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Consolidated Water Co. Ltd.

For the period ended Jun 30, 2025. Filed Aug 11, 2025.

View on SEC.gov

About 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.

Jun 30, 2025 · Filed Aug 11, 2025

CWCO$27.22+2.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-12.

0001558370-25-007396

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-11.

0001558370-25-011063

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

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 125 previous paragraphs and 160 current paragraphs.

68 unchanged; 50 reworded; 32 added; 4 removed; 3 previous and 10 current paragraphs rearranged.

Tables are not compared: 10 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (32)

Current report

Our net loss from discontinued operations for the three months ended June 30, 2025 was ($82,556). We generated net income from discontinued operations of $11,607,846 for the three months ended June 30, 2024 as a result of the Settlement Agreement discussed previously.

Current report

Revenue for 2025 increased to $33,591,079 from $32,479,158 in 2024, as a result of revenue increases in the retail and manufacturing segments. These increases were partially offset by a decline in revenue for both the services and bulk segments. Gross profit for 2025 was $12,831,985 (38% of total revenue) as compared to $11,620,214 (36% of total revenue) for 2024. For further discussion of revenue and gross profit see the “Results by Segment” discussion and analysis that follows.

Current report

General and administrative (“G&A”) expenses on a consolidated basis increased to $7,580,238 for 2025 as compared to $6,606,294 for 2024. The increase in G&A expenses for 2025 arises principally from incremental (i) employee costs of $665,396 attributable to new hires and salary increases; and (ii) information technology expenses of $141,592 resulting from the in-process implementation of a new billing system for our retail operations.

Current report

The retail segment generated $3,877,491 in income from operations for 2025 as compared to $3,723,917 for 2024.

Current report

Revenue generated by retail water operations increased to $8,638,026 in 2025 from $8,181,884 in 2024 due to a 7% increase in the volume of water sold. We believe significantly lower rainfall amounts on Grand Cayman in 2025 as compared to 2024 was the principal reason for the increase in the volume of water sold in 2025.

Current report

Retail G&A expenses increased to $985,617 for 2025 compared to $781,706 for 2024 principally due to information technology expenses of $141,592 resulting from the in-process implementation of a new billing system.

Current report

The bulk segment generated $2,141,159 and $1,987,230 in income from operations for 2025 and 2024, respectively.

Current report

The services segment generated $1,429,454 and $2,270,308 in income from operations for 2025 and 2024, respectively.

Current report

Gross profit for the services segment decreased to $3,391,319 (30% of services revenue) in 2025 from $3,463,932 (29% of services revenue) in 2024 due to the overall decline in revenue. During 2025, we adjusted our previous estimate of the total costs to be incurred for one construction contract. This change in accounting estimate resulted in an increase in the services segment’s revenue, gross profit and income from operations of $167,904 for 2025 under the input method we use to account for construction contracts.

Current report

G&A expenses for the services segment increased to $1,993,042 for 2025 as compared to $1,196,624 for 2024 primarily due to incremental employee costs of $649,976 attributable to new hires and salary increases and a net increase of $108,286 in the provision for credit losses.

Current report

G&A expenses for the manufacturing segment decreased slightly to $530,552 for 2025 as compared to $667,586 for 2024.

Current report

Corporate G&A expenses remained relatively consistent at $3,676,277 for 2025 as compared to $3,597,110 for 2024.

Current report

Six Months Ended June 30, 2025 Compared to Six Months Ended****June 30, 2024

Current report

As discussed previously, on June 30, 2020 the State of Baja California cancelled its APP Contract with AdR for the Project. As a result of the cancellation of the Project, we discontinued all development activities associated with the Project, commenced marketing efforts to sell the land NSC purchased for the Project, and initiated international arbitration against the Government of Mexico to recover the costs we had incurred for the Project. In May 2024, we executed a Settlement Agreement with the State pursuant to which we discontinued the arbitration in exchange for the purchase by the State (i) of the land for the Project for MXN$596,144,000; and (ii) certain documentation for the Project for MXN$20,000,000. We received the proceeds from the sale of the land and documentation in June 2024.

Current report

Our net loss from discontinued operations for the six months ended June 30, 2025 was ($215,637). We generated net income from discontinued operations of $11,140,780 for the six months ended June 30, 2024 as a result of the Settlement Agreement discussed previously.

Current report

Retail G&A expenses increased to $1,774,429 for 2025 compared to $1,548,404 for 2024 due to approximately $142,000 incurred for the in-process implementation of a new billing system.

Current report

The bulk segment generated $4,622,705 and $4,419,925 in income from operations for 2025 and 2024, respectively.

Current report

Gross profit for our bulk segment improved slightly to $5,363,536 (32% of bulk revenue) for 2025 as compared to $5,127,334 (31% of bulk revenue) for 2024, primarily as a result of improved plant efficiency and lower operating costs.

Current report

Bulk segment G&A expenses remained relatively consistent at $740,831 for 2025 as compared to $707,409 for 2024.

Current report

The services segment generated $1,248,966 and $5,421,126 in income from operations for 2025 and 2024, respectively.

Current report

Services segment revenue decreased to $21,526,470 for 2025 from $29,340,080 for 2024. Construction revenue declined to $5,044,167 for 2025 as compared to $13,381,536 for 2024 primarily as a result of $6.2 million of additional revenue generated from PERC’s contract with Liberty Utilities and $1.1 million in additional revenue generated from the Red Gate contract in 2024. Such contracts were substantially completed in the second quarter of 2024. Construction revenue recognized on the Hawaii contract also declined by $2.1 million in 2025 due to the completion of the pilot plant testing phase of the project, which resulted in a decrease in project expenditures pending commencement of the construction phase of the project. These decreases in construction revenue were partially offset by construction revenue generated under new contracts. Revenue generated under operations and maintenance contracts increased to $15,980,704 for 2025 as compared to $14,168,275 for 2024 as a result of incremental revenue generated by both PERC and REC. Design and consulting revenue decreased to $501,599 in 2025 from $1,790,269 in 2024 due to the completion of a large consulting contract in December 2024 that generated $1.3 million in the six months ended June 30, 2024.

Current report

Manufacturing gross profit was $3,799,479 (34% of manufacturing revenue) for 2025 as compared to $2,572,954 (28% of manufacturing revenue) for 2024. The increase in manufacturing gross profit in dollars and as a percentage of revenue results from increased production activity and a higher margin product mix. In addition, during 2025 we adjusted our previous estimates of the total costs to be incurred for two manufacturing contracts. These changes in accounting estimates resulted in an increase in the manufacturing segment’s revenue, gross profit and income from operations of $445,150 for 2025 under the input method we use to account for manufacturing contracts.

Current report

Construction in progress increased by approximately $1.4 million primarily due to $1.8 million spent on the expansion of the Aerex manufacturing facility and $1.1 million spent on CW-Bahamas’ plant construction on Cat Island. These increases were offset by a reduction of $1.4 million due to the additional capitalization of the expansion of the West Bay plant.

Current report

Accounts payable, accrued expenses and other liabilities increased by approximately $3.7 million primarily due to $3.4 million increase in CW-Bahamas accounts payable.
Removed paragraphs (4)

Previous report

Our net losses from discontinued operations for the three months ended March 31, 2025 and 2024 were ($133,081) and ($467,066), respectively.

Previous report

Retail G&A expenses remained relatively consistent at $788,812 for 2025 as compared to $766,698 for 2024.

Previous report

The bulk segment generated $2,481,546 and $2,432,695 in income from operations for 2025 and 2024, respectively.

Previous report

The services segment incurred a loss from operations of ($180,488) for 2025, as compared to generating income from operations of $3,150,818 for 2025.
Reworded paragraphs (50)

Previous wording

We design, construct, and sell desalination infrastructure through DesalCo, which serves customers in the Cayman Islands, The Bahamas, and the British Virgin Islands. We design, construct, and sell wastewater and water reuse infrastructure in the United States through PERC and Kalaeloa Desalco. Aerex is a custom and specialty manufacturer in the United States of water treatment-related systems and products applicable to commercial, municipal and industrial water production.

Current wording

We design, construct, and sell desalination infrastructure through DesalCo, which serves customers in the Cayman Islands, The Bahamas, and the British Virgin Islands. We design, construct, and sell wastewater, water reuse, and water production infrastructure in the United States through PERC and Kalaeloa Desalco. Aerex is a custom and specialty manufacturer in the United States of water-related systems and products applicable to commercial, municipal and industrial water production and treatment.

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and accompanying notes included under Part I, Item 1. “Financial Statements” of this Quarterly Report and our consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for our fiscal year ended December 31, 2024 (“2024 Form 10-K”) and the

Current wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and accompanying notes included under Part I, Item 1. “Financial Statements” of this Quarterly Report and our consolidated financial statements and accompanying notes

Previous wording

information set forth under Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2024 Form 10-K.

Current wording

included in our Annual Report on Form 10-K for our fiscal year ended December 31, 2024 (“2024 Form 10-K”) and the information set forth under Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2024 Form 10-K.

Previous wording

In November 2015, the State of Baja California (the “State”) officially commenced the public tender for the Project, and in June 2016 a consortium comprised of NSC and two other parties was selected by the State as the winner of the tender process for the Project. NSC subsequently formed AdR to pursue the completion of the Project.

Current wording

In November 2015, the State of Baja California (the “State”) officially commenced a public tender for the Project, and in June 2016 a consortium comprised of NSC and two other parties was selected by the State as the winner of the tender process for the Project. NSC subsequently formed AdR to pursue the completion of the Project.

Previous wording

for the trust named Fondo Nacional de Infraestructura (the “Trust”). Under the Settlement Agreement, CW-Cooperatief requested that ICSID discontinue the arbitration and on May 31, 2024, ICSID issued an order discontinuing the arbitration. Pursuant to the Settlement Agreement, the Trust purchased the 20.1 hectares of land on which the Project’s plant was to be constructed, including related rights of way (the “Land”), on an “as-is” basis, from NSC for MXN$596,144,000. The sale of the Land to the Trust was closed on June 14, 2024 at which time the MXN$596,144,000 was paid to us and converted at the prevailing exchange rate on that date into US$31,959,685.

Current wording

In May 2024, we, through CW-Cooperatief, NSC, and AdR, entered into a settlement agreement (the “Settlement Agreement”) with the State and Banco Nacional de Obras y Servicios Públicos, S.N.C., as trustee under the trust agreement for the trust named Fondo Nacional de Infraestructura (the “Trust”). Under the Settlement Agreement, CW-Cooperatief requested that ICSID discontinue the arbitration and on May 31, 2024, ICSID issued an order discontinuing the arbitration. Pursuant to the Settlement Agreement, the Trust purchased the 20.1 hectares of land on which the Project’s plant was to be constructed, including related rights of way (the “Land”), on an “as-is” basis, from NSC for MXN$596,144,000. The sale of the Land to the Trust was closed on June 14, 2024 at which time the MXN$596,144,000 was paid to us and converted at the prevailing exchange rate on that date into US$31,959,685.

Previous wording

Including discontinued operations, net income attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $4,791,029 ($0.30 per share on a fully diluted basis), as compared to net income of $6,474,348 ($0.40 per share on a fully diluted basis) for 2024.

Current wording

Including discontinued operations, net income attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $5,096,205 ($0.32 per share on a fully diluted basis), as compared to net income of $15,850,257 ($0.99 per share on a fully diluted basis) for 2024.

Previous wording

Net income from continuing operations attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $4,924,110 ($0.31 per share on a fully diluted basis), as compared to net income from continuing operations of $6,941,414 ($0.43 per share on a fully diluted basis) for 2024.

Current wording

Net income from continuing operations attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $5,178,761 ($0.32 per share on a fully diluted basis), as compared to net income from continuing operations of $4,242,411 ($0.26 per share on a fully diluted basis) for 2024.

Previous wording

Other income, net, increased to $688,891 for 2025 as compared to $418,184 for 2024 primarily due to approximately $282,000 of additional interest income resulting from additional interest earned on higher balances of interest earning assets.

Current wording

Other income, net, increased to $820,182 for 2025 as compared to $418,426 for 2024 primarily due to approximately $376,000 of additional interest income resulting from additional interest earned on higher balances of interest earning assets.

Previous wording

Bulk segment revenue was $8,411,716 and $8,342,094 for 2025 and 2024, respectively. The slight increase in bulk revenue from 2024 to 2025 reflects the impact of OC-Cayman’s new Red Gate II contract and an amendment of its North Sound contract, both of which became effective May 1, 2024. The increase in revenue from both of these contracts offsets a decrease in revenue for CW-Bahamas resulting from lower energy prices, which decreased the pass-through energy component of CW-Bahamas rates.

Current wording

Bulk segment revenue was $8,274,816 and $8,447,958 for 2025 and 2024, respectively. The decrease in bulk revenue from 2024 to 2025 resulted from lower diesel fuel prices, which decreased the pass-through energy component of CW-Bahamas’ rates.

Previous wording

Consistent with the increase in revenue, gross profit for our bulk segment increased slightly to $2,827,627 (34% of bulk revenue) for 2025 as compared to $2,776,836 (33% of bulk revenue) for 2024.

Current wording

Gross profit for our bulk segment increased to $2,535,909 (31% of bulk revenue) for 2025 as compared to $2,350,498 (28% of bulk revenue) for 2024 due to improved plant efficiency and slight reductions in various operating expenses.

Previous wording

Bulk segment G&A expenses remained relatively consistent at $346,081 for 2025 as compared to $344,141 for 2024.

Current wording

Bulk segment G&A expenses remained relatively consistent at $394,750 for 2025 as compared to $363,268 for 2024.

Previous wording

Services segment revenue decreased to $10,078,268 for 2025 from $17,417,611 for 2024. Construction revenue declined to $2,218,230 for 2025 as compared to $9,203,662 for 2024. Construction revenue for 2024 was significantly greater due to $4.8 million of additional revenue generated from PERC’s contract with Liberty Utilities. Such contract was substantially completed in the second quarter of 2024. Revenue generated under operations and maintenance contracts increased to $7,725,298 for 2025 as compared to $7,099,354 for 2024 as a result of incremental revenue generated by both PERC and REC.

Current wording

Services segment revenue decreased to $11,448,202 for 2025 from $11,922,469 for 2024. Construction revenue declined to $2,825,935 as compared to $4,004,072 for 2024 as a result of a $1.0 million decrease in revenue recognized for the Hawaii project due to the completion of the pilot plant testing phase of the project, which resulted in a decrease in project expenditures pending commencement of the construction phase of the project. Revenue generated under operations and maintenance contracts increased to $8,255,408 for 2025 as compared to $7,068,922 for 2024 as a result of incremental revenue generated by both PERC and REC. Design and consulting revenue decreased to $366,859 in 2025 from $849,475 in 2024.

Previous wording

The manufacturing segment contributed $1,092,912 and $761,219 to our income from operations in 2025 and 2024, respectively.

Current wording

The manufacturing segment contributed $1,511,937 and $626,447 to our income from operations in 2025 and 2024, respectively.

Previous wording

Manufacturing revenue increased to $5,814,059 from $5,304,747 for 2025 and 2024, respectively, due to increased production activity.

Current wording

Manufacturing revenue increased to $5,230,035 from $3,926,847 for 2025 and 2024, respectively, due to increased production activity.

Previous wording

Manufacturing gross profit was $1,756,990 (30% of manufacturing revenue) for 2025 as compared to a gross profit of $1,278,921 (24% of manufacturing revenue) for 2024. The increase in manufacturing gross profit in dollars and as a percentage of revenue results from increased production activity and a higher margin product mix.

Current wording

Manufacturing gross profit was $2,042,489 (39% of manufacturing revenue) for 2025 as compared to a gross profit of $1,294,033 (33% of manufacturing revenue) for 2024. The increase in manufacturing gross profit in dollars and as a percentage of revenue results from increased production activity and a higher margin product mix. In addition, during 2025 we adjusted our previous estimates of the total costs to be incurred for two manufacturing contracts. These changes in accounting estimates resulted in an increase in the manufacturing segment’s revenue, gross profit and income from operations of $445,150 for 2025 under the input method we use to account for manufacturing contracts.

Previous wording

Revenue for 2025 decreased to $33,715,385 from $39,689,390 in 2024, as a result of a significant decrease in services segment revenue. Gross profit for 2025 was $12,306,287 (37% of total revenue) as compared to $13,878,023 (35% of total revenue) for 2024. For further discussion of revenue and gross profit see the “Results by Segment” discussion and analysis that follows.

Current wording

Revenue for 2025 decreased to $67,306,464 from $72,168,548 in 2024. Increases in revenue for the retail and manufacturing segments were more than offset by a significant decrease in the services segment revenue. Gross profit for 2025 was $25,138,272 (37% of total revenue) as compared to $25,498,237 (35% of total revenue) for 2024. For further discussion of revenue and gross profit see the “Results by Segment” discussion and analysis that follows.

Previous wording

General and administrative (“G&A”) expenses on a consolidated basis increased to $7,723,959 for 2025 as compared to $6,564,029 for 2024. The increase in G&A expenses for 2025 arises principally from (i) incremental legal costs and other professional fees totaling $491,174 (which includes $139,000 in costs related to a legal settlement); (ii) added employee costs of $356,909 attributable to new hires, salary increases and a retirement payment of $158,000 made to a former executive; and (iii) a net increase of approximately $135,000 in the provision for credit losses.

Current wording

G&A expenses on a consolidated basis increased to $15,304,197 for 2025 as compared to $13,170,323 for 2024. The increase in G&A expenses for 2025 arises principally from (i) incremental legal costs and other professional fees totaling $537,215 (which includes $139,000 in costs related to a legal settlement); (ii) added employee costs of $1.0 million attributable to new hires, salary increases and a retirement payment of $158,000 made to a former executive; and (iii) a net increase of approximately $171,000 in the provision for credit losses.

Previous wording

The retail segment generated $4,946,443 in income from operations for 2025 compared to $4,306,896 for 2024.

Current wording

The retail segment generated $8,823,934 in income from operations for 2025 compared to $8,030,811 for 2024.

Previous wording

Revenue generated by our retail water operations increased to $9,411,342 in 2025 from $8,624,938 in 2024 due to a 13% increase in the volume of water sold.

Current wording

Revenue generated by our retail water operations increased to $18,049,368 in 2025 from $16,806,822 in 2024 due to a 10% increase in the volume of water sold. We believe significantly lower rainfall amounts in 2025 on Grand Cayman as compared to 2024 was the principal reason for the increase in the volume of water sold in 2025.

Previous wording

As a result of the revenue increase retail segment gross profit increased in both total dollars and as a percentage of revenue to $5,705,279 (61% of retail revenue) for 2025 from $5,073,594 (59% of retail revenue) for 2024.

Current wording

As a result of the revenue increase, retail segment gross profit increased in both total dollars and as a percentage of revenue to $10,567,547 (59% of retail revenue) for 2025 from $9,585,345 (57% of retail revenue) for 2024.

Previous wording

Gross profit for the services segment decreased to $2,016,391 (20% of services revenue) in 2025 from $4,748,672 (27% of services revenue) in 2024 due to the substantial decline in construction revenue.

Current wording

Gross profit for the services segment decreased to $5,407,710 (25% of services revenue) in 2025 from $8,212,604 (28% of services revenue) in 2024 due to the substantial decline in construction and design and consulting revenue. During 2025, we adjusted our previous estimate of the total costs to be incurred for one construction contract. This change in accounting estimate resulted in an increase in the services segment’s revenue, gross profit and income from operations of $167,904 for 2025 under the input method we use to account for construction contracts.

Previous wording

G&A expenses for the services segment increased to $2,195,338 for 2025 as compared to $1,597,854 for 2024 primarily due to incremental legal costs and other professional fees of $251,713 (which includes $139,000 in costs related to a legal settlement) and a net increase of approximately $183,000 in the provision for credit losses.

Current wording

G&A expenses for the services segment increased to $4,188,380 for 2025 as compared to $2,794,478 for 2024 primarily due to an increase of $718,212 of added employee costs attributable to new hires, salary increases, incremental legal costs and other professional fees of $267,098 (which includes $139,000 in costs related to a legal settlement) and a net increase of approximately $291,000 in the provision for credit losses.

Previous wording

G&A expenses for the manufacturing segment remained relatively consistent at $664,078 for 2025 as compared to $517,702 for 2024.

Current wording

G&A expenses for the manufacturing segment remained relatively consistent at $1,194,630 for 2025 as compared to $1,185,288 for 2024.

Previous wording

Corporate G&A expenses increased to $3,729,650 for 2025 as compared to $3,337,634 for 2024 due to approximately $205,000 in incremental employee costs arising from pay raises and a retirement payment of $158,000 made to a former executive and incremental legal costs and other professional fees of $177,431.

Current wording

Corporate G&A expenses increased to $7,405,927 for 2025 as compared to $6,934,744 for 2024 due to a retirement payment of approximately $158,000 made to a former executive and incremental legal, audit and other professional fees of approximately $232,000.

Previous wording

Accounts receivable decreased by approximately $3.4 million primarily due to a $2.9 million decrease in CW-Bahamas’ accounts receivable as well as decreases in the services and manufacturing segments accounts receivable of $618,603 and $434,779, respectively. These decreases were offset by an increase in the retail segment accounts receivable of $495,835.

Current wording

Accounts receivable increased by approximately $2.4 million primarily due to a $1.5 million increase in the manufacturing segment accounts receivable as well as an increase in the CW-Bahamas accounts receivable of approximately $876,000.

Previous wording

Current inventory decreased by approximately $1.8 million primarily due to a decrease of $2.6 million in Aerex’s inventory resulting from production activity, which was partially offset by an increase in PERC’s current inventory of $658,848.

Current wording

Current inventory decreased by approximately $2.8 million primarily due to a decrease of $3.7 million in Aerex’s inventory resulting from increased production activity, which was partially offset by an increase in PERC’s current inventory of approximately $905,000.

Previous wording

Prepaid expenses and other current assets decreased by approximately $980,000 primarily due to a decrease in prepaid insurance.

Current wording

Prepaid expenses and other current assets decreased by approximately $1.6 million primarily due to the amortization of prepaid insurance premiums.

Previous wording

Contract assets increased by approximately $5.0 million primarily due to a $4.9 million increase in the manufacturing segment contract assets attributable to work started in the first quarter for one major client.

Current wording

Contract assets increased by approximately $1.3 million primarily due to a $1.9 million increase in the manufacturing segment contract assets attributable to work started in the first quarter for one major client and an increase in PERC’s contract assets of approximately $419,000. These increases were partially offset by a decrease of approximately $1.1 million in DesalCo’s contract assets due to the collection of the final payment on the Red Gate plant.

Previous wording

Property, plant and equipment, net, increased by approximately $1.1 million primarily due to the expansion of the new West Bay plant in Cayman Islands.

Current wording

Property, plant and equipment, net, increased by approximately $1.3 million primarily due to the expansion of the new West Bay plant in Cayman Islands as well as a specialized equipment truck purchased for the services segment.

Previous wording

Contract liabilities increased by $3.3 million primarily due to one PERC construction project.

Current wording

Contract liabilities increased by $3.8 million primarily due to the Kalaeloa Desalco construction project.

Previous wording

The Cayman Islands does not have a tax treaty with the United States. Consequently, should we be required (or elect) to transfer any profits generated by our U.S. subsidiaries from U.S. operations to our company in the Cayman Islands, we would be required to pay a withholding tax of 30% on the amount of any such funds transferred.

Current wording

The Cayman Islands does not have a tax treaty with the United States. Consequently, should we be required (or elect) to transfer any profits generated by our U.S. subsidiaries to our parent company in the Cayman Islands, we would be required to pay a withholding tax of 30% on the amount of any such funds transferred.

Previous wording

Our projected liquidity requirements for 2025 include capital expenditures for our existing operations of approximately $9.1 million, which includes approximately $800,000 to be incurred during 2025 for a project in The Bahamas and $1.2 million for the expansion of Aerex's manufacturing facility. We paid approximately $1.8 million for dividends in April 2025. Our liquidity requirements may also include future quarterly dividends, if such dividends are declared by our Board.

Current wording

Our projected liquidity requirements for the balance of 2025 include capital expenditures for our existing operations of approximately $8.5 million, which includes approximately $1.5 million to be incurred during 2025 for a project in The Bahamas and $700,000 for the expansion of Aerex's manufacturing facility. We paid approximately $2.3 million for dividends in July 2025. Our liquidity requirements may also include future quarterly dividends, if such dividends are declared by our Board.

Previous wording

As of March 31, 2025, we had cash and cash equivalents of $107.9 million and working capital of $136.2 million.

Current wording

As of June 30, 2025, we had cash and cash equivalents of $112.2 million and working capital of $137.4 million.

Previous wording

CW-Bahamas’ accounts receivable balances (which include accrued interest) due from the WSC amounted to $25.5 million and $28.4 million as of March 31, 2025 and December 31, 2024, respectively. Approximately 78% and 81% of

Current wording

CW-Bahamas’ accounts receivable balances (which include accrued interest) due from the WSC amounted to $29.3 million and $28.4 million as of June 30, 2025 and December 31, 2024, respectively. Approximately 81% of the accounts receivable balances were delinquent as of those dates, respectively. The delay in collecting these accounts receivable has adversely impacted the liquidity of this subsidiary.

Previous wording

From time to time (including presently), CW-Bahamas has experienced delays in collecting its accounts receivable from the WSC. When these delays occur, we hold discussions and meetings with representatives of the WSC and The Bahamas government. All previous delinquent accounts receivable from the WSC, including accrued interest thereon, were eventually paid in full. Based upon this payment history, we have not provided for a material allowance for credit losses for CW-Bahamas’ accounts receivable from the WSC as of March 31, 2025.

Current wording

From time to time (including presently), CW-Bahamas has experienced delays in collecting its accounts receivable from the WSC. When these delays occur, we hold discussions and meetings with representatives of the WSC and the government of The Bahamas. All previous delinquent accounts receivable from the WSC, including accrued interest thereon, were eventually paid in full. Based upon this payment history, we have not provided for a material allowance for credit losses for CW-Bahamas’ accounts receivable from the WSC as of June 30, 2025.

Previous wording

We continue to be in frequent contact with officials of The Bahamas government, who continue to express their intention to significantly reduce CW-Bahamas accounts receivable balances in the near future; however, we cannot provide any assurance as to when such reduction will occur.

Current wording

We continue to be in frequent contact with officials of The Bahamas government, who continue to express their intention to significantly reduce CW-Bahamas accounts receivable balances in the near future. However, we are unable to determine when such reduction will occur.

Previous wording

In a report dated October 6, 2022, Moody’s Investor Services (“Moody’s”) downgraded The Bahamas’ long-term issuer and senior unsecured ratings to B1 from Ba3. Moody’s also lowered The Bahamas’ local currency ceiling to Baa3 from Baa2 and its foreign currency ceiling to Ba1 from Baa3. Moody’s has maintained these ratings through the date of its most current report issued in April 2025. Based upon our review of this Moody’s correspondence, we continue to believe that no material allowance for credit losses is required for CW-Bahamas’ accounts receivable from the WSC.

Current wording

In a report dated October 6, 2022, Moody’s Investor Services (“Moody’s”) downgraded The Bahamas’ long-term issuer and senior unsecured ratings to B1 from Ba3. Moody’s also lowered The Bahamas’ local currency ceiling to Baa3 from Baa2 and its foreign currency ceiling to Ba1 from Baa3. Moody’s has maintained these ratings through the date of its most

Previous wording

Discussion of Cash Flows for the Three Months Ended March 31, 2025

Current wording

Discussion of Cash Flows for the Six Months Ended June 30, 2025

Previous wording

Our cash and cash equivalents increased to $107,852,232 as of March 31, 2025 from $99,350,121 as of December 31, 2024.

Current wording

Our cash and cash equivalents increased to $112,246,599 as of June 30, 2025 from $99,350,121 as of December 31, 2024.

Previous wording

Net cash provided by our operating activities was $11,760,251. This net cash reflects the net income generated for the three months ended March 31, 2025 of $4,956,456 as adjusted for (i) various items included in the determination of net income that do not affect cash flows during the year; and (ii) changes in the other components of working capital. The more significant of such items and changes in working capital components included depreciation and amortization of $1,692,546, a decrease in accounts receivable of $3,075,968, an increase in contract assets of $5,047,425 and an increase in contract liabilities of $3,275,143.

Current wording

Net cash provided by our operating activities was $20,523,005. This net cash reflects the net income generated for the six months ended June 30, 2025 of $10,182,039 as adjusted for (i) various items included in the determination of net income that do not affect cash flows during the year; and (ii) changes in the other components of working capital. The more significant of such items and changes in working capital components included depreciation and amortization of $3,400,039, an increase in accounts receivable of $2,752,672, an increase in contract assets of $1,288,787, an increase in contract liabilities of $3,772,012 and an increase in accounts payable, accrued expenses and other current liabilities of $3,074,188.

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Rearranged current paragraphs (10)

Current report — wording carried from elsewhere

As a result of the revenue increase, retail segment gross profit increased in both total dollars and as a percentage of revenue to $4,862,268 (56% of retail revenue) for 2025 from $4,511,751 (55% of retail revenue) for 2024.

Current report — wording carried from elsewhere

We are presently in the process of legally terminating/dissolving CW-Cooperatief, NSC and AdR and will continue to incur expenses for these subsidiaries while such process is completed.

Current report — wording carried from elsewhere

Including discontinued operations, net income attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $9,887,234 ($0.62 per share on a fully diluted basis), as compared to net income of $22,324,605 ($1.40 per share on a fully diluted basis) for 2024.

Current report — wording carried from elsewhere

The following discussion and analysis of our consolidated results of operations and results of operations by segment for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024 relates only to our continuing operations.

Current report — wording carried from elsewhere

Net income from continuing operations attributable to Consolidated Water Co. Ltd. stockholders for 2025 was $10,102,871 ($0.63 per share on a fully diluted basis), as compared to net income from continuing operations of $11,183,825 ($0.70 per share on a fully diluted basis) for 2024.

Current report — wording carried from elsewhere

Other income, net, increased to $1,509,073 for 2025 as compared to $836,610 for 2024 primarily due to approximately $659,000 of additional interest income resulting from additional interest earned on higher balances of interest earning assets.

Current report — wording carried from elsewhere

Bulk segment revenue was $16,686,532 and $16,790,052 for 2025 and 2024, respectively. The decrease in bulk revenue from 2024 to 2025 resulted from lower diesel fuel prices, which decreased the pass-through energy component of CW-Bahamas’ rates.

Current report — wording carried from elsewhere

The manufacturing segment contributed $2,604,849 and $1,387,666 to our income from operations in 2025 and 2024, respectively.

Current report — wording carried from elsewhere

Manufacturing revenue increased to $11,044,094 in 2025 from $9,231,594 for 2024 due to increased production activity.

Current report — wording carried from elsewhere

current report issued in April 2025. Based upon our review of this Moody’s correspondence, we continue to believe that no material allowance for credit losses is required for CW-Bahamas’ accounts receivable from the WSC.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

In May 2024, we, through CW-Cooperatief, NSC, and AdR entered into a settlement agreement (the “Settlement Agreement”) with the State and Banco Nacional de Obras y Servicios Públicos, S.N.C., as trustee under the trust agreement

Previous report — wording carried elsewhere

the accounts receivable balances were delinquent as of those dates, respectively. The delay in collecting these accounts receivable has adversely impacted the liquidity of this subsidiary.

Previous report — wording carried elsewhere

Seven Mile Beach and West Bay. For the three months ended March 31, 2025 and 2024, we generated approximately 28% and 22%, respectively, of our consolidated revenue and 46% and 37%, respectively, of our consolidated gross profit from the retail water operations conducted under the 1990 license.