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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report:
May 1, 2025
MIDDLESEX WATER COMPANY
(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.) |
485C Route 1 South, Suite 400, Iselin,
New Jersey 08830
(Address of Principal Executive Offices)
(Zip Code)
732-634-1500
(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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common
Stock, No Par Value |
MSEX |
The NASDAQ Stock Market, LLC |
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 May 1, 2025, Middlesex Water Company announced its financial results
for the quarter ended March 31, 2025. A copy of the press release announcing these results is attached hereto as Exhibit 99.1 and incorporated
into this Form 8-K by reference.
The information in Item 2.02, including the exhibit, shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or
otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
SIGNATURE
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.
|
MIDDLESEX WATER COMPANY |
|
(Registrant) |
|
|
|
|
|
/s/ Mohammed G. Zerhouni |
|
Sr. Vice President, Chief Financial Officer |
|
and Treasurer |
Dated: May 1, 2025
2
Exhibit 99.1

Middlesex Water Company Reports First Quarter
2025 Earnings
| · | Diluted earnings per share (“EPS”) of $0.53 |
| · | Completed the acquisition of Ocean View water utility assets in Delaware |
| · | Declared $0.34 common stock cash dividend |
| · | Invested $19 million in water and wastewater utility infrastructure |
ISELIN, N.J., May
1, 2025 -- Middlesex Water Company (“Middlesex” or the “Company”) (NASDAQ: MSEX) today announced financial
results for the first quarter ended March 31, 2025.
“We are excited
to welcome Ocean View residents as our customers,” said Nadine Leslie, President and Chief Executive Officer of Middlesex Water
Company. “With the completion of the Ocean View acquisition, we are demonstrating our focus on selective and sustainable growth
and continuing our mission of delivering clean and reliable drinking water for more customers.”
First Quarter 2025
Results
Middlesex reported net
income of $9.5 million and diluted EPS of $0.53, compared to net income of $10.7 million and diluted EPS of $0.59 for the same quarter
in 2024. The decrease is attributable to the one-time recovery in the first quarter 2024 of previously incurred depreciation, operating
and carrying costs of $4.3 million (net of tax) associated with the construction and operation of the water treatment facilities at Middlesex’s Park
Avenue water treatment plant, offset by rate increases, customer growth and wholesale customer consumption in the first quarter 2025.
Operating revenue for
the quarter ended March 31, 2025, was $44.3 million, up $3.8 million, compared to $40.5 million for the same quarter last year. Revenues
increased $3.4 million in the Middlesex system and $0.6 million in the Tidewater Utilities, Inc. system, largely driven by rate increases,
higher consumption and customer growth, partially offset by $0.2 million of lower supplemental contract services revenue in our non-regulated
businesses.
Operating expenses for
the quarter ended March 31, 2025, were $32.7 million, up approximately $2.0 million, compared to $30.7 million for the same quarter last
year. The increase is primarily driven by higher variable production costs, increased weather-driven main break activity and the one-time
recovery in 2024 of previously incurred depreciation expense and water treatment operating costs at Middlesex’s Park Avenue water
treatment plant.
Selective and Sustainable
Growth
In April 2025, Tidewater
successfully completed the acquisition of the water utility assets of Ocean View for approximately $4.6 million. Ocean View serves approximately
900 customers in Sussex County, Delaware, who have been receiving water supply from Tidewater since the system was constructed in 2008.
Middlesex filed a third Distribution System
Improvement Charge (“DSIC”) rate application that is expected to result in $1.9 million of annual revenues starting June 2025,
in addition to the existing $1.1 million of annual revenues from the first and second DSIC filings. The DSICs filed will recover costs
associated with additional infrastructure investment that supports the resiliency of the New Jersey system.
In the first quarter 2025, Middlesex invested
approximately $19 million to upgrade, replace and enhance the resiliency of its water and wastewater utility infrastructure. The Company
plans to invest approximately $93 million in 2025.
Annual Meeting and
Dividend Declared
Middlesex will hold its
Annual Meeting on Tuesday, May 20, 2025, at 11:00 a.m. EDT. Shareholders may obtain instructions to access the meeting by visiting
www.virtualshareholdermeeting.com/MSEX2025 and entering the 16-digit control number listed on their Notice of Internet Availability
of Proxy Materials or proxy card.
On April 25, 2025, the
Company’s Board of Directors declared a second quarter cash dividend of $0.34 per common share. Dividends on common shares
will be paid on June 2, 2025, to shareholders of record as of May 15, 2025. The Company has paid cash dividends continually
since 1912 and has increased the dividends received by shareholders each calendar year for 52 consecutive years.
About Middlesex Water Company
Middlesex Water Company (NASDAQ: MSEX) is one
of the nation’s premier investor-owned water and wastewater utilities. Established in 1897, Middlesex is a trusted provider of life-sustaining
services to more than half a million people in New Jersey and Delaware. The company focuses on employee engagement, operational excellence,
superior customer experience, investment in infrastructure, and selective and sustainable growth to deliver value to our customers, investors,
and the communities we serve.
Forward-Looking Statements
This press release contains “forward-looking statements”
within the meaning of U.S. federal securities laws reflecting the current beliefs or expectations of Middlesex Water Company “MSEX”
or the “Company” regarding its future performance, its financial condition, its strategic plans and cash flows, its results
of operations as well as any other statements that do not directly relate to any historical or current facts. These statements reflect
the Company’s current views and information currently available. This information is based on estimates, assumptions, and analysis
that the Company believes, as of the date hereof, provide a reasonable basis for the information contained herein. Forward-looking statements
can generally be identified by the use of forward-looking words such as “outlook,” “believes,” “expects,”
“potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates,” “foresees,”
or the negative of those words or other comparable terminology. The Company intends that these statements be covered by the safe harbors
created under those laws. Actual results, performance or achievements may differ materially from forward-looking statements, and the assumptions
on which forward-looking statements are based. There can be no assurance that the information contained herein is reflective of future
performance, and investors are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance.
Unless otherwise specified, all information contained in this press release speaks only as of the date hereof. The Company undertakes
no duty to update or revise the information contained herein, whether as a result of new information, future events or otherwise.
Media Contact:
Brian Hague, Vice President of Communications & Corporate Affairs
bhague@middlesexwater.com
(732) 638-7549
Investor Relations Contact:
Jennifer Ketschke, Director of Treasury and Investor Relations
jketschke@middlesexwater.com
(732) 638-7523
MIDDLESEX WATER COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands except
per share amounts)
| |
Three Months Ended March 31, |
| |
2025 | |
2024 |
| |
| |
|
Operating Revenues | |
| $44,301 | | |
| $40,524 | |
| |
| | | |
| | |
Operating Expenses: | |
| | | |
| | |
Operations and Maintenance | |
| 21,109 | | |
| 20,465 | |
Depreciation | |
| 6,527 | | |
| 5,396 | |
Other Taxes | |
| 5,108 | | |
| 4,798 | |
| |
| | | |
| | |
Total Operating Expenses | |
| 32,744 | | |
| 30,659 | |
| |
| | | |
| | |
Operating Income | |
| 11,557 | | |
| 9,865 | |
| |
| | | |
| | |
Other Income: | |
| | | |
| | |
Allowance for Funds Used During Construction | |
| 372 | | |
| 176 | |
Other Income (Expense), net | |
| 1,425 | | |
| 5,189 | |
| |
| | | |
| | |
Total Other Income, net | |
| 1,797 | | |
| 5,365 | |
| |
| | | |
| | |
Interest Charges | |
| 2,713 | | |
| 3,269 | |
| |
| | | |
| | |
Income before Income Taxes | |
| 10,641 | | |
| 11,961 | |
| |
| | | |
| | |
Income Taxes | |
| 1,162 | | |
| 1,279 | |
| |
| | | |
| | |
Net Income | |
| 9,479 | | |
| 10,682 | |
| |
| | | |
| | |
Preferred Stock Dividend Requirements | |
| 22 | | |
| 30 | |
| |
| | | |
| | |
Earnings Applicable to Common Stock | |
| $9,457 | | |
| $10,652 | |
| |
| | | |
| | |
Earnings per share of Common Stock: | |
| | | |
| | |
Basic | |
| $0.53 | | |
| $0.60 | |
Diluted | |
| $0.53 | | |
| $0.59 | |
| |
| | | |
| | |
Average Number of Common Shares Outstanding: | |
| | | |
| | |
Basic | |
| 17,890 | | |
| 17,819 | |
Diluted | |
| 17,951 | | |
| 17,934 | |
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