Global Water Resources, Inc.
For the period ended Mar 31, 2025. Filed May 14, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 14, 2025
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended March 31, 2025
OR
| ☐ | 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:001-37756
Global Water Resources, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 90-0632193 | ||
| (State or other jurisdiction ofincorporation or organization) · (I.R.S. EmployerIdentification No.) | |||
|---|---|---|---|
| Phoenix, | Arizona | 85027 | |
| (Address of principal executive offices) · (Zip Code) | |||
Registrant’s telephone number, including area code: (480)360-7775
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | GWRS | The NASDAQ Stock Market, LLC |
Indicate by check mark whether the 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 the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). x Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
|---|---|---|---|
| Non-accelerated filer | x | Smaller reporting company | x |
| 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). ☐ Yesx No
As of May 13, 2025, the registrant had 27,450,978 shares of common stock, $0.01 par value per share, outstanding.
-1-
TABLE OF CONTENTS
| PART I. FINANCIAL INFORMATION | 5 |
|---|---|
| ITEM 1. Financial Statements (Unaudited) | 5 |
| Condensed Consolidated Balance Sheets (unaudited) | 5 |
| Condensed Consolidated Statements of Operations (unaudited) | 6 |
| Condensed Consolidated Statements of Shareholders’ Equity (unaudited) | 7 |
| Condensed Consolidated Statements of Cash Flows (unaudited) | 8 |
| Notes to the Condensed Consolidated Financial Statements | 9 |
| ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 19 |
| ITEM 3. Qualitative and Quantitative Disclosures About Market Risk | 30 |
| ITEM 4. Controls and Procedures | 30 |
| PART II. OTHER INFORMATION | 31 |
| ITEM 1. Legal Proceedings | 31 |
| ITEM 1A. Risk Factors | 31 |
| ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds | 31 |
| ITEM 3. Defaults Upon Senior Securities | 31 |
| ITEM 4. Mine Safety Disclosures | 31 |
| ITEM 5. Other Information | 31 |
| ITEM 6. Exhibits | 32 |
| Signatures | 33 |
-2-
DEFINED TERMS
The following is a list of frequently used abbreviations or acronyms that are found in this report:
| The Company’s Utilities | |
|---|---|
| GW-Santa Cruz | Global Water - Santa Cruz Water Company, Inc. |
| GW-Palo Verde | Global Water - Palo Verde Utilities Company, Inc. |
| GW-Farmers | Global Water - Farmers Water Company, Inc. |
| GW-Hassayampa | Global Water - Hassayampa Utilities Company, Inc. |
| GW-Belmont | Global Water - Belmont Water Company, Inc. |
| GW-Turner | Global Water - Turner Ranches Irrigation, Inc. |
| GW-Saguaro | Global Water - Saguaro District Water Company, Inc. (formerly Global Water - Las Quintas Serenas Water Company, Inc.) |
| GW-Ocotillo | Global Water - Ocotillo Water Company, Inc. (formerly Global Water - 2024 Acquisition A, Inc.) |
| Abbreviations and Other | |
| ACC | Arizona Corporation Commission |
| ADEQ | Arizona Department of Environmental Quality |
| ADWR | Arizona Department of Water Resources |
| AFUDC | Allowance for funds utilized during construction |
| AIAC | Advances in Aid of Construction |
| ALJ | Administrative Law Judge |
| ASU | Accounting Standards Update |
| CC&N | Certificate of Convenience & Necessity |
| CIAC | Contributions in Aid of Construction |
| CODM | Chief operating decision maker |
| Company (we, us, our, “GWRI”) | Global Water Resources, Inc. |
| CP Water | CP Water Company |
| EPA | United States Environmental Protection Agency |
| EPS | Earnings per share |
| FASB | Financial Accounting Standards Board |
| GAAP | Accounting principles generally accepted in the United States of America |
| HUF | Hook-up fee |
| ICFA | Infrastructure coordination and financing agreement |
| IT | Information technology |
| MCL | Maximum contaminant level |
| Northern Trust | The Northern Trust Company, an Illinois banking corporation |
| NPDWR | National Primary Drinking Water Regulations |
| PFAS | Per- and polyfluoroalkyl substances |
| Revolver | Revolving credit facility with Northern Trust |
| ROO | Recommended Opinion and Order |
| RSA | Restricted stock award |
| RSU | Restricted stock unit |
| RUCO | The Residential Utility Consumer Office, an office representing the interests of residential utility ratepayers |
| SEC | Securities and Exchange Commission |
| WIFA | Water Infrastructure Finance Authority of Arizona |
-3-
Index to Consolidated Financial Statements
| Condensed Consolidated Balance Sheets (unaudited) | 5 |
|---|---|
| Condensed Consolidated Statements of Operations (unaudited) | 6 |
| Condensed Consolidated Statements of Shareholders’ Equity (unaudited) | 7 |
| Condensed Consolidated Statements of Cash Flows (unaudited) | 8 |
| Notes to the Condensed Consolidated Financial Statements | 9 |
| 1. Description of Business, Basis of Presentation, Significant Accounting Policies, and Recent Accounting Pronouncements | 9 |
| 2. Acquisitions | 9 |
| 3. Regulatory Matters | 10 |
| 4. Revenue Recognition | 11 |
| 5. Earnings Per Share | 12 |
| 6. Utility Plant | 12 |
| 7. Taxes, prepaid expenses and other current assets | 13 |
| 8. Goodwill | 13 |
| 9. Equity | 13 |
| 10. Debt | 13 |
| 11. Accrued Expenses and Other Current Liabilities | 14 |
| 12. Fair Value | 14 |
| 13. Income Taxes | 15 |
| 14. Share-based Compensation | 15 |
| 15. Transactions With Related Parties | 15 |
| 16. Commitments and Contingencies | 15 |
| 17. Business Segment Information | 16 |
| 18. Other, Net | 18 |
| 19. Supplemental Cash Flow Information | 18 |
-4-
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.