. First Quarter 2006 Compared with 2005: -- Revenues increased 12.3% to $50.8 million from $45.2 million. -- Operating income doubled to $3.0 million from $1.5 million. -- Income from continuing operations increased to $0.7 million from a loss of $0.1 million. -- Net income was $0.8 million compared to a loss of $0.2 million. -- Diluted earnings per share increased to $0.03 from a loss of $0.01. Anton C. Garnier, Southwest Water chairman and chief executive officer, said, "We had one of the best first quarters in the company's history. While weather typically causes low levels of revenue and profitability in the first quarter, our solid results demonstrate the success of Southwest Water's strategy of geographic diversification. Contributors to the quarter over quarter results included organic growth and the recent acquisitions of profitable water, wastewater and contract operations companies." Operating income in the company's Utility Group increased to $5.3 million in the first quarter 2006 compared with $3.8 million in the first quarter 2005, primarily due to organic customer growth and increased consumption, offset by higher water production costs. Operating income in the Services Group was $1.1 million in the first quarter 2006 compared with $1.4 million in the first quarter 2005, primarily due to increased operating expenses, predominately fleet costs. Overall SG&A expenses were $8.4 million in the first quarter of 2006 versus $7.9 million in the first quarter 2005, representing 16.5% of revenues in 2006, a decrease from 17.4% of revenues in 2005. Total company funded capital expenditures were $7.4 million in the first quarter, representing on-going investment in increasing the company's utility rate base. Two Utility Acquisitions during the Quarter Garnier, commenting on additional growth in the quarter stated, "Our business model of both owning utilities and operating them for cities and municipalities places Southwest Water in the unique position of learning of acquisition opportunities as soon as they arise. During the quarter, we acquired a small water utility located near Austin, Texas that our Services Group has been operating for many years. We also acquired the right to provide water and wastewater utility service in another area near Austin. Although these acquisitions currently have a small effect on our financials, both offer attractive long term customer growth potential." Utility Group Compliant with New Arsenic Standards A new and more stringent US Environmental Protection Agency (EPA) standard for arsenic in water supplies became effective in 2006. With the completion of two capital projects in New Mexico during the first quarter, all of Southwest Water owned utilities are compliant with the new arsenic standards. Business Outlook The company reaffirms its guidance for 2006, assuming normal weather conditions, as follows: -- Revenue growth of 4% to 6%. -- Net income growth of 10% to 15% from 2005 income from continuing operations. -- Company funded capital expenditures of approximately $30 million. -- An effective tax rate of approximately 35%. Conference Call The company will provide more detail regarding its first quarter results in a conference call and Web cast to be held today, May 10, 2006, at 4:30 p.m. Eastern time (1:30 p.m. Pacific). 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, including water production, treatment and distribution; wastewater collection and treatment; utility billing and collection; utility infrastructure construction management; and public works services. The company owns regulated public utilities and also serves cities, utility districts and private companies under contract. More than two million people 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 2005 Annual Report on Form 10-K and Quarterly Report for the quarter ended March 31, 2006 on Form 10-Q that the company anticipates filing shortly. The company assumes no obligation to update these forward-looking statements to reflect any change in future events. FINANCIAL HIGHLIGHTS - SOUTHWEST WATER COMPANY (unaudited and in thousands, except per share amounts) Three Months Ended March 31, 2006 2005 ----------------- Operating revenues $50,802 $45,231 Operating income 3,017 1,485 Net income (loss) 772 (241) Income (loss) per common share: Diluted $0.03 $(0.01) Weighted average outstanding common shares: Diluted 23,307 20,382 NOTE: Per share amounts and weighted average outstanding common shares reflect a 5% stock dividend on January 1, 2006. CONSOLIDATED BALANCE SHEET INFORMATION March 31, December 31, 2006 2005 ----------------------- Current assets $45,361 $47,746 Property, plant and equipment, net 350,986 344,821 Total assets $449,645 $444,725 Current liabilities $35,756 $40,579 Long-term debt 122,577 117,603 Contributions in aid of construction 95,782 94,660 Stockholders' equity 148,992 145,253 Total liabilities and stockholders' equity $449,645 $444,725 CONTACT: Southwest Water Company DeLise Keim, 213-929-1846 www.swwc.com or PondelWilkinson Inc. Robert Jaffe, 310-279-5969 www.pondel.com -----END PRIVACY-ENHANCED MESSAGE-----