Item 2. Management’s Discussion and Analysis
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Statements
in this Quarterly Report on Form 10-Q that express our "belief," "anticipation" or
"expectation," as well as other statements that are not historical
fact, are forward-looking statements within the meaning of Section 27A of the
Securities Act, Section 21E of the Securities Exchange Act of 1934, as amended,
or the Exchange Act and the Private Securities Litigation Reform Act of
1995. Statements regarding our goals, priorities, growth and
expansion plans and expectation for our water and wastewater subsidiaries and
non-regulated subsidiaries, customer base growth opportunities in Delaware and
Cecil County, Maryland, our belief regarding the timing and results of our rate
requests, our belief regarding our capacity to provide water services for the
foreseeable future to our customers, our belief relating to our compliance and
the cost to achieve compliance with relevant governmental regulations, including
per- and polyfluoroalkyl substances (“PFAS”) regulations, our
belief concerning class action settlements designed to resolve claims for PFAS
contamination and any related outcome, and the Lead and
Copper Rule Improvements, our expectation of the timing of decisions by
regulatory authorities, our belief regarding the success of any rate increase
request, the impact of weather on our operations and the execution of our
strategic initiatives, our expectation of the timing for construction on new
projects, our expectation relating to the adoption of recent accounting
pronouncements, contract operations opportunities, legal proceedings, our
properties, deferred tax assets, adequacy of our available sources of
financing, the expected recovery of expenses related to our long-term debt, our
expectation to be in compliance with financial covenants in our debt
instruments, our ability to refinance our debt as it comes due, our ability to
adjust our debt level, interest rate, maturity schedule and structure, the
timing and terms of renewals of our lines of credit, plans to increase our
wastewater treatment operations, engineering services and other revenue streams
less affected by weather, expected future contributions to our postretirement
benefit plan, anticipated growth in our non-regulated division, the impact of
recent acquisitions on our ability to expand and foster relationships,
anticipated investments in certain of our facilities and systems and the
sources of funding for such investments, and the sufficiency of internally
generated funds and credit facilities to provide working capital and our
liquidity needs are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties
that could cause actual results to differ materially from those
projected. Words such as "expects",
"anticipates", "intends", "plans",
"believes", "seeks", "estimates",
"projects", "forecasts", "may",
"should", variations of such words and similar expressions are
intended to identify such forward-looking statements. Certain
factors as discussed under Item 1A - Risk Factors, in our Annual Report on Form
10-K for the year ended December 31, 2025, and this Quarterly Report on Form
10-Q for the quarter ended March 31, 2026, such as changes in weather, changes
in our contractual obligations, changes in government policies, changes in tax laws,
including, without limitation, the One Big Beautiful Bill Act, the timing and
results of our rate requests, failure to receive regulatory approvals, changes
in economic and market conditions generally, and other matters could cause
results to differ materially from those in the forward-looking
statements. While the Company may elect to update forward-looking
statements, we specifically disclaim any obligation to do so and you should not
rely on any forward-looking statement as a representation of the Company's
views as of any date subsequent to the date of the filing of this Quarterly Report on Form 10-Q.
RESULTS OF OPERATIONS FOR THE PERIOD ENDED MARCH 31, 2026
OVERVIEW
Our profitability is primarily attributable to the sale of water and wastewater services in our regulated utility business. Our regulated utility segment comprised 92.5% of total operating revenues for the three months ended March 31, 2026 and 92.7% for the three months ended March 31, 2025. Water sales are subject to seasonal fluctuations, particularly during summer when water demand may vary with rainfall and temperature. In the event temperatures during the typically warmer months are cooler than expected or rainfall is greater than expected, the demand for water may decrease and our revenues may be adversely affected. We believe these effects of weather are short term and do not materially affect the execution of our strategic initiatives. Our wastewater services provide a revenue stream that is not affected by these changes in weather patterns. We continue to seek growth opportunities to provide wastewater services in Delaware and the surrounding areas.
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Our profitability is also
attributed to other non-utility business, such as various contract operations,
water, sewer and internal SLP Plans and other services we provide. Our contract operations, SLP Plans and other
services also provide a revenue stream that is not affected by changes in
weather patterns. We also continue to
explore and develop relationships with developers and municipalities in order
to increase revenues from contract water and wastewater operations, wastewater
management services, and design, construction and engineering services. We plan to continue developing and expanding
our contract operations and other services in a manner that complements our
growth in water service to new customers.
Our anticipated growth in these areas is subject to changes in
residential and commercial construction, which may be affected by interest
rates, inflation and general housing and economic market conditions. We anticipate continued growth in our
non-utility subsidiaries due to our water and sewer SLP Plans .
Inflation
We are affected by inflation, most notably by the continually increasing costs required to maintain, improve and expand our service capability. The cumulative effect of inflation results in significantly higher facility replacement costs as well as increased operating costs, which must be recovered from future cash flows. Our ability to recover increases in investments in facilities and operating costs is dependent upon future rate increases, which are subject to approval by the applicable regulatory authority. We can provide no assurances that any future rate increase request will be approved, and if approved, we cannot guarantee that any rate increase will be granted in a timely manner and/or will be sufficient in amount to cover costs for which we initially sought the rate increase. The impact of inflation could adversely affect our results of operations, financial position or cash flows.
Regulated Water Subsidiaries
Artesian Water,
Artesian Water Maryland and Artesian Water Pennsylvania provide water service
to residential, commercial, industrial, governmental, municipal and utility
customers. Increases in the number of
customers contribute to increases, or help to offset any intermittent
decreases, in our operating revenue. As
of March 31, 2026, the number of metered water customers in Delaware increased approximately
1.8% compared to March 31, 2025. The
number of metered water customers in Maryland increased approximately 1.5%
compared to March 31, 2025. The number
of metered water customers in Pennsylvania remained consistent compared to March
31, 2025. For the three months ended March
31, 2026, approximately 2.0 billion gallons of water were distributed in our
Delaware systems and approximately 109.6 million gallons of water were
distributed in our Maryland systems .
On April 4, 2025, Artesian
Water filed a request with the DEPSC to implement new rates to meet a requested
increase in revenue of 12.41%, or approximately $10.8 million, on an annualized
basis. Supplemental and rebuttal
filings were subsequently filed, reducing the requested increase to 10.2%, or approximately
$9.0 million, on an annualized basis. The
DEPSC approved and Artesian Water implemented temporary rate increases
effective June 3, 2025 and November 6, 2025, until permanent rates are
determined by the DEPSC. This is
discussed further in Note 13 – Regulatory Proceedings .
Regulated Wastewater Subsidiaries
Artesian Wastewater and
TESI own wastewater collection and treatment infrastructure and provide
regulated wastewater services to customers in Sussex County, Delaware. Artesian Wastewater Maryland is able to
provide regulated wastewater services to customers in Maryland. It is not currently providing these services
in Maryland. The majority of our
residential and commercial wastewater customers are billed a flat monthly fee,
and our large industrial wastewater customer is billed monthly based on
wastewater flow, which contributes to providing a revenue stream unaffected by
weather. As of March 31, 2026, the
number of Delaware wastewater customers increased approximately 6. 4 %
compared to March 31, 2025.
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Non-Utility Subsidiaries
Artesian Utility
provides contract water and wastewater operation services to private,
municipal, and governmental institutions.
Artesian Utility also offers protection plans to customers: the WSLP
Plan and the SSLP Plan. SLP Plan
customers are billed a flat monthly or quarterly rate, which contributes to
providing a revenue stream unaffected by weather. There has been consistent customer growth
over the years. As of March 31, 2026,
the eligible customers enrolled in the WSLP Plan, the SSLP Plan and the ISLP
Plan increased 5.4%, 7.3% and 0.7%, respectively, compared to March 31, 2025. The Company also
maintains the ISLP Plan, in which the Company discontinued enrolling new
customers effective January 2026.
Strategic Direction and Recent Developments
Our strategy is to increase customer growth, revenues, earnings and dividends by expanding our water, wastewater and SLP Plan services across the Delmarva Peninsula. We remain focused on providing superior service to our customers and continuously seek ways to improve our efficiency and performance. Our strategy has included a focus on building strategic partnerships with county governments, municipalities and developers. By providing water and wastewater services, we believe we are positioned as the primary resource for developers and communities throughout the Delmarva Peninsula seeking to fill both needs simultaneously. We believe we have a proven ability to acquire and integrate high growth, reputable entities, through which we have captured additional service territories that will serve as a base for future revenue. We believe this experience presents a strong platform for further expansion and that our success to date also produces positive relationships and credibility with regulators, municipalities, developers and customers in both existing and prospective service areas.
In our regulated water subsidiaries, our strategy is to focus on a wide spectrum of activities, which include strategic acquisitions of existing systems, expanding certificated service area, identifying new and dependable sources of supply, developing the wells, treatment plants and delivery systems to supply water to customers and educating customers on the wise use of water. Our strategy includes focused efforts to expand through strategic acquisitions and in new regions added to our Delaware service territory over the last 10 years. We plan to expand our regulated water service area in the Cecil County designated growth corridor and to expand our business through the design, construction, operation, management and acquisition of additional water systems. The expansion of our exclusive franchise areas elsewhere in Maryland and the award of contracts will similarly enhance our operations within the state.
Our ability to develop partnerships with various county governments, municipalities and developers has provided a number of opportunities. In recent years, we have completed several acquisitions including asset purchase agreements with municipal and developer/homeowner association operated systems.
We believe that Delaware's generally lower cost of living in the region and availability of development sites in relatively close proximity to the Atlantic Ocean in Sussex County have resulted, and will continue to result, in increases to our customer base. Delaware’s lower property and income tax rate make it an attractive region for new home development and retirement communities. Substantial portions of Delaware currently are not served by a public water system, which could also assist in an increase to our customer base as systems are added.
In our regulated wastewater subsidiaries, we foresee significant growth opportunities and will continue to seek strategic partnerships and relationships with developers and governmental agencies to complement existing agreements for the provision of wastewater service on the Delmarva Peninsula. There are numerous locations in Sussex County where Artesian Wastewater’s and Sussex County’s facilities are connected or integrated to allow for the movement and disposal of wastewater generated by one or the other’s system in a manner that most efficiently and cost effectively manages wastewater transmission, treatment and disposal. In addition, Artesian Wastewater plans to utilize our larger regional wastewater facilities to expand service areas to new customers while transitioning our smaller treatment facilities into regional pump stations in order to gain additional efficiencies in the treatment and disposal of wastewater. We believe this will reduce operational costs at the smaller treatment facilities in the future because they will be converted from treatment and disposal plants to pump stations to assist with transitioning the flow of wastewater from one regional facility to another. In addition,
Artesian’s Delaware wastewater subsidiaries are the sole regional regulated
wastewater utilities in Delaware, which we believe will enable us to continue
to increase efficiencies in the treatment and disposal of wastewater and expand
our wastewater operations .
In April 2024,
Artesian Wastewater received a permit from the Delaware Department of Natural
Resources and Environmental Control, or DNREC, for construction of a 625,000
gallon per day regional wastewater treatment facility, including a primary
receiving headworks at its Sussex Regional Recharge Facility, or SRRF. Under its previous permit, SRRF provided
solely land disposal services for a single commercial processing and treatment
plant. Under its new permit, SRRF will
continue providing those disposal services alongside the new treatment plant.
The new treatment facility will provide service for Artesian Wastewater’s
regional system comprised primarily of residential and small commercial
customers. The construction will also
include the primary receiving facility for untreated effluent, sized to allow
for the expansion of the regional treatment system planned for the site. The new treatment facility will utilize the
existing disposal infrastructure and was completed in the first quarter of
2026. In February 2026, Artesian
Wastewater received a permit from DNREC for construction of an
additional 1,250,000 gallon per day regional wastewater treatment facility.
The general need for increased capital investment in our water and wastewater systems is due to a combination of population growth, more protective water quality standards, aging infrastructure and acquisitions. Our planned and budgeted capital improvements over the next three years include projects for water infrastructure improvements and expansion in both Delaware and Maryland and wastewater infrastructure improvements and expansion in Delaware. The DEPSC and MDPSC have generally recognized the operating and capital costs associated with these improvements in setting water and wastewater rates for current customers and capacity charges for new customers.
In our non-utility
subsidiaries, we continue pursuing opportunities to expand our contract
operations. Through Artesian Utility, we
will seek to expand our contract design, engineering and construction services
of water and wastewater facilities for developers, municipalities and other
utilities. We also anticipate continued
growth due to our water and sewer SLP Plans.
Artesian Development owns two nine-acre parcels of land, located in
Sussex County, Delaware, which allows for construction of a water treatment
facility and wastewater treatment facility .
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Other Matters
Environmental, Health and Safety, and Water Quality Regulation
As required by the Safe
Drinking Water Act, the U.S. Environmental Protection Agency, or EPA,
establishes maximum contaminant levels, or MCLs, for various substances found
in drinking water to ensure that the water is safe for human consumption. On April 10,
2024, the EPA established MCLs for certain per- and polyfluoroalkyl substances,
or PFAS, in drinking water. Under these
regulations, water utilities will be required to complete initial monitoring
for PFAS by 2027 and to conduct ongoing compliance monitoring. At the national level, water utilities also
will be required to meet the new MCLs by April 2029 and to notify the public of
any violations of the MCLs as of and after that date. Delaware water utilities are required to
notify the public of any violations of the MCLs beginning January 15,
2026. To allow drinking water systems
more time to develop plans for addressing PFAS where they are found and
implement solutions, the EPA plans to develop a rulemaking to provide
additional time for compliance, including a proposal to extend the compliance
date to 2031. The EPA plans to finalize
this rule in the Spring of 2026. The
Company has installed treatment for PFAS at several wellfields to date and
plans to continue to install treatment at additional locations as necessary in
future years. The capital investment and
operating costs for treatment of PFAS are anticipated to be recoverable in
water rates charged to customers as approved by the applicable public service
commission. The Company is participating
in the multi-district litigation class action settlements with certain manufacturers
of PFAS seeking reimbursement of costs incurred and that will continue to be incurred. See Note 15 – Legal Proceedings.
The Lead and Copper Rule, or LCR, is a federal regulation that limits the concentration of lead and copper allowed in public drinking water at the consumer's tap, in addition to limiting the permissible amount of pipe corrosion occurring due to the water itself. The LCR limits the levels of lead and copper in water by improving water treatment, testing for lead and copper at customer taps, and eliminating the water supply as a significant source of lead and copper. The EPA published a revised LCR in 2021, or LCR Revisions, to provide greater and more effective protection of public health by reducing exposure to lead and copper in drinking water. Implementation of the revised rule is intended to better identify high levels of lead, improve the reliability of lead tap sampling results, strengthen corrosion control treatment requirements, expand consumer awareness and improve risk communication. In addition, implementation of the revised rule is anticipated to accelerate lead service line replacements by closing existing regulatory loopholes, propelling early action, and strengthening replacement requirements. We filed all required Lead Service Line Inventories by the October 16, 2024 deadline and are fully compliant with the LCR Revisions.
On October 8, 2024, the EPA announced the new final regulations requiring the removal of lead water lines. The EPA’s rule, known as the Lead and Copper Rule Improvements, or LCRI, requires all public water systems to remove lead service lines within 10 years, among other changes to regulations in the EPA’s LCR. The service lines connect a home’s plumbing system to a public water system’s main water line. The LCRI specifies that the water provider will cover the cost for replacements of the customer’s service line up to the first fitting inside the structure being served. Capital investment and operating costs incurred by water utilities for customer-side pipe replacements are typically recoverable in water rates charged to customers as approved by the applicable public service commission.
Results of Operations – Analysis of the Three Months Ended March 31, 2026 Compared to the Three Months Ended March 31, 2025.
Operating Revenues
Revenues totaled $27.8
million for the three months ended March 31, 2026, $1.9 million, or 7.3%, more
than revenues for the three months ended March 31, 2025 .
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Water sales revenue
increased $1.5 million, or 7.3%, for the three months ended March 31, 2026 from
the corresponding period in 2025, primarily the result of two temporary rate
increases as permitted under Delaware law, until permanent rates are determined
by the DEPSC, as well as an increase in the number of customers served. The first temporary rate increase of 2.88%
was placed into effect on June 3, 2025 at which time the DSIC rate of 1.66% was
set to zero. The second temporary rate
increase of 6.82% was placed into effect on November 6, 2025, of which a portion has
been reserved for refund and is not reflected in income. We realized 79.9% and 79.9% of our total
operating revenue for the three months ended March 31, 2026 and March 31, 2025,
respectively, from the sale of water.
Other utility operating
revenue increased approximately $0.2 million, or 6.2%, for the three months
ended March 31, 2026 compared to the three months ended March 31, 2025. This increase is primarily
due to an increase in revenue related to industrial wastewater services and an
increase in wastewater revenue associated with additional residential and
commercial customers.
Non-utility operating
revenue increased approximately $0.2 million, or 9.5%, for the three months
ended March 31, 2026 compared to the three months ended March 31, 2025. This increase is primarily due to an increase in SLP Plan revenue, primarily the result
of an increase in the number of customers participating in the SLP Plans and an increase in fees that
were placed into effect on January 1, 2026.
Operating Expenses
Operating
expenses, excluding depreciation and income taxes, increased $0.9 million, or 5.7%, for the three
months ended March 31, 2026, compared to the same period in 2025 .
Utility operating expenses increased $0.8 million, or 6.7%, for the three
months ended March 31, 2026 compared to the same period in 2025. The increase in utility operating expenses
consists of a $0.6 million increase in payroll and employee benefit costs, a
$0.2 million increase in supply and treatment costs, and a $0.1 million
increase in transmission,
distribution and collection system costs. The increase in utility operating expenses is
partially offset by a $0.1 million decrease in administrative costs .
The
ratio of operating expenses, excluding depreciation and income taxes, to total revenue
was 57.6% for the three months ended March 31, 2026, compared to 58.5% for the three
months ended March 31, 2025 .
Federal
and state income tax expense increased $0.2 million, or 11.2%, primarily due to
higher pre-tax book income .
Other Income
Other income decreased $0.2 million, primarily due to a decrease
in patronage refunds on the Company’s lines of credit and loan volume and a
decrease in allowance for funds used during construction, or AFUDC, as a result
of lower long-term construction activity subject to AFUDC.
Net Income
Our net income applicable
to common stock increased $0.5 million, or 9.2%. Total operating revenues increased $1.9 million,
offset by a $1.2 million increase in total operating expenses, and a decrease
of $0.2 million in other income.
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LIQUIDITY AND CAPITAL RESOURCES
Overview
Our
primary sources of liquidity for the three
months ended March 31, 2026 were $8.6 million of cash provided by operating
activities, $10.0 million from the
issuance of long-term debt, and
$8.1 million in net contributions and advances from developers. We depend on the
availability of capital for expansion, construction and maintenance. We rely on our sources of liquidity for
investments in our utility plant and to meet our various payment obligations.
Operating Activities
One of our primary sources
of liquidity for the three months ended March 31, 2026 was $8.6 million
provided by cash flow from operating activities, compared to $11.0 million for
the three months ended March 31, 2025.
The decrease in cash flows from operating activities is primarily from lower
accounts receivable and accounts payable, partially offset by higher materials
and supplies, customer deposits and other, net income, deferred income taxes, and
accrued expenses. Cash flow from operating activities is primarily provided by our utility
operations and is impacted by the timeliness and adequacy of rate increases and
changes in water consumption as a result of year-to-year variations in weather
conditions, particularly during the summer.
A significant part of our ability to maintain and meet our financial
objectives is to ensure that our investments in utility plant and equipment are
recovered in the rates charged to customers.
As such, from time to time, we file rate increase requests to recover
increases in operating expenses and investments in utility plant and
equipment. See Note 13 – Regulatory
Proceedings. We will continue to borrow on available lines of credit in order
to satisfy current liquidity needs. In addition, the Company has a long history of paying
regular quarterly dividends as approved by our Board of Directors using net
cash from operating activities .
Investment Activities
The primary focus of our investments is to continue to provide high
quality reliable service to our growing service territory. Capital
expenditures during the first three months of 2026 were $13.1 million compared
to $10.4 million during the same period in 2025. During the first three months of 2026, these
investments include installation of new mains, services and hydrants, renewals
associated with the rehabilitation of aging infrastructure, upgrading and
replacing our meter reading equipment, installation of wastewater force mains,
upgrading existing pumping and treatment stations, including PFAS treatment
upgrades, and construction of new wastewater treatment plants, to better serve
our customers.
Financing Activities
For the three months ended March
31, 2026, cash flows provided by financing activities were $8.7 million,
compared to $2.0 million for the three months ended March 31, 2025. Our primary sources of liquidity from
financing activities for the three months ended March 31, 2026 were $10.0 million
from the issuance of long-term debt and $8.1 million in net contributions and
advances from developers. The cash flows
provided by financing activities increased due to higher issuance of long-term
debt and an increase in net contributions
and advances from developers, partially offset by an increase in repayments of
lines of credit and a decrease in overdraft payables. We have
several sources of liquidity to finance our investment in utility plant and
other fixed assets. We estimate that
future investments will be financed by our operations and external
sources. We expect to fund our
activities for the next twelve months using our projected cash generated from
operations, bank credit lines, contributions from developers and settlement
funds, government grants and capital market financing as needed to provide
sufficient working capital to maintain normal operations, to meet our financing
requirements and to expand through strategic acquisitions. We believe that our cash on hand and future
cash generated from the foregoing activities will provide adequate resources to
fund our short-term and long-term capital, operating and financing needs.
However, there is no assurance that we will be able to secure funding on terms
acceptable to us, or at all. Our cash
flows from operations are primarily derived from water sales revenues and may
be materially affected by changes in water sales due to weather and the timing
and extent of increases in rates approved by state public service commissions.
Material Cash Requirements
Lines of Credit and Long-Term Debt
At March 31, 2026,
Artesian Resources had a $40 million line of credit with Citizens Bank, or
Citizens, which is available to all subsidiaries of Artesian Resources. As of March 31, 2026, there was $40 million
of available funds under this line of credit.
The interest rate is a one-month Daily Secured Overnight Financing Rate,
or SOFR, plus 10 basis points, or Term SOFR, plus an applicable margin of
1.10%. Term SOFR cannot be less than
0.00%. This is a demand line of credit
and therefore the financial institution may demand payment for any outstanding
amounts at any time. The term of this
line of credit expires on the earlier of May 17, 2027, or any date on which
Citizens demands payment. The Company expects to renew this line of credit.
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At March 31, 2026,
Artesian Water had a $20 million line of credit with CoBank, ACB, or CoBank,
that allowed for the financing of operations for Artesian Water, with up to $10
million of this line available for the operations of Artesian Water
Maryland. As of March 31, 2026, there
was $20 million of available funds under this line of credit. In April 2026, the agreement for this line of
credit was amended to allow for the financing of operations by Artesian Water,
Artesian Water Maryland, and Artesian Wastewater Management, Inc., individually
or collectively, subject to the $20-million limit. The interest rate for borrowings under this
line is either a daily SOFR rate plus 1.45% option or a term SOFR rate plus
1.45% option that is locked in for either one or three months. The term of this line of credit expires on
October 31, 2026. Artesian Water expects
to renew this line of credit .
The Company’s material cash requirements include the following lines of credit commitments and contractual obligations:
Material Cash Requirements
Payments Due by Period
In thousands
Less than 1 Year
1-3 Years
4-5 Years
After 5 Years
Total
First mortgage bonds (principal and interest)
$
7,816
$
39,045
$
12,422
$
185,891
$
245,174
State revolving fund loans (principal and interest)
1,065
2,130
2,130
8,200
13,525
Promissory notes (principal and interest)
1,871
3,685
3,685
20,626
29,867
Asset purchase contractual obligation (principal and interest)
326
320
-
-
646
Lines of credit
-
-
-
-
-
Operating leases
29
50
42
1,337
1,458
Operating agreements
38
15
-
-
53
Unconditional purchase obligations
812
114
114
184
1,224
Tank painting contractual
obligation
849
1,061
-
-
1,910
Total contractual cash obligations
$
12,806
$
46,420
$
18,393
$
216,238
$
293,857
Artesian’s long-term debt agreements and revolving lines of credit contain customary affirmative and negative covenants that are binding on us (which are in some cases subject to certain exceptions), including, but not limited to, restrictions on our ability to make certain loans and investments, guarantee certain obligations, enter into, or undertake, certain mergers, consolidations or acquisitions, transfer certain assets or change our business. As of March 31, 2026, we were in compliance with these covenants.
Long-term debt obligations reflect the maturities of certain series of our first mortgage bonds, which we intend to refinance when due if not refinanced earlier. One first mortgage bond is subject to redemption in a principal amount equal to $150,000 plus interest per calendar quarter. The state revolving fund loan obligation and promissory note obligation have an amortizing mortgage payment payable over a 20-year period. The first mortgage bonds, the state revolving fund loan and the promissory notes have certain financial covenant provisions, the violation of which could result in default and require the obligation to be immediately repaid, including all interest. We have not experienced conditions that would result in our default under these agreements.
On March 13, 2026, Artesian
Water Maryland and CoBank entered into a Master Loan Agreement, or the MLA, and
supplement to the MLA, in which CoBank will make a single loan to Artesian
Water Maryland in a principal amount not to exceed $10 million. Artesian Water Maryland agrees to pay
interest on the unpaid principal balance of the loans at 6.14% per annum. Interest shall be calculated and paid
quarterly in arrears on the thirtieth (30th) day of each of March, June,
September and December. Artesian Water Maryland
agrees to repay the loan in eighty consecutive quarterly installments, each due
on the thirtieth (30th) day of each March, June, September, and December, with
the first installment due on June 30, 2026, and the last installment due on
March 13, 2046. The amount of each
installment shall be the same principal amount that would be required to be
repaid if the loan was scheduled to be repaid in level installments of
principal and interest and such schedule was calculated utilizing 6.14% as the
rate accruing on the loan; provided, however, that the last installment of the
loan shall be in an amount equal to the then unpaid principal balance of the
loan. Closing on the debt financing was
approved by the Maryland Public Service Commission on March 2, 2026.
The asset purchase
contractual obligation is related to the purchase of substantially all of the
water operating assets from the Town of Clayton in May 2022, by Artesian
Water. The total purchase price was $5.0
million. At closing, Artesian Water paid
approximately $3.4 million. The balance
is payable in five equal annual installments on the anniversary date of the
closing date. Each annual installment is
payable with interest at an annual rate of 2.0%.
Payments for unconditional purchase obligations reflect minimum water purchase obligations based on rates that are subject to change under an interconnection agreement with the Chester Water Authority. The agreement is effective from January 1, 2022 through December 31, 2026, includes automatic five-year renewal terms, unless terminated by either party, and has a “take or pay” clause which currently requires us to purchase a minimum of 0.5 million gallons of water per day. In addition, payments for unconditional purchase obligations reflect minimum water purchase obligations based on a contract rate under our interconnection agreement with the Town of North East, which expires June 26, 2029. The agreement includes a remaining automatic five-year renewal term, unless terminated by either party.
In August 2025, Artesian
Water entered into a new, three-year agreement with Worldwide Industries
Corporation, effective September 1, 2025, to paint elevated water storage
tanks. Pursuant to the agreement, the
expected total expenditure for the three years is $2.5 million.
In order to control
purchased power costs and avoid fluctuations in electricity rates that happen
due to the change of seasons, energy supply changes, or other outside factors,
we utilize contracts with electric suppliers that provide a fixed rate. In April 2025, Artesian entered into an
electric supply contract with Constellation NewEnergy, Inc. that is effective
from May 2025 to May 2029 for Delaware operations. The supply rate was increased approximately
25% starting in May 2025. In April 2025,
Artesian Water Maryland entered into an electric supply agreement with WGL
Energy that is effective from November 2025 through November 2029 for Maryland
operations. The fixed rate was increased
5.5% starting in November 2025. These
fixed rate electric supply contracts are for normal purchases and are not
derivative instruments.
Critical Accounting Estimates; Recent Accounting Pronouncements
This discussion and analysis of our financial condition and results of operations is based on the accounting policies used and disclosed in our 2025 consolidated financial statements and accompanying notes that were prepared in accordance with accounting principles generally accepted in the United States of America and included as part of our annual report on Form 10-K for the year ended December 31, 2025. The preparation of those financial statements required management to make assumptions and estimates that affected the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements as well as the reported amounts of revenues and expenses during the reporting periods. Actual amounts or results could differ from those based on such assumptions and estimates.
Management has reviewed our
financial policies and determined that there are no critical accounting
estimates requiring disclosure, as further described in Management's Discussion and Analysis of Financial Condition and Results of Operations included in our annual report on Form 10-K for the year ended December 31, 2025. There have been no changes in our critical accounting estimates. Our significant accounting policies are described in our notes to the 2025 consolidated financial statements included in our annual report on Form 10-K for the year ended December 31, 2025.
Information concerning our implementation and the impact of recent accounting pronouncements issued by the FASB is included in the notes to our 2025 consolidated financial statements included in our annual report on Form 10-K for the year ended December 31, 2025 and also in the notes to our unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q. We did not adopt any accounting policy in the first three months of 2026 that had a material impact on our financial condition, liquidity or results of operations.
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Table of Contents
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