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8-K - FORM 8-K - Consolidated Water Co. Ltd.v338205_8k.htm

 

Exhibit 99.1

 

For Immediate Release

 

CONSOLIDATED WATER CO. LTD.

REPORTS 52% INCREASE IN 2012 NET INCOME

 

DILUTED E.P.S. OF $0.64 COMPARED WITH $0.42 FOR PREVIOUS YEAR

 

GEORGE TOWN, Grand Cayman, Cayman Islands (March 13, 2013) -- Consolidated Water Co. Ltd. (NASDAQ Global Select Market: “CWCO”), which develops and operates seawater desalination plants and water distribution systems in areas of the world where naturally occurring supplies of potable water are scarce or nonexistent, today reported its operating results for the year ended December 31, 2012. The Company will host an investor conference call tomorrow, March 14, 2013, at 11:00 a.m. EDT (see details below) to discuss its 2012 operating results and other topics of interest.

 

Net income attributable to CWCO stockholders increased 52% to $9,315,514, or $0.64 per diluted share, for the year ended December 31, 2012, compared with net income attributable to CWCO stockholders of $6,113,218, or $0.42 per diluted share, for the year ended December 31, 2011. Net income during 2012 included $2,464,773 in earnings and profit sharing derived from the Company’s equity investment in its affiliate, OC-BVI, compared with $838,652 in earnings from this affiliate in 2011. The increase in the earnings derived by CWCO from OC-BVI was due to the receipt by OC-BVI during the fourth quarter of 2012 of approximately $4.7 million of the amount awarded in the Baughers Bay litigation.

 

Total revenues for the year ended December 31, 2012 increased 19% to approximately $65.5 million, compared with approximately $55.2 million in 2011.

 

Retail water revenues increased 4% to approximately $24.2 million (37% of total revenues) in 2012, versus approximately $23.4 million (42% of total revenues) for the year ended December 31, 2011. The improvement in retail revenues reflected an increase in the Company’s base rates of approximately 4% due to an upward movement in the consumer price indices used to determine annual base rate adjustments which become effective in the first quarter of each year, partially offset by an approximate 2% decrease in the number of total gallons sold in 2012 due to abnormally high rainfall on Grand Cayman Island during the second quarter of 2012.

 

Bulk water revenues increased 33% to approximately $40.8 million (62% of total revenues) in the most recent year, compared with approximately $30.8 million (56% of total revenues) in the previous year, reflecting a 32% increase in the number of gallons of water sold, which was primarily attributable to the expansion of the Company’s Blue Hills plant in the Bahamas during the fourth quarter of 2011.

 

Services revenues declined to $469,625 for the year ended December 31, 2012, compared with $1,040,280 in 2011, due to the expiration of the management services contract for the Bermuda plant on June 30, 2011 and a reduction in plant sales revenues due to a lack of customer plant construction activity in 2012. These revenue decreases were partially offset by an increase in the management fees the Company earned from OC-BVI due to higher earnings recognized by this affiliate in 2012 when compared with 2011.

 

Consolidated gross profit rose 16% to approximately $22.0 million (34% of total revenues) in 2012, compared with approximately $19.0 million (34% of total revenues) in the previous year. Gross profit on retail revenues increased 7% to approximately $12.7 million in the most recent year (52% of retail revenues), compared with approximately $11.9 million (51% of retail revenues) for the year ended December 31, 2011. Gross profit on bulk revenues increased 37% to approximately $9.1 million (22% of bulk revenues) in 2012, from approximately $6.6 million (22% of bulk revenues) a year earlier. The bulk segment’s incremental gross profit for 2012 was due to the increase in the volume of water sold. The services segment recorded a gross profit of $239,507 for the year ended December 31, 2012, compared with a gross profit of $531,941 in 2011. The decrease in the services segment gross profit in 2012 was due to the reduction in revenues discussed above.

 

 
 

 

General and administrative (“G&A”) expenses increased 7% to $14,542,817 in 2012, versus $13,651,650 in 2011, due to incremental employee costs of approximately $486,000 attributable primarily to additional management and IT personnel and base salary increases; approximately $277,000 in additional research and development expenses; an increase of approximately $821,000 in business development costs for projects other than the Company’s consolidated Mexico affiliate’s Rosarito Plant; incremental depreciation expense of approximately $170,000; and smaller increases in various miscellaneous expense categories. The overall increase in G&A expenses was partially offset by a decrease of approximately $1.3 million in project development costs incurred by the Company’s consolidated Mexico affiliate, N.S.C. Agua, S.A. de C.V. (“NSC”).

 

Interest income decreased 30% to $835,941 for the year ended December 31, 2012, versus $1,200,999 in the previous year. Interest expense decreased 23% to $876,971 in 2012, from $1,141,744 in 2011 as a result of the prepayment on March 31, 2012 of the remaining $8.5 million of 7.5% bonds payable and declining principal balances on the remaining bonds payable.

 

“Our primary business segments continued to perform well during 2012, with gross profits of the retail and bulk water segments improving in terms of total dollars, while gross profits as a percentage of segment revenues were relatively unchanged from prior-year levels,” stated Rick McTaggart, Chief Executive Officer of Consolidated Water Co. Ltd. “Retail gross profits increased by approximately $800,000 when compared with 2011 levels, while bulk gross profits rose approximately $2.4 million due to the 67% expansion in production capacity at the Blue Hills plant in November 2011. Net income increased by more than 52% to approximately $9.3 million, driven primarily by higher gross profits and a one-time gain from our equity investment in OC-BVI arising from the payment of the first portion of the amount awarded in the Baughers Bay litigation.”

 

“Our BVI affiliate collected approximately $4.7 million from the British Virgin Islands Government during the fourth quarter of 2012 and another $2.0 million in the first quarter of 2013, representing all outstanding amounts due under the 2009 court judgment with respect to water sold by OC-BVI from the Baughers Bay plant on the island of Tortola. Pursuant to the final June 2012 ruling of the appellate court, OC-BVI continues to pursue a further claim for the value of the Baughers Bay plant on the date it was turned over to the BVI Government in March 2010.”

 

“During the fourth quarter of 2012, we achieved several significant milestones in the development of our proposed 100 million gallon per day desalination plant in Rosarito, Baja California, Mexico,” continued Mr. McTaggart. “We are quite excited about the steady progress that has been achieved on this very important project, and we are targeting mid-2014 to begin construction of the plant.”

 

“In November 2012, we signed a Letter of Intent with Otay Water District in Southern California to provide no less than 20 million and up to 40 million gallons of desalinated water per day from the Rosarito Plant to the District at the border between Mexico and the United States. Also in November 2012, we signed a 20-year lease with Comisión Federal de Electriciadad for approximately 5,000 square meters of land within the Presidente Juarez Thermoelectric Plant property, on which we intend to construct the intake and outtake works of the Rosarito Plant. Achieving access to these areas within the boundaries of the federal power plant, and to the residual water from the cooling process of the thermoelectric plant, represent critical steps in the development of the project. We are very pleased with our ability to work closely with, and gain the confidence of, the Comisión in the achievement of this important milestone. In late November 2012, our strategic partner, Doosan Heavy Industries & Construction, began operating a pilot-scale seawater pretreatment system on the site of the proposed Rosarito Plant, and it is currently collecting water quality and pretreatment system performance data to support the design of the full-scale facility.”

 

 
 

 

“Construction of our first desalination plant in Bali, Indonesia, is nearing completion after about 18 months of development, engineering and construction,” noted Mr. McTaggart. “As is typical with development projects in new markets, we have experienced some delays due to technical challenges, but we expect to begin supplying water to resort properties in the Nusa Dua area during the second quarter of 2013. We view Bali as a highly attractive opportunity for long-term business growth due to the continued development of tourist properties in certain areas of Bali with insufficient freshwater resources.”

 

“We ended the year without a resolution of our Cayman Islands license negotiations, which have been ongoing for over four years. Recent correspondence from the outgoing Government indicates that we and the Government have not closed the gap between our respective positions. Consequently, we will continue to pursue a judicial review of the negotiation process through the Courts, which we believe could pave the way for more reasonable negotiations. We look forward to the results of the Cayman Islands general elections in May 2013,” concluded Mr. Taggart.

 

“In 2012 our Company continued to maintain its excellent financial condition, as evidenced by our year-end balance sheet,” noted Chief Financial Officer David W. Sasnett. “At December 31, 2012, our current assets included over $42 million in unrestricted cash and marketable securities, our current ratio was in excess of 7 to 1 and our total debt was a relatively insignificant $6.9 million as compared to stockholders’ equity of more than $134 million. Financially, Consolidated Water is well-positioned to pursue new projects and to execute its long-term growth strategies.”

 

Investor Conference Call

 

The Company will host a conference call at 11:00 a.m. Eastern Time (EDT) on Thursday, March 14, 2013. Shareholders and other interested parties may participate in the conference call by dialing 877-374-8416 (international/local participants dial 412-317-6716) and requesting participation in the “Consolidated Water Conference Call” a few minutes before 11:00 a.m. EDT on March 14, 2013. A replay of the conference call will be available one hour after the call through Thursday, March 21, 2013 by dialing 877-344-7529 (international/local participants dial 412-317-0088) and entering the conference ID# 10026223, and on the Company’s website at www.cwco.com.

 

CWCO-E

 

About Consolidated Water Co. Ltd.

 

Consolidated Water Co. Ltd. develops and operates seawater desalination plants and water distribution systems in areas of the world where naturally occurring supplies of potable water are scarce or nonexistent. The Company operates water production and/or distribution facilities in the Cayman Islands, Belize, the British Virgin Islands and The Commonwealth of The Bahamas.

 

Consolidated Water Co. Ltd. is headquartered in George Town, Grand Cayman, in the Cayman Islands. The Company’s ordinary (common) stock is traded on the NASDAQ Global Select Market under the symbol “CWCO”. Additional information on the Company is available on its website at http://www.cwco.com.

 

 
 

 

This press release includes statements that may constitute “forward-looking” statements, usually containing the words “believe”, “estimate”, “project”, “intend”, “expect”, “should” or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of our products and services in the marketplace, changes in our relationships with the governments of the jurisdictions in which we operate, the outcome of our negotiations with the Cayman government regarding a new retail license agreement, our ability to successfully secure contracts for water projects, including the project under development in Baja California, Mexico and Bali, Indonesia, our ability to develop and operate such projects profitably, and our ability to manage growth and other risks detailed in our periodic report filings with the Securities and Exchange Commission (“SEC”).

 

By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.

 

For further information, please contact:

 

Frederick W. McTaggart, President and CEO, at (345) 945-4277 or David W. Sasnett, Executive Vice President and CFO, at (954) 509-8200 or

via e-mail at info@cwco.com

or

RJ Falkner & Company, Inc., Investor Relations Counsel at (800) 377-9893 or via e-mail at info@rjfalkner.com

 

 

 

(Financial Highlights Follow)

 

 

 
 

  

CONSOLIDATED WATER CO. LTD.

 

CONSOLIDATED BALANCE SHEETS

 

 

   December 31, 
   2012   2011 
         
ASSETS             
Current assets          
Cash and cash equivalents  $33,892,655   $37,624,179 
Restricted cash   -    7,500,000 
Marketable securities   8,570,338    8,496,372 
Accounts receivable, net   12,516,466    8,537,232 
Inventory   1,757,601    1,451,639 
Prepaid expenses and other current assets   2,709,185    1,880,105 
Current portion of loans receivable   1,812,532    1,843,600 
Total current assets   61,258,777    67,333,127 
Property, plant and equipment, net   58,993,406    64,185,110 
Construction in progress   2,612,800    141,204 
Inventory, non-current   3,970,241    3,861,470 
Loans receivable   9,028,279    10,758,873 
Investment in OC-BVI   6,925,346    6,634,598 
Intangible assets, net   1,455,015    1,501,824 
Goodwill   3,499,037    3,587,754 
Other assets   2,706,185    2,855,471 
Total assets  $150,449,086   $160,859,431 
           
LIABILITIES AND EQUITY          
Current liabilities          
Accounts payable and other current liabilities  $5,867,456   $4,617,770 
Dividends payable   1,158,967    1,156,081 
Current portion of long term debt   1,647,493    17,531,134 
Total current liabilities   8,673,916    23,304,985 
Long term debt   5,205,167    6,852,660 
Other liabilities   435,413    420,430 
Total liabilities   14,314,496    30,578,075 
Equity          
Consolidated Water Co. Ltd. stockholders' equity          
Redeemable preferred stock, $0.60 par value. Authorized 200,000 shares;          
    issued and outstanding 30,265 and 22,427 shares, respectively   18,159    13,456 
Class A common stock, $0.60 par value. Authorized 24,655,000 shares;          
     issued and outstanding 14,593,011 and 14,568,696 shares, respectively   8,755,807    8,741,217 
Class B common stock, $0.60 par value. Authorized 145,000 shares;          
    none issued or outstanding   -    - 
Additional paid-in capital   82,467,421    81,939,211 
Retained earnings   42,965,179    38,030,943 
Total Consolidated Water Co. Ltd. stockholders' equity   134,206,566    128,724,827 
Non-controlling interests   1,928,024    1,556,529 
Total equity   136,134,590    130,281,356 
Total liabilities and equity  $150,449,086   $160,859,431 

 

 
 

 

CONSOLIDATED WATER CO. LTD.

 

CONSOLIDATED STATEMENTS OF INCOME

 

 

   Year Ended December 31, 
   2012   2011   2010 
Retail water revenues  $24,222,895   $23,356,338   $21,864,252 
Bulk water revenues   40,758,182    30,757,874    25,302,093 
Services revenues   469,625    1,040,280    3,542,209 
     Total revenues   65,450,702    55,154,492    50,708,554 
Cost of retail revenues   11,548,255    11,496,598    10,361,302 
Cost of bulk revenues   31,679,887    24,127,488    20,907,981 
Cost of services revenues   230,118    508,339    2,828,776 
     Total cost of revenues   43,458,260    36,132,425    34,098,059 
Gross profit   21,992,442    19,022,067    16,610,495 
General and administrative expenses   14,542,817    13,651,650    11,329,648 
Impairment losses   521,444    -    - 
Income from operations   6,928,181    5,370,417    5,280,847 
                
Other income (expense):               
Interest income   835,941    1,200,999    1,375,827 
Interest expense   (876,971)   (1,141,744)   (1,584,771)
Profit sharing income from OC-BVI   343,454    -    - 
Equity in earnings of OC-BVI   2,121,319    838,652    1,235,146 
Other income   272,085    283,656    136,113 
       Other income, net   2,695,828    1,181,563    1,162,315 
Net income   9,624,009    6,551,980    6,443,162 
Income attributable to non-controlling interests   308,495    438,762    151,137 
Net income attributable to Consolidated Water Co. Ltd. stockholders  $9,315,514   $6,113,218   $6,292,025 
                
Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders  $0.64   $0.42   $0.43 
Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders  $0.64   $0.42   $0.43 
Dividends declared per common share  $0.30   $0.30   $0.30 
                
Weighted average number of common shares used in the determination of:               
Basic earnings per share   14,578,518    14,560,259    14,547,065 
Diluted earnings per share   14,606,148    14,596,013    14,597,894