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Section 1: 8-K (8-K)




Washington, D.C. 20549






Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934



Date of Report: March 9, 2018



(Exact name of registrant as specified in its charter)



NEW JERSEY 0-422 22-1114430
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)



(Address of principal executive offices, including zip code)



(Registrant’s telephone number, including area code)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act  (17 CFR 240.12b-2).


Emerging growth company  


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  




Item 2.02 Results of Operations and Financial Condition.


On March 9, 2018, Middlesex Water Company announced its financial results for the fourth quarter and year ended December 31, 2017. A copy of the press release announcing these financial results is attached hereto as Exhibit 99.1 and incorporated into this Form 8-K by reference.



Item 9.01 Financial Statements and Exhibits.


(c) Exhibits


Number Description of Document
99.1 Press Release issued by Middlesex Water Company, dated March 9, 2018, announces 2017 Financial Results.








Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized.




  /s/A. Bruce O’Connor
  A. Bruce O’Connor
  Vice President, Treasurer and
  Chief Financial Officer



Dated: March 9, 2018





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Section 2: EX-99.1 (EX-99.1)


Exhibit 99.1





ISELIN, NJ, March 9, 2018 - Middlesex Water Company (“Middlesex” or the “Company”) (NASDAQ:MSEX) today reported financial results for the fourth quarter and year ended December 31, 2017.


2017 Operating Results

Consolidated Net income for 2017 increased $0.1 million as compared to 2016. Earnings per share on a fully diluted basis for 2017 were $1.38, which are the same results reported in 2016.


Operating revenues decreased to $130.8 million, down from $132.9 million in 2016. The $2.1 million revenue decline was caused by unfavorable weather patterns in New Jersey and Delaware throughout the spring and summer months of 2017, as well as nonrecurring emergent bulk water sales to New Jersey municipal systems in 2016. A 4.2% growth in our regulated customer base in Delaware helped to offset some of the lower overall average customer usage.


Operations and maintenance expenses for 2017 decreased $0.9 million from the same period in 2016 due to lower retirement benefit plan costs and liability insurance costs of $1.8 million. Somewhat offsetting these lower costs were increased costs to produce and treat water, make repairs to our mains in the Middlesex system and other operating expenses.


Middlesex President and Chief Executive Officer Dennis W. Doll said, “Our employees remained focused in 2017 on further improving our service delivery capabilities through continued investments in infrastructure for enhanced reliability, safety and resiliency. To recover increased capital and operating costs prudently invested in our Middlesex System, we filed for an increase in annual operating revenues of $15.3 million with the New Jersey Board of Public Utilities in October 2017. As we work towards a favorable outcome, we are ever mindful of the need to balance a fair and reasonable rate structure with our commitment to delivering safe, adequate and proper water service,” added Doll.


Fourth Quarter 2017 Results

For the three month period ended December 31, 2017, operating revenues were $31.5 million, down slightly from $31.8 million for the same period in 2016. Operations and maintenance expenses were $16.1 million, down from $17.3 million for the same period in 2016 due primarily to lower employee related costs. Net income increased to $5.3 million from $3.2 million for the same period in 2016.


Quarterly Dividend Declared

As previously announced in January 2018, the Board of Directors of Middlesex Water Company declared a quarterly cash dividend of $0.22375 per common share which was paid on March 1, 2018 to shareholders of record as of February 15, 2018. The Company has paid cash dividends continually since 1912 and increased its dividend for the forty-fifth consecutive year in 2017.


About Middlesex Water Company

Middlesex Water Company, organized in 1897, is a water utility serving customers in central and southern New Jersey and in the State of Delaware. The Company and its New Jersey subsidiaries -- Pinelands Water Company and Pinelands Wastewater Company -- are subject to the regulations of the Board of Public Utilities of the State of New Jersey. Middlesex Water Company operates the water and wastewater utilities for the City of Perth Amboy through its subsidiary, Utility Service Affiliates (Perth Amboy) Inc. The Company also provides contract operations services through its non-regulated subsidiary, Utility Service Affiliates, Inc. The Company’s regulated Delaware subsidiaries, Tidewater Utilities, Inc., together with Southern Shores Water Company and Tidewater Environmental Services Inc., are subject to the regulations of the Public Service Commission in Delaware. White Marsh Environmental Systems, Inc. operates small water and wastewater systems under contract on a non-regulated basis in Delaware. The Company serves customers in Shohola, Pennsylvania through its subsidiary, Twin Lakes Utilities, Inc. These companies are also subject to various Federal and State regulatory agencies concerning water, and wastewater effluent quality standards.


For additional information regarding Middlesex Water Company, visit the Company’s web site at or call (732) 634-1500.


This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, our long-term strategy and expectations, the status of our acquisition program, the impact of our acquisitions, the impact of current and projected rate requests and the impact of our capital program on our environmental compliance. There are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements including: general economic business conditions, unfavorable weather conditions, the success of certain cost containment initiatives, changes in regulations or regulatory treatment, availability and the cost of capital, the success of growth initiatives and other factors discussed in our filings with the Securities and Exchange Commission.


Media Contact:

Bernadette Sohler, Vice President – Corporate Affairs

Middlesex Water Company

(732) 638-7549





(In thousands except per share amounts)


   Years Ended December 31,  Quarters Ended December 31,
   2017  2016  2017  2016
Operating Revenues  $130,775   $132,906   $31,456   $31,808 
Operating Expenses:                    
Operations and Maintenance   64,668    65,534    16,105    17,320 
Depreciation   13,922    12,796    3,642    3,235 
Other Taxes   13,565    13,944    3,238    3,407 
Total Operating Expenses   92,155    92,274    22,985    23,962 
Operating Income   38,620    40,632    8,471    7,846 
Other Income (Expense):                    
Allowance for Funds Used During Construction   702    619    229    232 
Other Income   123    662    27    18 
Other Expense   (30)   (2,143)   (3)   (1,947)
Total Other Income, net   795    (862)   253    (1,697)
Interest Charges   5,506    5,293    1,541    1,452 
Income before Income Taxes   33,909    34,477    7,183    4,697 
Income Taxes   11,100    11,735    1,837    1,477 
Net Income   22,809    22,742    5,346    3,220 
Preferred Stock Dividend Requirements   144    144    36    36 
Earnings Applicable to Common Stock  $22,665   $22,598   $5,310   $3,184 
Earnings per share of Common Stock:                    
Basic  $1.39   $1.39   $0.33   $0.20 
Diluted  $1.38   $1.38   $0.32   $0.19 




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