Global Water Resources Inc
For the period ended Dec 31, 2024. Filed Mar 5, 2025.
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FY2024 · Filed Mar 5, 2025
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13. FAIR VALUE
- FAIR VALUE
Fair Value of Financial Instruments
Financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2024 and 2023 were as follows (in thousands):
| December 31, 2024 | December 31, 2023 | |||||||
|---|---|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |
| Assets: | ||||||||
| HUF funds - restricted cash | $870 | $— | $— | $870 | $822 | $— | $— | $822 |
| Certificates of deposit - restricted | 1,239 | — | — | 1,239 | — | 854 | — | 854 |
| Demand deposit | — | — | — | — | 1 | — | — | 1 |
| Total | $2,109 | $— | $— | $2,109 | $823 | $854 | $— | $1,677 |
| Liabilities: | ||||||||
| Contingent consideration | $— | $— | $1,942 | $1,942 | $— | $— | $2,113 | $2,113 |
| Total | $— | $— | $1,942 | $1,942 | $— | $— | $2,113 | $2,113 |
HUF Funds - restricted cash and Certificates of deposit - restricted are presented on the Restricted cash line item of the Company’s consolidated balance sheets and are valued at amortized cost, which approximates fair value.
As part of the Global Water - Red Rock Water Company, Inc. (now part of GW-Saguaro) acquisition, the Company is required to pay to the seller a growth premium equal to $750 (not in thousands) for each new account established within specified growth premium areas, commencing in each area on the date of the first meter installation and ending on the earlier often years after such first installation date, ortwenty years from the acquisition date. The fair value of the contingent consideration was calculated using a discounted cash flow technique which utilized unobservable inputs developed using the Company’s estimates and assumptions. Significant inputs used in the fair value calculation are as follows: year of the first meter installation, total new accounts per year, years to complete full build out, and discount rate. The estimated fair value of the remaining liability was $0.7 million and $0.8 million as of December 31, 2024 and 2023, respectively.
In addition, as part of the GW-Farmers acquisition, the Company is required to pay the seller a growth premium equal to $1,000 (not in thousands) for each new account established in the service area, up to a total aggregate growth premium of $3.5 million. The obligation period of the growth premium commences on the closing date of the acquisition and ends (i)ten years after the first new account for residential purposes is established on land that is, at the time of the closing date of the acquisition, undeveloped or unplatted and owned by the seller within the service area or (ii)ten years after the date of closing if a new account (as previously described) has not been established. The fair value of the contingent consideration was calculated using a discounted cash flow technique which utilized unobservable inputs developed using the Company’s estimates and assumptions. Significant inputs used in the fair value calculation are as follows: year of the first meter installation, total new accounts per year, years to complete full build out, and discount rate. The estimated fair value of the remaining liability was $1.2 million and $1.3 million as of December 31, 2024 and 2023, respectively.
Contingent consideration is included within Other noncurrent liabilities on the consolidated balance sheets. Refer to Note 17 — “Commitments and Contingencies” for additional information about contingent consideration.
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