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0000766829FALSE00007668292024-04-252024-04-25

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) April 25, 2024
 
 
SJW Group
(Exact name of registrant as specified in its charter)
 
 
Delaware 001-8966 77-0066628
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
110 West Taylor Street, San Jose, CA   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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.001 per share SJW New York Stock Exchange LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

    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 ☐    




Item 2.02
Results of Operations and Financial Condition.

On April 25, 2024, SJW Group issued a press release announcing its financial results for the quarter ended March 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 of Form 8-K by reference.

The information in Item 2.02, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits

Exhibit
Number
Description of Document
99.1
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within Inline XBRL document



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 GROUP


Date: April 25, 2024
/s/ Andrew F. Walters
Andrew F. Walters, Chief Financial Officer



EX-99.1 2 exhibit991-1qtr2024.htm EX-99.1 Document

EXHIBIT 99.1


SJW Group Announces First Quarter 2024 Financial Results

•Delivers $0.36 of diluted earnings per share (EPS), a slight year-over-year decrease of $0.01
•Invests $69 million in infrastructure
•Secures 10.01% Water Cost of Capital Mechanism (WCCM)-adjusted return on equity in California as of January 1, 2024
•Reaffirms 2024 guidance range of $2.68 to $2.78 diluted EPS
•Declares $0.40 cash dividend per share of common stock

SAN JOSE, Calif. – April 25, 2024 – SJW Group (NYSE: SJW) today reported financial results for the first quarter ended March 31, 2024.

"We are pleased with our financial results for the quarter, which demonstrate the strength of our local water operations and the continued successful execution of our proven business strategy,” stated SJW Group Chair, CEO, and President, Eric W. Thornburg. “In the first quarter, we secured approval of a general rate case in Maine and an infrastructure charge in Texas; invested $69 million in maintaining and improving our water supply and infrastructure across our national footprint, putting us on track to meet our 2024 capital expenditures goals; and implemented capital initiatives to drive sustainable operating efficiencies that benefit customers. Additionally, I’m proud to share that USA Today recognized Connecticut Water Company as a Top Workplace USA, making it one of only two water utilities to receive the honor. We intend to build upon this strong start to the year by continuing to invest in our trusted relationships with all key stakeholders, deliver on and advance our capital expenditures plan, and encourage the culture of service that underlies our success."

First Quarter Operating Results
Net income for the quarter ended March 31, 2024 was $11.7 million, a 1% increase compared to $11.5 million in the same quarter last year. Diluted EPS for the quarter ended March 31, 2024 was $0.36, or a 3% decrease compared to $0.37 in the same quarter last year.

Operating revenue for first quarter was $149.4 million, compared to $137.3 million for the same quarter last year. The increase was largely driven by rate increases of $10 million, primarily in California, increases in the infrastructure recovery mechanism in Connecticut, and higher customer usage of $1.8 million driven primarily by weather conditions and the end of California mandatory water conservation requirements, partially offset by $0.8 million due to regulatory mechanism adjustments.

Operating expenses for the quarter ended March 31, 2024 were $121.5 million, up 8% compared to $112.1 million for the same quarter last year. This change in operating expenses primarily reflects:
•An increase in water production expenses of $4.8 million compared to the same quarter last year;
•An increase in depreciation and amortization of $2.1 million primarily due to utility plant additions; and
•An increase in administrative and general expenses of $1.4 million.
The effective consolidated income tax rates for the first quarter of March 31, 2024 and 2023 were approximately 16% and 9%, respectively. The higher effective tax rate in the 2024 period was primarily due to the tax deficiencies recorded in the first quarter of 2024 for share-based payments and other discrete tax items.
Capital Expenditures
In the first quarter of 2024, SJW Group invested $69 million in infrastructure and water supply. The company has a capital expenditures budget of $332 million in 2024 and plans to invest more than $1.6 billion in capital over the next five years to build and maintain its water and wastewater operations, including approximately $230 million to install treatment for per- and polyfluoroalkyl substances (PFAS), subject to regulatory approvals and availability of funding.
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San Jose Water has begun installation on a $100 million advanced metering infrastructure (AMI) project that was approved by the California Public Utilities Commission (CPUC) in 2022. The project is separate from the general rate case (GRC) capital budget approved by the CPUC. The bulk of the AMI installation will occur between 2024 and 2026 with approximately $27 million expected in 2024.

Rate Activity and Regulatory Updates
California
The CPUC approved San Jose Water's Advice Letter 603 establishing a Group Insurance Balancing Account effective on January 1, 2024. The purpose of the account is to capture the difference between authorized and actual medical, dental, and opt-out insurance costs.
On January 1, 2024, new rates went into effect that included a WCCM-adjusted return on equity (ROE) of 10.01%, less 20 basis points (bps) for use of the Water Conservation Memorandum Account (WCMA), a 5.28% cost of debt, a capital structure of 54.55% equity, and a 7.75% overall rate of return (ROR) including the 20 bps ROE reduction due to the WCMA. Compared to the first quarter of 2023 the ROE was 8.90%, less 20 bps for use of the WCMA, the cost of debt was 6.20%, the capital structure was 53.28% equity, and the overall ROR was 7.53% including the 20 bps ROE reduction due to the WCMA.
On January 2, 2024, San Jose Water filed its 2024 GRC application with the CPUC for new rates spanning 2025 to 2027. The company proposed an increase over current authorized revenues of approximately $55.2 million, or 11.1%, in 2025, approximately $22.0 million, or 4.0%, in 2026, and approximately $25.8 million, or 4.5%, in 2027. San Jose Water is also proposing a 3-year $540 million capital expenditure program focusing on:
•Treating PFAS in drinking water;
•Reducing greenhouse gas emissions through solar generation, energy storage systems, continued electrification of our vehicle fleet, and expansion of our advanced leak detection program; and
•Advancing the CPUC’s Environmental and Social Justice Action Plan by improving access to high-quality water service, climate resiliency, and economic and workforce development.
A decision on the GRC is expected in fourth quarter of 2024 and new rates are anticipated to be effective on January 1, 2025.
On February 2, 2024, San Jose Water, along with three other Class A California water utilities, received approval from CPUC granting a one-year deferment in their 2024 Cost of Capital (COC) filings to May 1, 2025. This deferment, which was granted in response to the water utilities' request for a one-year postponement of their COC filings, alleviates administrative processing costs for both the water utilities and CPUC staff. The approved deferment includes a provision that maintains the WCCM for 2025 and allows it to adjust up or down in accordance with movements of 100 bps or more in the Moody’s Aa Utility Bond Index between October 1, 2023 and September 30, 2024.

Connecticut
On October 3, 2023, Connecticut Water Company (CWC) filed a GRC application with the Connecticut Public Utilities Regulatory Authority (PURA) to amend rates. CWC is requesting a $21.4 million, or approximately 18.1%, increase over current authorized revenues to recover approximately $135 million in drinking water and wastewater infrastructure investment, as well as increased operating and borrowing costs. PURA's current timeline for a final decision in the GRC is June 28, 2024, and any authorized increase in rates would be effective on or about July 1, 2024.

Maine
On January 5, 2024, the Maine Public Utilities Commission (MPUC) approved a stipulation agreement between Maine Water Company (MWC) and the Office of the Public Advocate to settle MWC’s March 2023 rate application in the Biddeford Saco Division. Under the approved agreement, MWC authorized annual revenues will increase by $2.6 million, or 17.6%, effective January 1, 2024. MWC had requested a $2.9 million annual revenue increase in March 2023 to cover the operating expenses and increased borrowing costs of the $60 million Saco River Drinking Water Resource Center that went into service in June 2022.

On March 22, 2024, the MPUC authorized an increase of $158,000 in annualized revenues for projects completed through the Water Infrastructure Charge in the Camden-Rockland Division.

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Texas
On January 5, 2024, Texas Water Company (TWC) filed an application with the Public Utilities Commission of Texas (PUCT) to acquire 3009 Water Company, a water system serving approximately 270 water customers in Comal County, Texas. A decision on the application is expected in third quarter of 2024.

On March 21, 2024, the PUCT approved TWC’s application to establish a System Improvement Charge (SIC) for water and wastewater customers. TWC expects the SIC to generate approximately $1.6 million in annualized revenues. The SIC was effective as of the decision date.

Corporate Responsibility Recognition
CWC was recently recognized by USA Today as a Top Workplace USA for 2024, making it one of only two water utilities to be selected for the honor. The award celebrates companies that build a best in-class work environment together by prioritizing employees, creating a people-centered culture and giving employees a voice. The Top Workplaces USA award is based entirely on feedback from an employee engagement survey completed by the employees of participating workplaces.
2024 Guidance Reaffirmed
The company’s 2024 full-year guidance is reaffirmed and includes:
•Net income per diluted common share of $2.68 to $2.78; and,
•Regulated infrastructure investments of approximately $332 million
In addition, we reiterate our non-linear long-term diluted EPS growth of 5% to 7%, anchored off 2022's diluted EPS of $2.43.
When considering the company's 2024 guidance relative to actual results in 2023 of $2.68 diluted EPS, it is important to note that the company's adjustment to income tax reserves in 2023 resulted in an increase of $0.14 per diluted share.
Our guidance is subject to risks and uncertainties, including, without limitation, those factors outlined in the “Forward Looking Statements” of this release and the “Risk Factors” section of the company’s annual and quarterly reports filed with the Securities and Exchange Commission.
Dividend
The directors of SJW Group have declared a quarterly cash dividend on common stock of $0.40 per share, payable on June 3, 2024, to shareholders of record at the close of business on May 6, 2024. Dividends have been paid on SJW Group’s and its predecessor’s common stock for more than 80 consecutive years. For 56 consecutive years, SJW Group stockholders have received an increase in their calendar year dividend, which places it in an exclusive group of companies on the New York Stock Exchange.
Financial Results Call Information
Eric W. Thornburg, president, chief executive officer, and board chair, and Andrew F. Walters, chief financial officer and treasurer, will review results for first quarter of 2024 in a live webcast presentation at 11 a.m. Pacific Daylight Time, or 2 p.m. Eastern Daylight Time, on Friday, April 26, 2024.
Interested parties may access the webcast and related presentation materials at the website www.sjwgroup.com. An archive of the webcast will be available until July 24, 2024.
About SJW Group    
SJW Group is among the largest investor-owned pure-play water and wastewater utilities in the United States, providing life-sustaining and high-quality water service to nearly 1.5 million people. SJW Group’s locally led and operated water utilities - San Jose Water Company in California, The Connecticut Water Company in Connecticut, The Maine Water Company in Maine, and SJWTX, Inc. (dba The Texas Water Company) in Texas - possess the financial strength, operational expertise, and technological innovation to safeguard the environment, deliver outstanding service to customers, and provide opportunities to employees. SJW Group remains focused on investing in its operations, remaining actively engaged in its local communities, and delivering continued sustainable value to its stockholders. For more information about SJW Group, please visit www.sjwgroup.com.
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Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Some of these forward-looking statements can be identified by the use of forward-looking words such as “believes,” “expects,” “estimates,” “anticipates,” “intends,” “seeks,” “plans,” “projects,” “may,” “should,” “will,” or the negative of those words or other comparable terminology. These forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict.
These forward-looking statements involve a number of risks, uncertainties and assumptions including, but not limited to, the following factors: (1) the effect of water, utility, environmental and other governmental policies and regulations, including regulatory actions concerning rates, authorized return on equity, authorized capital structures, capital expenditures, PFAS and other decisions; (2) changes in demand for water and other services; (3) unanticipated weather conditions and changes in seasonality including those affecting water supply and customer usage; (4) the effect of the impact of climate change; (5) unexpected costs, charges or expenses; (6) our ability to successfully evaluate investments in new business and growth initiatives; (7) contamination of our water supplies and damage or failure of our water equipment and infrastructure; (8) the risk of work stoppages, strikes and other labor-related actions; (9) catastrophic events such as fires, earthquakes, explosions, floods, ice storms, tornadoes, hurricanes, terrorist acts, physical attacks, cyber-attacks, epidemic, or similar occurrences; (10) changes in general economic, political, business and financial market conditions; (11) the ability to obtain financing on favorable terms, which can be affected by various factors, including credit ratings, changes in interest rates, compliance with regulatory requirements, compliance with the terms and conditions of our outstanding indebtedness, and general market and economic conditions; and (12) legislative, and general market and economic developments. The risks, uncertainties and other factors may cause the actual results, performance or achievements of SJW Group to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Results for a quarter are not indicative of results for a full year due to seasonality and other factors. Other factors that may cause actual results, performance or achievements to materially differ are described in SJW Group’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the SEC. Forward-looking statements are not guarantees of performance, and speak only as of the date made. SJW Group undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
SJW Group Contacts:
Andrew F. Walters
Chief Financial Officer and Treasurer Condensed Consolidated Statements of Comprehensive Income
408.279.7818
Andrew.Walters@sjwater.com

Daniel J. Meaney, APR
Director of Investor Relations
860.664.6016
Daniel.Meaney@ctwater.com


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SJW Group
(Unaudited)
(in thousands, except share and per share data)
 
  Three months ended March 31,
  2024 2023
Operating revenue $ 149,382  137,296 
Operating expense:
Production Expenses:
Purchased water 26,192  22,418 
Power 2,427  2,199 
Groundwater extraction charges 12,126  10,359 
Other production expenses 11,049  12,043 
Total production expenses 51,794  47,019 
Administrative and general 25,788  24,344 
Maintenance 6,687  6,058 
Property taxes and other non-income taxes 8,830  8,401 
Depreciation and amortization 28,370  26,296 
Total operating expense 121,469  112,118 
Operating income 27,913  25,178 
Other (expense) income:
Interest on long-term debt and other interest expense (17,584) (15,772)
Pension non-service credit (cost) 950  (64)
Other, net 2,651  3,266 
Income before income taxes 13,930  12,608 
Provision for income taxes 2,231  1,078 
Net income 11,699  11,530 
Other comprehensive (loss) income, net (442) 93 
Comprehensive income $ 11,257  11,623 
Earnings per share
Basic $ 0.36  0.37 
Diluted $ 0.36  0.37 
Dividends per share $ 0.40  0.38 
Weighted average shares outstanding
Basic 32,077  30,936 
Diluted 32,145  31,041 



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SJW Group
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands, except share and per share data)

March 31,
2024
December 31,
2023
Assets
Utility plant:
Land $ 41,415  41,415 
Depreciable plant and equipment 4,005,195  3,967,911 
Construction work in progress 133,369  106,980 
Intangible assets 35,946  35,946 
Total utility plant 4,215,925  4,152,252 
Less accumulated depreciation and amortization 1,007,078  981,598 
Net utility plant 3,208,847  3,170,654 
Nonutility properties and real estate investments 13,377  13,350 
Less accumulated depreciation and amortization 195  194 
Net nonutility properties and real estate investments 13,182  13,156 
Current assets:
Cash and cash equivalents 4,542  9,723 
Accounts receivable:
Customers, net of allowances for uncollectible accounts of $6,198 and $6,551 on March 31, 2024 and December 31, 2023, respectively 62,649  67,870 
Income tax 2,911  5,187 
Other 2,199  3,684 
Accrued unbilled utility revenue 44,345  49,543 
Assets held for sale 40,850  40,850 
Prepaid expenses 12,822  11,110 
Current regulatory assets 1,850  4,276 
Other current assets 5,914  6,146 
Total current assets 178,082  198,389 
Other assets:
Regulatory assets, less current portion 238,842  235,910 
Investments 17,435  16,411 
Postretirement benefit plans 34,244  33,794 
Other intangible asset 28,386  28,386 
Goodwill 640,311  640,311 
Other 8,183  8,056 
Total other assets 967,401  962,868 
Total assets $ 4,367,512  4,345,067 







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SJW Group
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands, except share and per share data)

March 31,
2024
December 31,
2023
Capitalization and liabilities
Capitalization:
Stockholders’ equity:
Common stock, $0.001 par value; authorized 70,000,000 shares; issued and outstanding shares 32,201,216 on March 31, 2024 and 32,023,004 on December 31, 2023 $ 32  32 
Additional paid-in capital 744,621  736,191 
Retained earnings 494,249  495,383 
Accumulated other comprehensive income 1,349  1,791 
Total stockholders’ equity 1,240,251  1,233,397 
Long-term debt, less current portion 1,550,298  1,526,699 
Total capitalization 2,790,549  2,760,096 
Current liabilities:
Lines of credit 210,748  171,500 
Current portion of long-term debt 9,002  48,975 
Accrued groundwater extraction charges, purchased water and power 17,205  24,479 
Accounts payable 34,397  46,121 
Accrued interest 19,056  15,816 
Accrued payroll 8,818  12,229 
Current regulatory liabilities 2,480  3,059 
Other current liabilities 21,554  20,795 
Total current liabilities 323,260  342,974 
Deferred income taxes 239,960  238,528 
Advances for construction 141,431  146,582 
Contributions in aid of construction 331,869  326,451 
Postretirement benefit plans 47,323  46,836 
Regulatory liabilities, less current portion 469,953  461,108 
Other noncurrent liabilities 23,167  22,492 
Commitments and contingencies
Total capitalization and liabilities $ 4,367,512  4,345,067 











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