Item 1. Business
Item 1. Business.
Overview
Middlesex Water Company (Middlesex) was incorporated
as a water utility company in 1897 and owns and operates regulated water utility and wastewater systems primarily in New Jersey and Delaware.
Middlesex also operates water and wastewater systems under contract on behalf of municipal and private clients primarily in New Jersey
and Delaware.
The terms “the Company,” “we,”
“our,” and “us” refer to Middlesex Water Company and its subsidiaries, including Tidewater Utilities, Inc. (Tidewater)
and Tidewater’s wholly-owned subsidiaries, Southern Shores Water Company, LLC (Southern Shores) and White Marsh Environmental Systems,
Inc. (White Marsh). The Company’s other subsidiaries are Pinelands Water Company (Pinelands Water) and Pinelands Wastewater Company
(Pinelands Wastewater) (collectively, Pinelands), Utility Service Affiliates, Inc. (USA) and Utility Service Affiliates (Perth Amboy)
Inc., (USA-PA).
The Company’s principal executive offices are
located at 485C Route 1 South, Suite 400, Iselin, New Jersey 08830. Our telephone number is (732) 634-1500. Our website address is http://www.middlesexwater.com.
Information contained on our website is not part of this Annual Report on Form 10-K. We make available, free of charge through our website,
reports and amendments filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, after such material
is electronically filed with or furnished to the United States Securities and Exchange Commission (the SEC).
Middlesex System
Located in New Jersey, the Middlesex System provides
water services to approximately 61,000 retail customers, primarily in eastern Middlesex County and under wholesale contracts to the City
of Rahway, Townships of Edison and Marlboro, the Borough of Highland Park and the Old Bridge Municipal Utilities Authority. The Middlesex
System treats, stores and distributes water for residential, commercial, industrial and fire protection purposes. The Middlesex System
also provides water treatment and pumping services to the Township of East Brunswick under contract. The amount of water supply allocated
to the Township of East Brunswick is granted directly to the Township by the New Jersey Water Supply Authority. The Middlesex System produced
approximately 65% of our 2022 consolidated operating revenues.
The Middlesex System’s retail customers are
located in an area of approximately 55 square miles in Woodbridge Township, the City of South Amboy, the Boroughs of Metuchen and Carteret,
portions of the Township of Edison and the Borough of South Plainfield, all in Middlesex County, and a portion of the Township of Clark
in Union County. Retail customers include a mix of residential customers, large industrial concerns and commercial and light industrial
facilities. These customers are located in generally well-developed areas of central New Jersey.
The contract customers of the Middlesex System comprise
an area of approximately 110 square miles with a population of over 200,000. Contract sales to the Townships of Edison and Marlboro, the
City of Rahway and the Old Bridge Municipal Utilities Authority are supplemental to the water systems owned and operated by these customers.
Middlesex is the sole source of water for the Borough of Highland Park and the Township of East Brunswick.
Middlesex provides water service to approximately
300 customers in Cumberland County, New Jersey. This system is referred to as the Bayview System, and is not physically interconnected
with the Middlesex System. The Bayview System produced less than 0.1% of our 2022 consolidated operating revenues.
Tidewater System
Tidewater, together with its wholly-owned subsidiary,
Southern Shores, provides water services to approximately 56,000 retail customers for residential, commercial and fire protection purposes
in over 460 separate communities
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in New Castle, Kent and Sussex Counties, Delaware. The Tidewater System produced approximately 26% of
our 2022 consolidated operating revenues.
USA-PA
USA-PA operates the City of Perth Amboy, New Jersey’s
(Perth Amboy) water and wastewater systems under a 10-year agreement, which expires in December 2028. In addition to performing day-to
day operations, USA-PA is also responsible for emergency responses and management of capital projects funded by Perth Amboy. USA-PA produced
approximately 4% of our 2022 consolidated operating revenues.
Pinelands Systems
Pinelands Water provides water services to approximately
2,500 residential customers in Burlington County, New Jersey. Pinelands Water is not physically interconnected with the Middlesex System.
Pinelands Water produced approximately 1% of our 2022 consolidated operating revenues.
Pinelands Wastewater provides wastewater collection
and treatment services to approximately 2,500 residential customers. Under contract, it also services one municipal wastewater system
in Burlington County, New Jersey with approximately 200 residential customers. Pinelands Wastewater produced approximately 1% of our 2022
consolidated operating revenues.
USA
USA operates the Borough
of Avalon, New Jersey’s (Avalon) water utility, sewer utility and storm water system under a ten-year operations and maintenance
contract expiring in 2032. In addition to performing day-to-day service operations, USA is responsible for emergency responses and management
of capital projects funded by Avalon.
USA operates the Borough
of Highland Park, New Jersey’s (Highland Park) water utility and sewer utility under a ten-year operations and maintenance contract
expiring in 2030.
USA also provides water and
wastewater services to several other New Jersey municipalities under contracts that are not regulated by a public utility commission as
to rates and service.
Under a marketing agreement
with HomeServe USA Corp. (HomeServe) expiring in 2031, USA offers residential customers in New Jersey and Delaware various water and wastewater
related home maintenance programs. USA receives a service fee for the billing, cash collection and other administrative matters associated
with HomeServe’s service contracts.
USA produced approximately
2% of our 2022 consolidated operating revenues.
White Marsh
White Marsh operates or maintains water and/or wastewater
systems that serve approximately 4,500 service connections under 30 separate contracts. White Marsh also owns two commercial properties
that are leased to Tidewater for its administrative office campus and its field operations center. White Marsh produced approximately
1% of our 2022 consolidated operating revenues.
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Financial Information
Consolidated operating revenues, operating income and net income are as
follows:
(Thousands of Dollars)
Years Ended December 31,
2022
2021
2020
Operating Revenues
$ 162,434
$ 143,141
$ 141,592
Operating Income
$ 47,333
$ 33,211
$ 37,420
Net Income
$ 42,429
$ 36,543
$ 38,425
Operating revenues were earned from the following sources:
Years Ended December 31,
2022
2021
2020
Residential
52.3 %
54.3 %
54.2 %
Commercial
14.0
11.7
10.9
Industrial
6.9
6.3
6.7
Fire Protection
7.8
8.8
8.8
Contract Sales
11.6
10.2
10.7
Contract Operations
7.4
8.6
8.6
Other
0.0
0.1
0.1
Total
100.0 %
100.0 %
100.0 %
Water Supplies and Contracts
Our New Jersey and Delaware water supply systems are
physically separate and are not interconnected. In New Jersey, the Pinelands System and Bayview System are not interconnected with the
Middlesex System or each other. We believe we have adequate sources of water supply to meet the current service requirements of our present
customers in New Jersey and Delaware.
Middlesex System
Our Middlesex System produced approximately 14.2 billion
gallons in 2022 from:
● The Carl J. Olsen Surface Water Treatment Plant (CJO Plant)-11.7 billion gallons;
● Twenty-seven Company-owned wells (ground water)-0.8 billion gallons, and;
● The balance purchased from a non-affiliated water utility regulated by the New Jersey Board of Public
Utilities (NJBPU) under an agreement which expires February 27, 2026. This agreement provides for minimum purchases of 3.0 million gallons
per day (mgd) of treated water with provisions for additional purchases.
In December 2021, Middlesex temporarily ceased pumping
from its Company-owned wells at the Park Avenue Wellfield Treatment Plant in South Plainfield, New Jersey and alternate sources of supply
were obtained in order to comply with new State of New Jersey water quality regulations relative to poly- and perfluoroalkyl substances,
collectively referred to as PFAS that became effective in 2021.
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Prior to 2021, the Company began design for
construction of an enhanced treatment process at the Park Avenue Wellfield Treatment Plant to meet the expected PFAS water quality
standards anticipated to be enacted by the State of New Jersey, which at that time were unknown as to their timing and extent. In
June 2022, a portion of the enhanced treatment process was completed, placed into service and is effectively treating the ground
water in compliance with all state and federal drinking water standards.
The Middlesex System’s distribution storage
facilities are used to supply water to customers at times of peak demand, outages and emergencies.
The principal source of surface water for the Middlesex
System is the Delaware & Raritan Canal, which is owned by the State of New Jersey and operated by the New Jersey Water Supply Authority
(NJWSA). Middlesex is under contract with the NJWSA, which expires November 30, 2023, and provides for average purchases of 27.0 mgd of
untreated water from the Delaware & Raritan Canal, augmented by the Round Valley/Spruce Run Reservoir System. The untreated surface
water is pumped to, and treated at, the CJO Plant.
Water supply to customers of the Bayview System is
derived from two wells, which produced approximately 6.4 million gallons in 2022.
Tidewater System
Our Tidewater System produced approximately 2.8 billion
gallons in 2022, primarily from 178 wells. Tidewater expects to submit applications to Delaware regulatory authorities for the approval
of additional wells as growth, customer demand and water quality warrant. Tidewater augments its water production with annual minimum
purchases of 15.0 million gallons of treated water under contract from the City of Dover, Delaware. Tidewater does not have a central
water treatment facility for the over 460 separate communities it serves. As the number has grown, many of Tidewater’s individual
systems have been interconnected, forming several regional systems that are served by multiple water treatment facilities owned by Tidewater.
Pinelands Water System
Water supply to our Pinelands Water System is derived
from four wells which produced approximately 139.6 million gallons in 2022. The aggregate pumping capacity of the four wells is 2.2 mgd.
Wastewater Facilities
Pinelands Wastewater System
The Pinelands Wastewater System discharges into the
South Branch of the Rancocas Creek through a wastewater treatment plant that provides clarification, sedimentation, filtration and disinfection.
The total capacity of the plant is 0.5 mgd, and the system treated approximately 93.7 million gallons in 2022.
Human Capital Management
The Company strives to attract and retain employees
by offering competitive compensation and benefits along with career development and training opportunities in a safe, supportive and inclusive
work environment. Our mission, our business philosophy and the manner in which we deliver value for our customers, our shareholders
and our employees is inherent in what we, as an enterprise, profess to be our core values of Respect, Integrity, Growth, Honesty
and Teamwork. Our employees’ success is a key element of the Company’s success.
Workforce
As of December 31, 2022,
the Company had 350 employees. None of our employees are subject to a collective bargaining agreement. We believe our employee relations
are positive.
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Employee Compensation
and Benefits
We offer comprehensive competitive employee compensation
and benefit programs consistent with job functions, skill levels, experience, knowledge and geographic location. These programs are periodically
independently evaluated by a nationally recognized consulting firm to gauge effectiveness and are benchmarked against industry peers and
the overall markets in which we operate our businesses. Compensation increases and incentive compensation are based on merit, which is
communicated to employees and documented in our bi-annual performance evaluation process. Benefits include a variety of programs to enhance
employee overall physical, mental and financial health and well-being, including healthcare insurance, employer funded retirement savings
plans, life insurance, disability insurance, accident insurance, tuition reimbursement, flu shots, wellness newsletters and webinars,
flexible hybrid office and remote work capabilities, incentive programs for achieving fitness milestones, financial counseling, elder
care assistance, substance abuse support and more.
Safety
The Company has implemented safety programs and management
practices designed to promote a culture of safety to protect its employees. This includes required trainings for employees, as well as
specific qualifications and certifications for certain operational employees. All employees have been empowered to report, and immediately
stop, work which, in their personal judgement, is unsafe or is not consistent with our safety policies and procedures. They can take this
action without fear of reprisal.
In response to the Coronavirus (COVID-19) pandemic,
the Company continues to implement changes it determines are in the best interest of our employees and customers, as well as required
to comply with government emergency orders and regulations. While the nature of our utility services business requires portions of our
workforce to operate in the field and at treatment facilities, we employ and maintain a variety of processes to help ensure the safety
of those employees and the public in light of the pandemic. For further discussion of the impact of the COVID-19 pandemic on the Company,
see Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of Operation, Coronavirus (COVID-19 )
Pandemic .
Employee Development
and Training
The Company employs various training and other educational
programs and has developed company-wide and project-specific training and educational programs, including tuition assistance for full-time
employees enrolled in pre-approved undergraduate or graduate courses or professional licensing courses. All employees receive training
to identify and report operational and financial risks, as well as risks to Company brand and reputation, which fosters a personal culture
of accountability and reinforces our commitment to a safe and sustainable workplace. All employees receive cybersecurity training and
other education regarding their use of sensitive data. Our Executive Management team and our Board of Directors continually assess succession
plans, leadership development progress and policies and strategies regarding recruitment, retention, career development, diversity, equity
and inclusion. Formalized succession planning strategies have been developed for key leadership positions.
Diversity, Equity & Inclusion (DEI)
The Company is committed
to DEI based upon our belief that embracing DEI is consistent with our Company culture and benefits all stakeholders by maintaining a
workforce with a variety of skills and perspectives as a result of their diverse backgrounds and experiences. The Company is a signatory
to CEO Action for Diversity and Inclusion, a business led initiative which encourages companies to cultivate environments that support
dialogue on DEI, implement and expand bias education and training and engage boards of directors in the development and evaluation of
inclusion and diversity strategies. The Company also delivered various DEI trainings throughout 2022 to its entire employee base.
The Company is focused on
recruitment and/or development of both external and internal candidates so that all prospective and current employees are provided an
opportunity to advance their careers. We are intentional in our efforts to attract candidates from historically marginalized groups and
seek a diverse pool of candidates for
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apprenticeships and internship opportunities. Statements on Diversity, Equity and Inclusion and
our Human Rights Policy can be found on our website. We continue to monitor the results of our DEI efforts and continually explore opportunities
to further engage our employees and customers.
Competition
Our business in our franchised service areas is substantially
free from direct competition for growth with other public utilities, municipalities and other entities. However, our ability to provide
contract wholesale water supply and operations and maintenance services that are not under the jurisdiction of a state public utility
commission is subject to competition from other public utilities, municipalities and other entities. Although Tidewater has been granted
exclusive franchises for its existing community water systems, the ability to expand service areas can be affected by the Delaware Public
Service Commission (DEPSC) awarding franchises to other regulated water utilities with whom we compete for such franchises and for projects.
Regulation
Our rates charged to customers for utility services,
the quality of the services we provide and certain other matters are regulated by the NJBPU and DEPSC (collectively, the Public Utility
Commissions).
Our USA, USA-PA and White Marsh subsidiaries are not
regulated public utilities as related to rates and service quality. However, they are subject to federal and state environmental regulations
with respect to water quality and wastewater effluent quality to the extent such services are provided.
We are subject to environmental and water quality
regulation by the following regulatory agencies (collectively, the Government Environmental Regulatory Agencies):
● United States Environmental Protection Agency (USEPA);
● New Jersey Department of Environmental Protection (NJDEP) with respect to operations in New Jersey; and
● Delaware Department of Natural Resources and Environmental Control, the Delaware Department of Health
and Social Services-Division of Public Health (DEDPH), and the Delaware River Basin Commission with respect to operations in Delaware.
In addition, our issuances of equity securities are
subject to the prior approval of the NJBPU and require registration with the Securities & Exchange Commission (SEC). Our issuances
of long-term debt securities are subject to the prior approval of the respective state Public Utility Commissions.
Regulation of Rates and Services
For regulated rate setting purposes, we account separately
for our regulated utility operations to facilitate independent rate setting by the applicable Public Utility Commissions.
In determining our regulated utility rates, the respective
Public Utility Commissions consider the revenue, expenses and utility infrastructure used and useful in providing service to the public.
Rate determinations by the respective Public Utility Commissions do not guarantee achievement by our regulated utility companies of specific
rates of return for our regulated utility operations. Thus, we may not achieve the rates of return authorized by the Public Utility Commissions.
In addition, there can be no assurance that any future rate increases will be granted or, if granted, that they will be in the amounts
requested.
Middlesex Rate Matters
In December 2021, Middlesex’s petition to the
NJBPU seeking permission to increase its base water rates was concluded, based on a negotiated settlement, resulting in an expected increase
in annual operating revenues of $27.7 million. The approved tariff rates were designed to recover increased operating costs, as well as
a return on invested capital of $513.5 million, based on an authorized return on common equity of 9.6%. The increase was implemented in
two phases with $20.7 million of the increase effective January 1, 2022 and the remaining $7.0 million effective
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January 1, 2023. As part
of the negotiated settlement, the Purchased Water Adjustment Clause (PWAC), which is a rate mechanism that allows for recovery of increased
purchased water costs between base rate case filings, was reset to zero.
In September 2022, the NJBPU approved Middlesex's
Emergency Relief Motion to permit Middlesex to reset its PWAC tariff rate to recover additional costs of $2.7 million for the purchase
of treated water from a non-affiliated regulated water utility. The increase, effective October 1, 2022, is on an interim basis and subject
to refund, with interest, pending final resolution expected in the second quarter of 2023.
In March 2021, the NJBPU approved Middlesex’s
annual petition to reset its PWAC tariff rate to recover additional costs of $1.1 million for the purchase of treated water from a non-affiliated
regulated water utility. The new PWAC rate became effective April 4, 2021.
Tidewater Rate Matters
On August 31, 2022, the DEPSC issued an Order requiring
Tidewater to reduce its base rates charged to general metered and private fire customers by 6%, effective for service rendered on and
after September 1, 2022. In June 2022, the Delaware Division of the Public Advocate had filed a petition with the DEPSC requesting that
Tidewater’s rates be reduced based on the claim that Tidewater had been earning above its authorized rate of return. The rate reduction
is expected to reduce annual revenues by approximately $2.2 million.
In March 2021, Tidewater was notified by the DEPSC
that it had determined Tidewater’s earned rate of return exceeded the rate of return authorized by the DEPSC. Consequently, Tidewater
reset its Distribution System Improvement Charge (DSIC) rate to zero effective April 1, 2021 and refunded approximately $1.0 million to
customers primarily in the form of an account credit for DSIC revenue previously billed between April 1, 2020 and March 31, 2021. A DSIC
is a rate-mechanism that allows water utilities to recover investments in, and generate a return on, qualifying capital improvements made
between base rate proceedings.
Pinelands Rate Matters
In September 2022, Pinelands Water and Pinelands Wastewater
filed separate petitions with the NJBPU seeking permission to increase base rates by approximately $0.6 million and $0.4 million per year,
respectively. These requests were necessitated by capital infrastructure investments both companies have made, or have committed to make,
and increased operations and maintenance costs. We cannot predict whether the NJBPU will ultimately approve, deny, or reduce the amount
of the requests. A decision by the NJBPU in both matters is expected in the first quarter of 2023.
Southern Shores Rate Matters
Effective January 1, 2020, the DEPSC approved the
renewal of a multi-year agreement for water service to a 2,200 unit condominium community we serve in Sussex County, Delaware. Under
the agreement, current rates were to remain in effect until December 31, 2024, unless there are unanticipated capital expenditures or
regulatory related changes in operating expenses exceeding certain thresholds during this time period. In 2022, capital expenditures did
exceed the established threshold and rates were increased by 5.39%, effective January 1, 2023. Beginning in 2025 and thereafter, inflation
based rate increases cannot exceed the lesser of the regional Consumer Price Index or, 3%. Inflation based increases are in addition to
the threshold rate increases. This agreement expires on December 31, 2029.
Future Rate Filings
Management monitors the need for rate relief for our
regulated entities on an ongoing basis. When capital improvements and/or increases in operation, maintenance or other costs indicate a
need for rate relief, base rate increase requests are filed with the respective Public Utility Commissions.
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Regulatory Service Matters
Twin Lakes Utilities, Inc. (Twin Lakes) provides water
services to approximately 115 residential customers in Shohola, Pennsylvania. Pursuant to the Pennsylvania Public Utility Code, Twin Lakes
filed a petition requesting the Pennsylvania Public Utilities Commission (PAPUC) to order the acquisition of Twin Lakes by a capable public
utility. The PAPUC assigned an Administrative Law Judge (ALJ) to adjudicate the matter and submit a recommended decision (Recommended
Decision) to the PAPUC. As part of this legal proceeding the PAPUC also issued an Order in January 2021 appointing a large Pennsylvania
based investor-owned water utility as the receiver (the Receiver Utility) of the Twin Lakes system until the petition is fully adjudicated
by the PAPUC. In November 2021, the PAPUC issued an Order affirming the ALJ’s Recommended Decision, ordering the Receiver
Utility to acquire the Twin Lakes water system and for Middlesex to submit $1.7 million into an escrow account within 30 days. Twin Lakes
immediately filed a Petition For Review (PFR) with the Commonwealth Court of Pennsylvania (the Pennsylvania Court) seeking reversal and
vacation of the escrow requirement on the grounds that it violates the Pennsylvania Public Utility Code as well as the United States Constitution.
In addition, Twin Lakes filed an emergency petition for stay of the PAPUC Order pending the Pennsylvania Court’s review of the merits
arguments contained in Twin Lakes’ PFR. In December 2021, the Pennsylvania Court granted Twin Lakes’ emergency petition, pending
its review. In August 2022, the Commonwealth Court issued an opinion upholding PAPUC’s November 2021 Order in its entirety. In September
2022, Twin Lakes filed a Petition For Allowance of Appeal to the Supreme Court of Pennsylvania seeking reversal of the Commonwealth Court’s
decision to uphold the escrow requirement on the grounds that the Pennsylvania Court erred in failing to address Twin Lakes’ constitutional
claims. The timing of the final decision by the Supreme Court of Pennsylvania and the final adjudication of this matter cannot be predicted
at this time.
The financial results, total assets and financial
obligations of Twin Lakes are not material to Middlesex.
COVID-19 Pandemic
The NJBPU and the DEPSC have allowed for potential
future recovery in customer rates of incremental costs related to the COVID-19 pandemic. The Company has not deferred any COVID-19
related incremental costs. Neither jurisdiction has yet to establish a timeline or definitive formal procedures for seeking cost
recovery (for further discussion of the impact of COVID-19 on the Company, see Item 7 - Management’s Discussion and Analysis
of Financial Condition and Results of Operations, Coronavirus (COVID-19 )).
Water and Wastewater Quality and Environmental Regulations
Government environmental regulatory agencies regulate
our operations in New Jersey and Delaware with respect to water supply, treatment and distribution systems and the quality of the water.
They also regulate our operations with respect to wastewater collection, treatment and disposal.
Regulations relating to water quality require us to
perform tests to ensure our water meets state and federal quality requirements. In addition, government environmental regulatory agencies
continuously review current regulations governing the limits of certain organic compounds found in the water as byproducts of the treatment
process. We participate in industry-related research to identify technologies that may reduce the level of organic, inorganic and synthetic
compounds found in water. The cost to water utilities to comply with any proposed water quality standards depends in part on the limits
set in the regulations and on the method selected to treat the water to the required standards. We regularly test our water to determine
compliance with government environmental regulatory agencies’ water quality standards.
In September 2021, the NJDEP issued a Notice of Non-Compliance
(Notice) to Middlesex based on self-reporting by Middlesex that the level of Perfluorooctanoic Acid (PFOA) in water treated at its Park
Avenue Wellfield Treatment Plant in South Plainfield, New Jersey exceeded a recently promulgated NJDEP standard effective in 2021. The
NJDEP standard for PFOA was developed based on a Health-based Maximum Contaminant Level of 14 parts per trillion. Neither the NJDEP nor
Middlesex characterized this exceedance as an acute health threat.
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However, Middlesex was required to notify its affected customers and
complied in November 2021 as required by the regulation.
The Notice further required the Company to take
any action necessary to comply with the new standard by September 7, 2022. Prior to 2021, the Company began design for construction
of an enhanced treatment process at the Park Avenue Wellfield Treatment Plant to meet the expected PFAS water quality standards
anticipated to be enacted by the State of New Jersey, which at that time were unknown as to their timing and extent. Since
completion was not expected until mid-2023, in December 2021, the Company implemented an interim solution to meet the Notice
requirements. The Park Avenue Wellfield Treatment Plant was temporarily taken off-line and alternate sources of supply were
obtained. Simultaneously, the Company accelerated a portion of the enhanced treatment project to allow a restart of the Park Avenue
Wellfield Treatment Plant ahead of historical higher water demand periods during the summer months.
In June 2022, a portion of the enhanced treatment
process was completed, placed into service and is effectively treating the ground water in compliance with all state and federal drinking
water standards.
In addition to the enhanced groundwater treatment
process for PFAS, we treat the groundwater supplies in our Middlesex System with chlorination for primary disinfection purposes and use
air stripping for removal of volatile organic compounds.
Surface water treatment in our Middlesex System
is by conventional treatment; coagulation, sedimentation and filtration. The treatment process includes pH adjustment, ozone and chlorination
for disinfection, and corrosion control for the distribution system.
Treatment of groundwater in our Tidewater System is
by chlorination for disinfection purposes and, in some cases, pH adjustment and filtration for nitrate and iron removal and granular activated
carbon filtration for organics removal. Chloramination is used for final disinfection at Southern Shores.
Treatment of groundwater in the Pinelands Water and
Bayview Systems (primary disinfection only) is performed at individual well sites.
Treatment of wastewater in the Pinelands Wastewater
System includes the use of rotating biological contactors.
The NJDEP and DEDPH monitor our activities and review
the results of water quality tests that are performed for adherence to applicable regulations. Other applicable regulations include the
Federal Lead and Copper Rule, the Federal Surface Water Treatment Rule and the Federal Total Coliform Rule and regulations for maximum
contaminant levels established for various volatile organic compounds.
The Company must comply with various environmental
laws and regulations promulgated by the USEPA, NJDEP and other governmental agencies, including the Toxic Catastrophe Prevention Act,
the Spill Prevention, Control, and Countermeasure Rule and the Discharge Prevention Program of the New Jersey Spill Compensation and Control
Act.
Seasonality
Customer demand for our water during the warmer months
is generally greater than other times of the year due primarily to additional consumption of water in connection with irrigation systems,
swimming pools, cooling systems and other outside water use. Throughout the year, and particularly during typically warmer months, demand
may vary with temperature and rainfall timing and overall levels. In the event that temperatures during the typically warmer months are
cooler than normal, or if there is more rainfall than normal, the customer demand for our water may decrease and therefore, adversely
affect our revenues.
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Management
This table lists information concerning our executive management
team:
Name
Age
Principal Position(s)
Dennis W. Doll
64
President, Chief Executive Officer and Chairman of the Board of Directors
A. Bruce O’Connor
64
Senior Vice President, Treasurer and Chief Financial Officer
G. Christian Andreasen, Jr.
63
Vice President-Enterprise Engineering
Robert K. Fullagar
56
Vice President-Operations
Lorrie B. Ginegaw
47
Vice President-Human Resources
Jay L. Kooper
50
Vice President-General Counsel and Secretary
Georgia M. Simpson
49
Vice President-Information Technology
Bernadette M. Sohler
62
Vice President-Corporate Affairs
Dennis W. Doll –
Mr. Doll joined the Company as Executive Vice President in November 2004 and was named President and Chief Executive Officer, and a Director
of Middlesex, effective January 1, 2006. In May 2010, he was elected Chairman of the Board, also serving as Chairman of the Boards
of the Company’s subsidiary companies. He is a Past President of the National Association of Water Companies and past Chairman of
the Board of the New Jersey Utilities Association, representing the state’s electric, gas, water and telecommunications industries.
He is a past Chairman of the Board of The Water Research Foundation where he continues to serve as Director Emeritus, and has served as
a Director and member of the Executive Committee of the Board of Directors of the American Water Works Association. He presently serves
as Treasurer and member of the Board of Court Appointed Special Advocates of Middlesex County, NJ serving the needs of children living
in foster care.
A. Bruce O’Connor – Mr. O’Connor,
a Certified Public Accountant, joined the Company in 1990 and was named Vice President and Chief Financial Officer in 1996 and Treasurer
in 2014. On January 1, 2019, Mr. O’Connor was appointed Senior Vice President of Middlesex and President of Tidewater and White
Marsh. Mr. O’Connor is also the principal financial officer and a Director of all Middlesex subsidiaries.
G. Christian Andreasen, Jr. – Mr. Andreasen,
a licensed professional engineer, joined the Company in 1982, was named Assistant Vice President-Enterprise Engineering in January 2019
and promoted to Vice President-Enterprise Engineering in July 2019. He is President and a Director of Pinelands Water and Pinelands Wastewater.
Mr. Andreasen serves as a Member and Vice Chair of the NJDEP’s Water Supply Advisory Council.
Robert K. Fullagar – Mr.
Fullagar, a licensed professional engineer, joined the Company in 1997, was named Assistant Vice President-Operations in January 2019
and promoted to Vice President-Operations in July 2019. He is President and a Director of USA-PA, USA and Twin Lakes. Mr. Fullagar serves
as Sector Chair of the New Jersey Infrastructure Advisory Committee.
Lorrie B. Ginegaw – Ms. Ginegaw joined
Tidewater in 2004 and in 2007 was promoted to Director of Human Resources for Middlesex. In March 2012, Ms. Ginegaw was named Vice President-Human
Resources. Prior to joining the Company, Ms. Ginegaw worked in various human resources positions in the healthcare and transportation/logistics
industries. Ms. Ginegaw serves as a volunteer director on the Board of the New Jersey Utilities Association.
Jay L. Kooper – Mr. Kooper joined the
Company in 2014 as Vice President and General Counsel and serves as Secretary for the Company and all subsidiaries. Prior to joining the
Company, Mr. Kooper held various positions in private and public entities as well as in private law practice, representing electric, gas,
water, wastewater, telephone and cable companies as well as municipalities and private clients before 17 state public utility commissions
and legislatures, federal agencies and federal and state appellate courts. Mr. Kooper serves as a volunteer director on selected
non-profit utility industry-related Boards including the National Association of Water Companies (current Director and Chairman of the
New Jersey Chapter) and the New Jersey State Bar Association’s Public Utility Law Section (current Consultor and Past Chairman)
and on other non-profit boards based in New
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Jersey, including as President of Temple B’Nai Abraham in Livingston, New Jersey and
as a Director of the Crohn’s and Colitis Foundation’s New Jersey Chapter.
Georgia M. Simpson – Ms. Simpson joined
the Company in 2009, was named Assistant Vice President-Information Technology in January 2019 and promoted to Vice President- Information
Technology in July 2019. In April 2022, Ms. Simpson was named Chief Technology Officer. Prior to joining the Company, Ms. Simpson held
various Information Technology positions and has gained an extensive array of technical and business computer certifications. Ms.
Simpson serves as a member of the Delaware Cyber Security Advisory Council, the Society for Information Management, New Jersey chapter
and the Project Management Institute, New Jersey chapter.
Bernadette M. Sohler – Ms. Sohler joined
the Company in 1994 and was named Vice President-Corporate Affairs in March 2007. She also serves as Vice President of USA. Prior to joining
the Company, Ms. Sohler held marketing and public relations management positions in the financial services industry. Ms. Sohler serves
as a volunteer director on area Chambers of Commerce and several other non-profit Boards and is the former Chair of the New Jersey Utilities
Association’s Communications Committee.