American States Water Earnings 2020-09-30

Balance Sheet	Income Statement	Cash Flow
Assets, Equity	Rev, G Profit, Net Income	Ops, Inv, Fin

awr-20200930

Table of Contents

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended September 30, 2020


☐			Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


for the transition period from to

Commission file number 001-14431

American States Water Company

(Exact Name of Registrant as Specified in Its Charter)

California

95-4676679

(State or Other Jurisdiction of Incorporation or Organization)

(IRS Employer Identification No.)

630 E. Foothill Blvd

San Dimas

91773-1212

(Address of Principal Executive Offices)

(Zip Code)

(909) 394-3600

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Commission file number 001-12008

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class

Trading symbol

Name of each exchange on which registered

Common shares

AWR

New York Stock Exchange

Golden State Water Company

(Exact Name of Registrant as Specified in Its Charter)

California

95-1243678

(State or Other Jurisdiction of Incorporation or Organization)

(IRS Employer Identification No.)

630 E. Foothill Blvd

San Dimas

91773-1212

(Address of Principal Executive Offices)

(Zip Code)

(909) 394-3600

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Indicate by check mark whether Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Table of Contents

American States Water Company

Yes

Golden State Water Company

Yes

Indicate by check mark whether Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or such shorter period that the Registrant was required to submit and post such files).

American States Water Company

Yes

Golden State Water Company

Yes

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

American States Water Company

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

☐

Emerging growth company

☐

Golden State Water Company

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)

American States Water Company

Yes

☐

Golden State Water Company

Yes

☐

As of October 30, 2020, the number of Common Shares outstanding of American States Water Company was 36,889,061 shares. As of October 30, 2020, all of the 165 outstanding Common Shares of Golden State Water Company were owned by American States Water Company.

Golden State Water Company meets the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q and is therefore filing this Form, in part, with the reduced disclosure format for Golden State Water Company.

AMERICAN STATES WATER COMPANY

and

GOLDEN STATE WATER COMPANY

FORM 10-Q

INDEX


Part I	Financial Information	3

Item 1:	Financial Statements	1

	Consolidated Balance Sheets of American States Water Company as of September 30, 2020 and December 31, 2019	5

	Consolidated Statements of Income of American States Water Company for the Three and Nine Months Ended September 30, 2020 and 2019	7

	Consolidated Statements of Changes in Common Shareholders' Equity - For the Nine Months Ended September 30, 2020	8

	Consolidated Statements of Changes in Common Shareholders' Equity - For the Nine Months Ended September 30, 2019	9

	Consolidated Statements of Cash Flows of American States Water Company for the Nine Months Ended September 30, 2020 and 2019	10

	Balance Sheets of Golden State Water Company as of September 30, 2020 and December 31, 2019	11

	Statements of Income of Golden State Water Company for the Three and Nine Months Ended September 30, 2020 and 2019	13

	Statements of Changes in Common Shareholder's Equity - For the Nine Months Ended September 30, 2020	14

	Statements of Changes in Common Shareholder's Equity - For the Nine Months Ended September 30, 2019	15

	Statements of Cash Flows of Golden State Water Company for the Nine Months Ended September 30, 2020 and 2019	16

	Notes to Consolidated Financial Statements	17

Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	31

Item 3:	Quantitative and Qualitative Disclosures About Market Risk	58

Item 4:	Controls and Procedures	58

Part II	Other Information

Item 1:	Legal Proceedings	59

Item 1A:	Risk Factors	59

Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	60

Item 3:	Defaults Upon Senior Securities	60

Item 4:	Mine Safety Disclosure	60

Item 5:	Other Information	60

Item 6:	Exhibits	61

	Signatures	64

Table of Contents

PART I

Item 1. Financial Statements

General

The basic financial statements included herein have been prepared by Registrant, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments consisting of normal recurring items and estimates necessary for a fair statement of results for the interim period have been made.

It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto in the latest Annual Report on Form 10-K of American States Water Company and its wholly owned subsidiary, Golden State Water Company.

Filing Format

American States Water Company (“AWR”) is the parent company of Golden State Water Company (“GSWC”), Bear Valley Electric Service, Inc. ("BVESI") and American States Utility Services, Inc. and its subsidiaries ("ASUS"). On July 1, 2020, GSWC completed the transfer of the electric utility assets and liabilities from its electric division to BVESI, in exchange for common shares of BVESI. GSWC then immediately distributed all of BVESI's common shares to AWR, whereupon BVESI became wholly owned directly by AWR.

This quarterly report on Form 10-Q is a combined report being filed by two separate Registrants: AWR and GSWC. For more information, please see Note 1 of the Notes to Consolidated Financial Statements and the heading entitled "General" in "Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations." References in this report to “Registrant” are to AWR and GSWC collectively, unless otherwise specified. GSWC makes no representations as to the information contained in this report other than with respect to itself.

Forward-Looking Information

This Form 10-Q and the documents incorporated herein contain forward-looking statements intended to qualify for the “safe harbor” from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current estimates, expectations and projections about future events and assumptions regarding these events and include statements regarding management’s goals, beliefs, plans or current expectations, taking into account the information currently available to management. Forward-looking statements are not statements of historical facts. For example, when we use words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may” and other words that convey uncertainty of future events or outcomes, we are making forward-looking statements. We are not able to predict all the factors that may affect future results. We caution you that any forward-looking statements made by us are not guarantees of future performance and the actual results may differ materially from those in our forward-looking statements. Some of the factors that could cause future results to differ materially from those expressed or implied by our forward-looking statements or from historical results, include, but are not limited to:

•the outcome of pending and future regulatory, legislative, or other proceedings; investigations or audits, including decisions in GSWC's and BVESI's general rate cases; and the results of independent audits of GSWC's construction contracting procurement practices or other independent audits of our costs;

•changes in the policies and procedures of the California Public Utilities Commission ("CPUC");

•timeliness of CPUC action on GSWC and BVESI rates;

•availability of GSWC's water supplies, which may be adversely affected by increases in the frequency and duration of droughts, changes in weather patterns, contamination, and court decisions or other governmental actions restricting the use of water from the Colorado River, the California State Water Project, or pumping of groundwater;

•BVESI liabilities associated with the inherent risks to persons or property should either come into contact with electrical current or equipment;

•the potential of strict liability for damages caused by GSWC's or BVESI's property or equipment, even if neither was negligent in the operation and maintenance of that property or equipment, under a doctrine known as inverse condemnation;

•the impact of storms, high winds, earthquakes, floods, mudslides, drought, wildfires and similar natural disasters, contamination, or acts of terrorism or vandalism, that (i) affect water quality, supply, or customer demand; (ii) damage or

Table of Contents

disrupt facilities, operations, or information technology systems on which we rely; or (iii) cause bodily injury or property damage resulting in liabilities that we may be unable to recover from insurance, third parties, the U.S. government, or that the CPUC or the courts do not permit us to recover from ratepayers;

•the economic impact of the COVID-19 pandemic on GSWC’s or BVESI's liquidity from (i) future credit losses on utility customer bills or (ii) the value of its pension and other retirement plan assets due to possible declines in securities prices;

•the economic impact on the ability of GSWC, BVESI, and the subsidiaries of ASUS to continue to operate, maintain, repair and improve their infrastructure and to provide services to their customers in the ordinary course of business;

•the impact on water utility operations during high fire threat conditions as a result of the Public Safety Power Shut-Off program authorized by the CPUC and implemented by the electric utilities that serve GSWC facilities throughout the state, and our ability to get full cost recovery in rates for costs incurred in preparation of and during a Public Safety Power Shut-Off event;

•inability to recover costs resulting from wildfires caused by BVESI’s electrical equipment from insurance or ratepayers on a timely basis, if at all;

•penalties which may be assessed by the CPUC if BVESI shuts down power to its customers during high threat conditions under the Public Safety Power Shut-Off program authorized by the CPUC if the CPUC determines that the shutdown was not reasonably necessary or excessive in the circumstances;

•BVESI's ability to implement its wildfire mitigation program and effectively implement Public Safety Power Shut-Offs when appropriate;

•costs incurred, and the ability to recover such costs from customers, associated with service disruptions as the result of a Public Safety Power Shut-Off program;

•risks associated with the effectiveness of California Assembly Bill No. 1054 in mitigating the risk faced by California investor-owned utilities related to liability for damages arising from catastrophic wildfires where utility facilities are a substantial cause, including BVESI's ability to obtain or maintain a valid safety certification and the CPUC's interpretation of and actions under California Assembly Bill No. 1054;

•the impact of rolling blackouts and other electric grid disruptions in California on our ability to provide water and electric service to our customers;

•the liquidity impact of California Senate Bill No. 998, which went into effect on February 1, 2020 and prohibits a water company from discontinuing residential water service for nonpayment until a payment by a customer has been delinquent for at least 60 days, and prohibits residential service from being discontinued under specified circumstances;

•increases in the cost of obtaining insurance or in uninsured losses that may not be recovered in rates, or under our contracts with the U.S. government, including increases due to difficulties in obtaining insurance for certain risks, such as wildfires and earthquakes in California;

•increases in costs to reduce the risks associated with the increasing frequency of severe weather, including to improve the resiliency and reliability of our water production and delivery facilities and systems, and our electric transmission and distribution lines;

•increases in service disruptions if severe weather and wildfires, or threats of wildfire become more frequent as they have recently;

•the future impact to GSWC, including increased earnings volatility, from the CPUC's transitioning of the current water revenue adjustment mechanism ("WRAM") and the modified cost balancing account ("MCBA"), to a limited price adjustment mechanism and an incremental supply cost balancing account;

•our ability to forecast the costs of maintaining GSWC's and BVESI's aging infrastructure, to efficiently manage capital expenditures, and operating and maintenance expenses within CPUC-authorized levels, and to timely recover our costs through rates;

•the impact of opposition to GSWC and BVESI rate increases on our ability to recover our costs through rates, including costs associated with construction, and costs associated with bodily injury and property damage arising out of more extreme weather events;

•the impact of opposition by GSWC customers to conservation rate design, including more stringent water-use restrictions from persistent drought conditions in California, as well as future mandated water-use restrictions, which may decrease adopted usage and increase customer rates;

Table of Contents

•the impact of condemnation actions on future GSWC revenues and other aspects of our business if we do not receive adequate compensation for the assets taken, or recover all of the associated charges, as well as the impact on future revenues if we are no longer entitled to any portion of the revenues generated from such assets;

•GSWC's and BVESI's ability to recover increases in permitting and other costs associated with negotiating and complying with the terms of its city and county franchise agreements, including costs to meet other local-government demands;

•changes in accounting valuations and estimates, including changes resulting from our assessment of anticipated recovery of GSWC's or BVESI's regulatory assets, settlement of liabilities and revenues subject to refund or regulatory disallowances and the timing of such recovery, and the amounts set aside for uncollectible accounts receivable, inventory obsolescence, pension and post-retirement liabilities, taxes, and uninsured losses and claims, including general liability and workers' compensation claims;

•changes in environmental laws, health and safety laws, water and recycled water quality requirements, and increases in costs associated with complying with these laws and requirements, including costs associated with GSWC's upgrading and building new water treatment plants, GSWC's disposing of residuals from its water treatment plants, more stringent rules regarding pipeline repairs and installation, handling and storing hazardous chemicals, upgrading equipment to make it more resistant to extreme weather events, removal of vegetation near power lines, compliance-monitoring activities and, GSWC's securing alternative water supplies when necessary;

•changes in laboratory detection capabilities and drinking water notification and response levels for certain substances, such as perfluoroalkyl substances ("PFAS") used to make certain fabrics and other materials, used in certain fire suppression agents and also used in various industrial processes;

•our ability to obtain adequate, reliable and cost-effective services, chemical supplies, electricity, fuel, water, and other raw materials that are needed for our water and wastewater operations;

•our ability to attract, retain, train, motivate, develop, and transition key employees;

•our ability to recover the costs associated with any contamination of GSWC’s groundwater supplies from parties responsible for the contamination or through the ratemaking process, and the time and expense incurred by us in obtaining recovery of such costs;

•adequacy of BVESI's power supplies and the extent to which we can manage and respond to the volatility of electricity and natural gas prices;

•BVESI's ability to comply with the CPUC’s renewable energy procurement requirements;

•changes in GSWC's long-term customer demand due to changes in customer usage patterns as a result of conservation, regulatory changes affecting demand such as mandatory restrictions on water use, new landscaping or irrigation requirements, recycling of water by customers or purchase of recycled water supplied by other parties, unanticipated population growth or decline, changes in climate conditions, general economic and financial market conditions and cost increases, which may impact our long-term operating revenues if we are unable to secure rate increases in an amount sufficient to offset reduced demand;

•changes in accounting treatment for regulated utilities;

•effects of changes in, or interpretations of, tax laws, rates or policies;

•changes in estimates used in ASUS’s cost-to-cost method for revenue recognition of certain construction activities;

•termination, in whole or in part, of one or more of ASUS's military utility privatization contracts to provide water and/or wastewater services at military bases for the convenience of the U.S. government or for default;

•suspension or debarment of ASUS for a period of time from contracting with the government due to violations of laws or regulations in connection with military utility privatization activities;

•delays by the U.S. government in making timely payments to ASUS for water and/or wastewater services or construction activities at military bases because of fiscal uncertainties over the funding of the U.S. government or otherwise;

•delays in ASUS obtaining economic price or equitable adjustments to its prices on one or more of our contracts to provide water and/or wastewater services at military bases;

•disallowance of costs on any of ASUS's contracts to provide water and/or wastewater services at military bases because of audits, cost reviews or investigations by contracting agencies;

•inaccurate assumptions used by ASUS in preparing bids;

Table of Contents

•failure of wastewater systems that ASUS operates on military bases resulting in untreated wastewater or contaminants spilling into nearby properties, streams or rivers, a risk which may increase if flooding and rainfall become more frequent or severe as a result of climate change;

•failure to comply with the terms of our military privatization contracts;

•failure of any of our subcontractors to perform services for ASUS in accordance with the terms of our military privatization contracts;

•the impact on our growth from competition for new military or other privatization contracts;

•issues with the implementation, maintenance, or upgrading of our information technology systems;

•general economic conditions, which may impact our ability to recover infrastructure investments and operating costs from customers;

•explosions, fires, accidents, mechanical breakdowns, the disruption of information technology and telecommunication systems, human error, and similar events that may occur while operating and maintaining water and electric systems in California or operating and maintaining water and wastewater systems on military bases under varying geographic conditions;

•potential costs, lost revenues, or other consequences resulting from misappropriation of assets or sensitive information, corruption of data, or operational disruption due to a cyber-attack or other cyber incident;

•restrictive covenants in our debt instruments or changes to our credit ratings on current or future debt that may increase our financing costs or affect our ability to borrow or make payments on our debt; and

•our ability to access capital markets and other sources of credit in a timely manner on acceptable terms.

Please consider our forward-looking statements in light of these risks as you read this Form 10-Q. We qualify all of our forward-looking statements by these cautionary statements.

Table of Contents

AMERICAN STATES WATER COMPANY

CONSOLIDATED BALANCE SHEETS

ASSETS

(Unaudited)


(in thousands)	September 30, 2020		December 31, 2019
Property, Plant and Equipment
Regulated utility plant, at cost	$	2,004,446	$	1,926,543
Non-utility property, at cost	36,187		32,425
Total	2,040,633		1,958,968
Less - Accumulated depreciation	(561,523)		(543,263)
Net property, plant and equipment	1,479,110		1,415,705

Other Property and Investments
Goodwill	1,116		1,116
Other property and investments	31,326		30,293
Total other property and investments	32,442		31,409

Current Assets
Cash and cash equivalents	8,127		1,334
Accounts receivable — customers (less allowance for doubtful accounts of $2,400 in 2020 and $857 in 2019)	33,729		20,907
Unbilled receivable	25,086		20,482
Receivable from the U.S. government	27,144		22,613
Other accounts receivable (less allowance for doubtful accounts of $53 in 2020 and $59 in 2019)	3,433		3,096
Income taxes receivable	163		5,685
Materials and supplies, at weighted average cost	8,699		6,429
Regulatory assets — current	16,766		20,930
Prepayments and other current assets	6,541		5,413
Contract assets	9,719		15,567
Total current assets	139,407		122,456

Other Assets
Unbilled revenue- receivable from U.S. government	10,423		8,621
Receivable from the U.S. government	42,962		42,206
Contract assets	367		64
Operating lease right-of-use assets	11,516		13,168
Other	10,191		7,702
Total other assets	75,459		71,761

Total Assets	$	1,726,418	$	1,641,331

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

AMERICAN STATES WATER COMPANY

CONSOLIDATED BALANCE SHEETS

CAPITALIZATION AND LIABILITIES

(Unaudited)


(in thousands, except number of shares)	September 30, 2020		December 31, 2019
Capitalization
Common shares, no par value
Authorized: 60,000,000 shares
Outstanding: 36,889,061 shares in 2020 and 36,846,614 shares in 2019	$	256,622	$	255,566
Earnings reinvested in the business	377,198		345,964
Total common shareholders’ equity	633,820		601,530
Long-term debt	440,343		280,996
Total capitalization	1,074,163		882,526

Current Liabilities
Notes payable to banks	—		5,000
Long-term debt — current	358		344
Accounts payable	53,644		55,616
Income taxes payable	3,053		95
Accrued other taxes	11,560		11,110
Accrued employee expenses	13,827		14,255
Accrued interest	7,245		3,050
Unrealized loss on purchased power contracts	2,518		3,171
Contract liabilities	8,670		11,167
Operating lease liabilities	1,812		1,849
Other	10,769		10,341
Total current liabilities	113,456		115,998

Other Credits
Notes payable to bank	92,000		200,000
Advances for construction	63,276		63,989
Contributions in aid of construction - net	139,754		134,706
Deferred income taxes	129,137		125,304
Regulatory liabilities	20,064		23,380
Unamortized investment tax credits	1,242		1,295
Accrued pension and other postretirement benefits	66,924		68,469
Operating lease liabilities	10,161		11,739
Other	16,241		13,925
Total other credits	538,799		642,807

Commitments and Contingencies (Note 9)

Total Capitalization and Liabilities	$	1,726,418	$	1,641,331

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

AMERICAN STATES WATER COMPANY

CONSOLIDATED STATEMENTS OF INCOME

FOR THE THREE AND NINE MONTHS ENDED

SEPTEMBER 30, 2020 AND 2019

(Unaudited)


	Three months ended September 30,				Nine months ended September 30,
(in thousands, except per share amounts)	2020		2019		2020		2019
Operating Revenues
Water	$	98,701	$	95,249	$	257,199	$	248,112
Electric	8,288		11,996		26,935		30,033
Contracted services	26,699		27,251		79,909		82,731
Total operating revenues	133,688		134,496		364,043		360,876

Operating Expenses
Water purchased	23,445		23,361		56,291		55,263
Power purchased for pumping	3,369		3,042		7,626		6,562
Groundwater production assessment	5,962		5,634		15,140		14,020
Power purchased for resale	2,117		2,403		7,127		8,498
Supply cost balancing accounts	(2,639)		(2,680)		(6,606)		(2,845)
Other operation	8,128		8,267		24,573		24,546
Administrative and general	20,644		20,626		63,992		61,827
Depreciation and amortization	9,348		9,006		27,190		26,493
Maintenance	4,246		4,109		12,224		9,728
Property and other taxes	5,693		5,234		16,098		15,000
ASUS construction	13,573		12,894		39,175		39,671
Gain on sale of assets	(5)		(124)		(9)		(236)
Total operating expenses	93,881		91,772		262,821		258,527

Operating Income	39,807		42,724		101,222		102,349

Other Income and Expenses
Interest expense	(6,161)		(6,279)		(17,533)		(18,878)
Interest income	316		826		1,364		2,644
Other, net	1,613		140		2,388		2,073
Total other income and expenses, net	(4,232)		(5,313)		(13,781)		(14,161)

Income before income tax expense	35,575		37,411		87,441		88,188

Income tax expense	9,045		9,405		21,227		$	20,546

Net Income	$	26,530	$	28,006	$	66,214	$	67,642

Weighted Average Number of Common Shares Outstanding	36,886		36,835		36,877		36,804
Basic Earnings Per Common Share	$	0.72	$	0.76	$	1.79	$	1.83

Weighted Average Number of Diluted Shares	37,002		36,996		36,990		36,960
Fully Diluted Earnings Per Common Share	$	0.72	$	0.76	$	1.79	$	1.83

Dividends Declared Per Common Share	$	0.335	$	0.305	$	0.945	$	0.855

The accompanying notes are an integral part of these consolidated financial statements

AMERICAN STATES WATER COMPANY

CONSOLIDATED STATEMENTS OF CHANGES

IN COMMON SHAREHOLDERS' EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020

(Unaudited)


	Nine Months Ended September 30, 2020
	Common Shares			Reinvested
	Number			Earnings
	of			in the
(in thousands)	Shares	Amount		Business		Total
Balances at December 31, 2019	36,847	$	255,566	$	345,964	$	601,530
Add:
Net income				14,072		14,072
Exercise of stock options and other issuances of Common Shares	37	30				30
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		193				193
Dividend equivalent rights on stock-based awards not paid in cash		52				52
Deduct:
Dividends on Common Shares				11,242		11,242
Dividend equivalent rights on stock-based awards not paid in cash				52		52
Balances at March 31, 2020	36,884	$	255,841	$	348,742	$	604,583

Add:
Net income				25,612		25,612
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		343				343
Dividend equivalent rights on stock-based awards not paid in cash		39				39
Deduct:
Dividends on Common Shares				11,250		11,250
Dividend equivalent rights on stock-based awards not paid in cash				39		39
Balances at June 30, 2020	36,884	$	256,223	$	363,065	$	619,288

Add:
Net income				26,530		26,530
Exercise of stock options and other issuances of Common Shares	5	—				—
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		358				358
Dividend equivalent rights on stock-based awards not paid in cash		41				41
Deduct:
Dividends on Common Shares				12,356		12,356
Dividend equivalent rights on stock-based awards not paid in cash				41		41
Balances at September 30, 2020	36,889	$	256,622	$	377,198	$	633,820

The accompanying notes are an integral part of these consolidated financial statements.

AMERICAN STATES WATER COMPANY

CONSOLIDATED STATEMENTS OF CHANGES

IN COMMON SHAREHOLDERS' EQUITY

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2019

(Unaudited)


	Nine Months Ended September 30, 2019
	Common Shares			Reinvested
	Number			Earnings
	of			in the
(in thousands)	Shares	Amount		Business		Total
Balances at December 31, 2018	36,758	$	253,689	$	304,534	$	558,223
Add:
Net income				12,852		12,852
Exercise of stock options and other issuances of Common Shares	37	75				75
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		463				463
Dividend equivalent rights on stock-based awards not paid in cash		70				70
Deduct:
Dividends on Common Shares				10,113		10,113
Dividend equivalent rights on stock-based awards not paid in cash				70		70
Balances at March 31, 2019	36,795	$	254,297	$	307,203	$	561,500

Add:
Net income				26,784		26,784
Exercise of stock options and other issuances of Common Shares	37	291				291
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		331				331
Dividend equivalent rights on stock-based awards not paid in cash		50				50
Deduct:
Dividends on Common Shares				10,119		10,119
Dividend equivalent rights on stock-based awards not paid in cash				50		50
Balances at June 30, 2019	36,832	$	254,969	$	323,818	$	578,787

Add:
Net income				28,006		28,006
Exercise of stock options and other issuances of Common Shares	7	50				50
Stock-based compensation, net of taxes paid from shares withheld from employees related to net share settlements (Note 4)		338				338
Dividend equivalent rights on stock-based awards not paid in cash		51				51
Deduct:
Dividends on Common Shares				11,234		11,234
Dividend equivalent rights on stock-based awards not paid in cash				51		51
Balances at September 30, 2019	36,839	$	255,408	$	340,539	$	595,947

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

AMERICAN STATES WATER COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

(Unaudited)


	Nine Months Ended September 30,
(in thousands)	2020		2019
Cash Flows From Operating Activities:
Net income	$	66,214	$	67,642
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	27,441		26,727
Provision for doubtful accounts	873		471
Deferred income taxes and investment tax credits	1,767		2,242
Stock-based compensation expense	2,474		2,468
Gain on sale of assets	(9)		(236)
Gain on investments held in a trust	(1,266)		(2,512)
Other — net	25		144
Changes in assets and liabilities:
Accounts receivable — customers	(14,759)		(5,162)
Unbilled receivable	(6,406)		2,393
Other accounts receivable	(337)		473
Receivables from the U.S. government	(4,834)		(4,160)
Materials and supplies	(2,270)		(315)
Prepayments and other assets	347		3,029
Contract assets	5,092		755
Regulatory assets	(367)		(19,112)
Accounts payable	2,657		2,043
Income taxes receivable/payable	8,480		3,585
Contract liabilities	(2,497)		5,159
Accrued pension and other postretirement benefits	132		564
Other liabilities	5,086		(1,894)
Net cash provided	87,843		84,304

Cash Flows From Investing Activities:
Capital expenditures	(94,824)		(111,088)
Proceeds from sale of assets	51		137
Other investing activities	136		279
Net cash used	(94,637)		(110,672)

Cash Flows From Financing Activities:
Proceeds from stock option exercises	30		416
Receipt of advances for and contributions in aid of construction	7,576		8,260
Refunds on advances for construction	(3,401)		(4,679)
Retirement or repayments of long-term debt	(335)		(40,325)
Proceeds from the issuance of long-term debt, net of issuance costs	159,422		—
Net change in notes payable to banks	(113,000)		99,000
Dividends paid	(34,848)		(31,466)
Other financing activities	(1,857)		(1,581)
Net cash provided	13,587		29,625
Net change in cash and cash equivalents	6,793		3,257
Cash and cash equivalents, beginning of period	1,334		7,141
Cash and cash equivalents, end of period	$	8,127	$	10,398

Non-cash transactions:
Accrued payables for investment in utility plant	$	20,407	$	25,599
Property installed by developers and conveyed	$	2,861	$	1,376

The accompanying notes are an integral part of these consolidated financial statements

Table of Contents

GOLDEN STATE WATER COMPANY

BALANCE SHEETS

ASSETS

(Unaudited)

(in thousands)

September 30,
2020

December 31,
2019

Utility Plant

Utility plant, at cost

Price	90.45	EPS	2
Shares	37	P/E	41
MCap	3,346	P/FCF	75
Net Debt	271	EBIT	121
TEV	3,617	TEV/EBIT	30
TTM 2019-09-30, in MM, except price, ratios

10-Q	2020-09-30	Filed 2020-11-02
10-Q	2020-06-30	Filed 2020-08-03
10-Q	2020-03-31	Filed 2020-05-04
10-K	2019-12-31	Filed 2020-02-24
10-Q	2019-09-30	Filed 2019-11-04
10-Q	2019-06-30	Filed 2019-08-05
10-Q	2019-03-31	Filed 2019-05-06
10-K	2018-12-31	Filed 2019-02-25
10-Q	2018-09-30	Filed 2018-11-05
10-Q	2018-06-30	Filed 2018-08-06
10-Q	2018-03-31	Filed 2018-05-07
10-K	2017-12-31	Filed 2018-02-26
10-Q	2017-09-30	Filed 2017-11-06
10-Q	2017-06-30	Filed 2017-08-02
10-Q	2017-03-31	Filed 2017-05-02
10-K	2016-12-31	Filed 2017-02-23
10-Q	2016-09-30	Filed 2016-11-02
10-Q	2016-06-30	Filed 2016-08-03
10-Q	2016-03-31	Filed 2016-05-04
10-K	2015-12-31	Filed 2016-02-24
10-Q	2015-09-30	Filed 2015-11-03
10-Q	2015-06-30	Filed 2015-08-04
10-Q	2015-03-31	Filed 2015-05-05
10-K	2014-12-31	Filed 2015-02-25
10-Q	2014-09-30	Filed 2014-11-05
10-Q	2014-06-30	Filed 2014-08-05
10-Q	2014-03-31	Filed 2014-05-06
10-K	2013-12-31	Filed 2014-02-26
10-Q	2013-09-30	Filed 2013-11-04
10-Q	2013-06-30	Filed 2013-08-08
10-Q	2013-03-31	Filed 2013-05-10
10-K	2012-12-31	Filed 2013-03-01
10-Q	2012-09-30	Filed 2012-11-05
10-Q	2012-06-30	Filed 2012-08-06
10-Q	2012-03-31	Filed 2012-05-07
10-K	2011-12-31	Filed 2012-03-12
10-Q	2011-09-30	Filed 2011-11-07
10-Q	2011-06-30	Filed 2011-08-08
10-Q	2011-03-31	Filed 2011-05-06
10-K	2010-12-31	Filed 2011-03-11
10-Q	2010-09-30	Filed 2010-11-09
10-Q	2010-06-30	Filed 2010-08-06
10-Q	2010-03-31	Filed 2010-05-07
10-K	2009-12-31	Filed 2010-03-12

8-K	2020-11-02
8-K	2020-08-27
8-K	2020-08-03
8-K	2020-07-16
8-K	2020-07-08
8-K	2020-06-26
8-K	2020-05-19
8-K	2020-05-04
8-K	2020-03-30
8-K	2020-03-16
8-K	2020-03-11
8-K	2020-02-24
8-K	2020-01-28
8-K	2020-01-17
8-K	2019-11-04
8-K	2019-08-05
8-K	2019-05-30
8-K	2019-05-17
8-K	2019-05-06
8-K	2019-03-28
8-K	2019-03-26
8-K	2019-02-25
8-K	2019-01-29
8-K	2018-11-28
8-K	2018-11-05
8-K	2018-08-15
8-K	2018-08-06
8-K	2018-05-22
8-K	2018-05-07
8-K	2018-03-22
8-K	2018-03-09
8-K	2018-02-26
8-K	2018-02-06
8-K	2018-01-30

EX-31.1	awr-20200930xex311.htm
EX-31.2	awr-20200930xex312.htm
EX-31.1.1	awr-20200930xex3111.htm
EX-31.2.1	awr-20200930xex3121.htm
EX-32.1	awr-20200930xex321.htm
EX-32.2	awr-20200930xex322.htm

AWR 10Q Quarterly Report

American States Water Earnings 2020-09-30