8-K
Consolidated Water Co. Ltd. (CWCO)
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
August 16, 2021
(Date of earliest event reported)
CONSOLIDATED WATER CO. LTD.
(Exact Name of Registrant as Specified in Charter)
| Cayman Islands, B.W.I. | 0-25248 | 98-0619652 |
|---|---|---|
| (State or Other Jurisdiction of | (Commission File No.) | (IRS Employer Identification No.) |
| Incorporation) |
Regatta Office Park
Windward Three, 4^th^ Floor
West Bay Road, P.O. Box 1114
Grand Cayman, KY1-1102
Cayman Islands
(Address of Principal Executive Offices)
(345) 945-4277
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instructions A.2. below):
| ☐ | 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 |
|---|---|---|
| Class A common stock, $0.60 par value | CWCO | The Nasdaq Global Select Market |
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 August 16, 2021, Consolidated Water Co. Ltd. (the “Company”) issued a press release announcing its results of operations for the second quarter ended June 30, 2021. A copy of the press release is attached as Exhibit 99.1 to this report.
The information in this report, including the exhibit hereto, is being “furnished” in accordance with General Instruction B.2 of Form 8-K. As such, this information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filings with the Securities and Exchange Commission unless it is explicitly so incorporated in such filings.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
| Exhibit No. | Title | |
|---|---|---|
| 99.1 | Press release issued by the Company on August 16, 2021. | |
| 104 | | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
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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 by the undersigned hereunto duly authorized.
| CONSOLIDATED WATER CO. LTD. | ||
|---|---|---|
| By: | /s/ David W. Sasnett | |
| Name: | David W. Sasnett | |
| Title: | Executive Vice President & Chief Financial Officer | |
| Date: August 17, 2021 |
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Consolidated Water Reports Q2 2021 Results
GEORGE TOWN, Cayman Islands, August 16, 2021 -- Consolidated Water Co. Ltd. (Nasdaq Global Select Market: CWCO), a leading developer and operator of advanced water supply and treatment plants, reported results for the three and six months ended June 30, 2021. Quarterly and first-half comparisons are to the same year-ago period unless otherwise noted. The company will hold a conference call at 11:00 a.m. Eastern time tomorrow to discuss the results (see dial-in information below).
Financial and Operational Highlights
| ● | Revenue in the second quarter totaled $16.7 million, declining 13%. |
|---|---|
| ● | Services revenue in the second quarter up 8.3% to $3.8 million and bulk revenue up 14.4% to $6.7 million, while retail revenue declined by 5% to $5.7 million and manufacturing down by 85% to $552,000. |
| --- | --- |
| ● | In the first half of 2021, revenue totaled $33.8 million, which included bulk revenue up 5.3% to $13.0 million and services revenue up 10.8% to $7.3 million. |
| --- | --- |
| ● | Continued diversification of manufacturing segment products and customer base to offset reduced orders from a major customer. All manufacturing revenue in the first half of the year was generated by new customers and/or products. |
| --- | --- |
| ● | As of June 30, 2021, cash and cash equivalents totaled $41.2 million, working capital was $68.8 million, debt was $0.2 million, with stockholders’ equity at $165.8 million. |
| --- | --- |
| ● | Paid $1.3 million in dividends in Q2 2021. |
| --- | --- |
Management Commentary
“Our lower revenue for the second quarter reflects the impact of the global pandemic on our retail segment and reduced orders from a major customer in our manufacturing segment,” commented Consolidated Water CEO, Rick McTaggart. “This was partially offset by improved performance of our bulk water and services segments.
“Our services revenue increased 8% to $3.8 million, which accounted for 23% of our overall revenue compared to 18% in the same year-ago quarter. This was driven by growth in our PERC Water subsidiary.
“Based in southern California, PERC designs, constructs, operates and maintains municipal water treatment and reuse facilities. PERC has been seeing an increase in bidding requests for new design/build projects as well as operating contracts. Its prospective customers in California and Arizona are seeking cost-effective solutions to their wastewater treatment and potable water challenges, particularly those being caused by the unprecedented drought in the region.
“PERC is currently awaiting decisions on recent bids for design/build projects and operating contracts valued at more than $55 million. These projects could also represent recurring annual revenue of more than $2 million in ongoing operating and maintenance agreements.
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“In the first quarter of 2020, we increased resources in our manufacturing sales team at our Aerex subsidiary to focus on other market sectors in order to diversify our product, customer and revenue base. This turned out to be especially timely, given the unexpected suspension of orders by Aerex’s largest customer in October. As the result of this investment in diversification, we were able to offset its impact considerably. In fact, we generated manufacturing revenue of $2.2 million from new customers and/or products in the first half of this year, which was equal to the revenue generated for all of last year from customers other than Aerex’s former major customer.
“Manufacturing bidding activity has also increased significantly over the last few months. We presently have a contracted project backlog in our manufacturing segment of about $9 million from new customers and/or products. This has begun to increase our revenues in the second half of this year, and we see it carrying into 2022.
“So, while we’ve had many unexpected challenges over the past year, in all, we believe we’ve taken the right steps to overcome them, and our prospects for growth are very encouraging. We expect improved financial results in the second half of this year as compared to the first six months due to these successful efforts. We also anticipate that the eventual reopening of tourism to our operating area in Grand Cayman will help with the recovery of our retail water segment.
“Given the strong industry tailwinds, which appear strengthened by major increases in federal infrastructure spending recently passed in the U.S., we will continue to focus on those opportunities that will provide increasing value for our shareholders.
“Our strong balance sheet and liquidity position us to ride out the adverse economic impacts of the pandemic, while enabling us to fund our growth initiatives. We believe we are well on track to emerge from these challenging times stronger than ever.”
Q2 2021 Financial Summary
Revenue for the second quarter of 2021 declined by 12.5% to $16.7 million from $19.1 million in the second quarter of 2020. The decline reflects decreases of $292,000 in retail segment revenue and $3.2 million in manufacturing segment revenue. The decrease in revenue for these segments was partially offset by an increase of $846,000 in bulk segment revenue and $287,000 in services segment revenue.
Retail revenue declined due to a 2% decrease in the volume of water sold by Cayman Water. The sales volumes for both 2021 and 2020 are significantly below the historical volumes for the retail segment prior to 2020 due to the continuing cessation of tourism on Grand Cayman resulting from border restrictions initiated in March 2020 in response to the COVID-19 pandemic.
The decrease in manufacturing revenue in the second quarter of 2021 was due to a decrease in orders from Aerex’s largest customer, which informed Aerex in October 2020 that it was suspending its purchases of a specialized product until 2022 due to inventory management related factors. The company anticipates that orders from this customer will resume in 2022 at much lower volumes than in the past, although the resumption in such orders cannot be assured.
The increase in bulk segment revenue was due to higher energy costs, which correspondingly increased the energy pass-through component of CW-Bahamas’ rates. The increase in bulk segment revenue was also due to a 9% increase in CW-Bahamas’ volume of water sold.
The increase in services revenue was due to an increase of approximately $926,000 in revenue from operating and maintenance contracts attributable to new contracts, which more than offset a decline in plant construction revenue of approximately $672,000.
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Gross profit decreased 17.0% to $6.1 million in the second quarter of 2021 from $7.3 million in the same year-ago quarter, with gross profit as a percentage of revenue decreasing from 38% to 36% primarily as a result of the decline in revenue for the retail segment.
Net loss from continuing operations attributable to stockholders was $1.5 million or $(0.10) per basic and diluted share, compared to net income of $2.6 million or $0.17 per basic and diluted share in the second quarter of 2020.
Net loss attributable to Consolidated Water stockholders in the second quarter of 2021, which includes the results of discontinued operations, was $1.7 million or $(0.11) per basic and fully diluted share, as compared to $1.1 million or $(0.07) per basic and fully diluted share in the second quarter of 2020. Excluding the impairment loss recorded for the company’s manufacturing segment of $2.9 million, the company’s net income attributable to Consolidated Water was $1.2 million or $0.08 per basic and fully diluted share.
Cash and cash equivalents totaled $41.2 million as of June 30, 2021, as compared to $42.8 million as of March 31, 2021.
First Half 2021 Financial Summary
Revenue for the first half of 2021 was $33.8 million, down 15.1% compared to $39.8 million in the same year-ago period. The decrease was primarily driven by decreases of $1.8 million in the retail segment and $5.5 million in the manufacturing segment. The decrease in total revenue was partially offset by increases of $651,000 in the bulk segment and $713,000 in the services segment.
Retail revenue decreased due to the volume of water sold, which decreased by 12%. This sales volume decrease is due to the continuing cessation of tourism on Grand Cayman resulting from border restrictions initiated in March 2020 in response to the COVID-19 pandemic.
The decrease in manufacturing segment revenue was due to the loss of orders from Aerex’s largest customer.
The increase in services segment revenue was due to an increase of approximately $2.3 million in revenue from operating and maintenance contracts attributable to new contracts, which more than offset a decline in plant construction revenue of approximately $1.6 million.
The increase in bulk segment revenue was due to higher energy costs, which correspondingly increased the energy pass-through component of CW-Bahamas’ rates. The increase in bulk segment revenue was also due to an increase of 7% in the volume of water sold by CW-Bahamas.
Gross profit for the first half of 2021 was $12.2 million or 36% of total revenue, down 23% from $15.7 million or 40% of total revenue in the same year-ago period.
Net loss from continuing operations attributable to stockholders for the first half of 2021 was $212,000 or $(0.01) per basic and diluted share, compared to net income of $5.8 million or $0.38 per diluted share in the same year-ago period.
Net loss attributable to Consolidated Water stockholders for the half of 2021, which includes the results of discontinued operations, was $676,000 or $(0.04) per fully diluted share, down from net income of $1.8 million or $0.12 per fully diluted share in the same year-ago period. Excluding the impairment loss recorded for the company’s manufacturing segment of $2.9 million, the company’s net income attributable to Consolidated Water was $2.2 million or $0.15 per basic and fully diluted share.
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Second Quarter Segment Results
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Three Months Ended June 30, 2021 | ||||||||||||||
| | Retail | Bulk | Services | Manufacturing | Total | ||||||||||
| Revenue | | $ | 5,674,790 | | $ | 6,711,971 | | $ | 3,763,239 | | $ | 551,524 | $ | 16,701,524 | |
| Cost of revenue | | 2,781,909 | | 4,386,794 | | 2,878,409 | | 589,559 | | 10,636,671 | |||||
| Gross profit (loss) | | 2,892,881 | | 2,325,177 | | 884,830 | | (38,035) | | 6,064,853 | |||||
| General and administrative expenses | | 3,318,473 | | 303,856 | | 671,585 | | 430,390 | | 4,724,304 | |||||
| Gain (loss) on asset dispositions and impairments, net | | 3,360 | | — | | — | | (2,900,000) | | (2,896,640) | |||||
| Income (loss) from operations | | $ | (422,232) | | $ | 2,021,321 | | $ | 213,245 | | $ | (3,368,425) | | (1,556,091) | |
| Other income, net | | | | | | | 233,114 | ||||||||
| Loss before income taxes | | | | | | (1,322,977) | |||||||||
| Benefit from income taxes | | | | | | (6,845) | |||||||||
| Net loss from continuing operations | | | | | | (1,316,132) | |||||||||
| Income from continuing operations attributable to non-controlling interests | | | | | | 197,138 | |||||||||
| Net loss from continuing operations attributable to Consolidated Water Co. Ltd. stockholders | | | | | | (1,513,270) | |||||||||
| Net loss from discontinued operations | | | | | | (151,379) | |||||||||
| Net loss attributable to Consolidated Water Co. Ltd. stockholders | | | | | | $ | (1,664,649) |
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Three Months Ended June 30, 2020 | ||||||||||||||
| | Retail | Bulk | Services | Manufacturing | Total | ||||||||||
| Revenue | | $ | 5,966,296 | | $ | 5,866,397 | | $ | 3,476,000 | | $ | 3,778,554 | | $ | 19,087,247 |
| Cost of revenue | | 2,769,497 | | 3,941,309 | | 2,631,513 | | 2,441,785 | | 11,784,104 | |||||
| Gross profit | | 3,196,799 | | 1,925,088 | | 844,487 | | 1,336,769 | | 7,303,143 | |||||
| General and administrative expenses | | 3,266,782 | | 261,100 | | 711,350 | | 318,381 | | 4,557,613 | |||||
| Gain on asset dispositions and impairments, net | | — | | — | | 5,205 | | — | | 5,205 | |||||
| Income (loss) from operations | | $ | (69,983) | | $ | 1,663,988 | | $ | 138,342 | | $ | 1,018,388 | | 2,750,735 | |
| Other income, net | | | | | | 260,957 | |||||||||
| Income before income taxes | | | | | | 3,011,692 | |||||||||
| Provision for income taxes | | | | | | 204,268 | |||||||||
| Net income from continuing operations | | | | | | 2,807,424 | |||||||||
| Income attributable to non-controlling interests | | | | | | 180,154 | |||||||||
| Net income from continuing operations attributable to Consolidated Water Co. Ltd. stockholders | | | | | | 2,627,270 | |||||||||
| Net loss from discontinued operations | | | | | | (3,755,112) | |||||||||
| Net loss attributable to Consolidated Water Co. Ltd. stockholders | | | | | | $ | (1,127,842) |
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First Half 2021 Segment Results
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Six Months Ended June 30, 2021 | ||||||||||||||
| | Retail | Bulk | Services | Manufacturing | Total | ||||||||||
| Revenue | | $ | 11,386,095 | | $ | 12,957,941 | | $ | 7,304,085 | | $ | 2,156,720 | $ | 33,804,841 | |
| Cost of revenue | | 5,489,903 | | 8,541,947 | | 5,600,337 | | 1,981,291 | | 21,613,478 | |||||
| Gross profit | | 5,896,192 | | 4,415,994 | | 1,703,748 | | 175,429 | | 12,191,363 | |||||
| General and administrative expenses | | 6,689,483 | | 681,359 | | 1,393,605 | | 724,343 | | 9,488,790 | |||||
| Gain (loss) on asset dispositions and impairments, net | | (246,640) | | 1,500 | | (433) | | (2,900,000) | | (3,145,573) | |||||
| Income (loss) from operations | | $ | (1,039,931) | | $ | 3,736,135 | | $ | 309,710 | | $ | (3,448,914) | | (443,000) | |
| Other income, net | | | | | | | | 547,722 | |||||||
| Income before income taxes | | | | | | 104,722 | |||||||||
| Benefit from income taxes | | | | | | (9,505) | |||||||||
| Net income from continuing operations | | | | | | 114,227 | |||||||||
| Income from continuing operations attributable to non-controlling interests | | | | | | 325,931 | |||||||||
| Net loss from continuing operations attributable to Consolidated Water Co. Ltd. stockholders | | | | | | (211,704) | |||||||||
| Net loss from discontinued operations | | | | | | (464,173) | |||||||||
| Net loss attributable to Consolidated Water Co. Ltd. stockholders | | | | | | $ | (675,877) |
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Six Months Ended June 30, 2020 | ||||||||||||||
| | Retail | Bulk | Services | Manufacturing | Total | ||||||||||
| Revenue | | $ | 13,223,728 | | $ | 12,306,681 | | $ | 6,590,813 | | $ | 7,691,746 | | $ | 39,812,968 |
| Cost of revenue | | 5,756,117 | | 8,505,889 | | 4,905,033 | | 4,902,465 | | 24,069,504 | |||||
| Gross profit | | 7,467,611 | | 3,800,792 | | 1,685,780 | | 2,789,281 | | 15,743,464 | |||||
| General and administrative expenses | | 6,640,621 | | 553,146 | | 1,384,040 | | 675,115 | | 9,252,922 | |||||
| Gain on asset dispositions and impairments, net | | — | | 200 | | 4,785 | | — | | 4,985 | |||||
| Income from operations | | $ | 826,990 | | $ | 3,247,846 | | $ | 306,525 | | $ | 2,114,166 | | 6,495,527 | |
| Other income, net | | | | | | 288,218 | |||||||||
| Income before income taxes | | | | | | 6,783,745 | |||||||||
| Provision for income taxes | | | | | | | | | | | | | | | 410,351 |
| Net income from continuing operations | | | | | | 6,373,394 | |||||||||
| Income from continuing operations attributable to non-controlling interests | | | | | | 541,152 | |||||||||
| Net income from continuing operations attributable to Consolidated Water Co. Ltd. stockholders | | | | | | 5,832,242 | |||||||||
| Net loss from discontinued operations | | | | | | (4,071,477) | |||||||||
| Net income attributable to Consolidated Water Co. Ltd. stockholders | | | | | | $ | 1,760,765 |
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Conference Call
Consolidated Water management will host a conference call tomorrow to discuss these results, followed by a question-and-answer period.
Date: Tuesday, August 17, 2021
Time: 11:00 a.m. Eastern time (8:00 a.m. Pacific time)
Toll-free dial-in number: 1-844-875-6913
International dial-in number: 1-412-317-6709
Conference ID: 10159283
Please call the conference telephone number five minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact CMA at 1-949-432-7566.
A replay of the call will be available after 1:00 p.m. Eastern time on the same day through August 24, 2021, as well as available for replay via the Investors section of the Consolidated Water website at www.cwco.com.
Toll-free replay number: 1-877-344-7529
International replay number: 1-412-317-0088
Replay ID: 10159283
About Consolidated Water Co. Ltd.
Consolidated Water Co. Ltd. develops and operates advanced water supply and treatment plants and water distribution systems. The company operates water production facilities in the Cayman Islands, The Bahamas and the British Virgin Islands and operates water treatment facilities in the United States. The company also manufactures and services a wide range of products and provides design, engineering, management, operating and other services applicable to commercial and municipal water production, supply and treatment, and industrial water and wastewater treatment. For more information, visit www.cwco.com.
Cautionary Note Regarding Forward-Looking Statements
This press release includes statements that may constitute "forward-looking" statements, usually containing the words "believe", "estimate", "project", "intend", "expect", "should", "will" 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 (i) continued acceptance of the company's products and services in the marketplace; (ii) changes in its relationships with the governments of the jurisdictions in which it operates; (iii) the outcome of its negotiations with the Cayman government regarding a new retail license agreement; (iv) the collection of its delinquent accounts receivable in the Bahamas; (v) the possible adverse impact of the COVID-19 virus on the company’s business; and (vi) various other risks, as detailed in the company's periodic report filings with the Securities and Exchange Commission (“SEC”). For more information about risks and uncertainties associated with the company’s business, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of the company’s SEC filings, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q, copies of which may be obtained by contacting the company’s Secretary at the company’s executive offices or at the “Investors – SEC Filings” page of the company’s website at http://ir.cwco.com/docs. Except as otherwise required by law, the company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
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Company Contact:
David W. Sasnett
Executive Vice President and CFO
Tel (954) 509-8200
dsasnett@cwco.com
Investor Relations ContactRon Both, CMA Tel (949) 432-7566
CWCO@cma.team
7
CONSOLIDATED WATER CO. LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| | | | June 30, | | | December 31, | |
| | | 2021 | | | 2020 | ||
| | | (Unaudited) | | | | | |
| ASSETS | | | | ||||
| Current assets | | | | ||||
| Cash and cash equivalents | | $ | 41,210,143 | | $ | 43,794,150 | |
| Accounts receivable, net | | 26,119,130 | | 21,483,976 | | ||
| Inventory | | 2,500,070 | | 3,214,178 | | ||
| Prepaid expenses and other current assets | | 3,375,644 | | 2,412,282 | | ||
| Contract assets | | 415,633 | | 516,521 | | ||
| Current assets of discontinued operations | | 1,480,101 | | 1,511,099 | | ||
| Total current assets | | | 75,100,721 | | 72,932,206 | | |
| Property, plant and equipment, net | | 54,704,193 | | 57,687,984 | | ||
| Construction in progress | | 681,317 | | 440,384 | | ||
| Inventory, noncurrent | | 4,432,645 | | 4,506,842 | | ||
| Investment in OC-BVI | | 1,674,277 | | 2,092,146 | | ||
| Goodwill | | 10,425,013 | | 13,325,013 | | ||
| Intangible assets, net | | 3,756,666 | | 4,148,333 | | ||
| Operating lease right-of-use assets | | | 2,963,075 | | | 1,329,561 | |
| Other assets | | 1,842,420 | | 1,926,594 | | ||
| Long-term assets of discontinued operations | | 21,130,307 | | 21,166,489 | | ||
| Total assets | | $ | 176,710,634 | | $ | 179,555,552 | |
| | | | | | | | |
| LIABILITIES AND EQUITY | | | | ||||
| Current liabilities | | | | ||||
| Accounts payable, accrued expenses and other current liabilities | | $ | 2,654,942 | | $ | 2,856,127 | |
| Accounts payable - related parties | | | 278,739 | | | 200,558 | |
| Accrued compensation | | 1,402,148 | | 1,434,106 | | ||
| Dividends payable | | 1,301,025 | | 1,300,022 | | ||
| Current maturities of operating leases | | | 555,591 | | | 455,788 | |
| Current portion of long-term debt | | | 54,698 | | | 42,211 | |
| Contract liabilities | | 14,581 | | 461,870 | | ||
| Current liabilities of discontinued operations | | 69,602 | | 188,434 | | ||
| Total current liabilities | | 6,331,326 | | 6,939,116 | | ||
| Long-term debt, noncurrent | | | 148,876 | | | 126,338 | |
| Deferred tax liabilities | | 1,332,998 | | 1,440,809 | | ||
| Noncurrent operating leases | | | 2,464,960 | | | 982,076 | |
| Net liability arising from put/call options | | | 528,000 | | | 690,000 | |
| Other liabilities | | 141,000 | | 362,165 | | ||
| Long-term liabilities of discontinued operations | | | — | | | 2,499 | |
| Total liabilities | | 10,947,160 | | 10,543,003 | | ||
| Commitments and contingencies | | | | ||||
| Equity | | | | ||||
| Consolidated Water Co. Ltd. stockholders' equity | | | | ||||
| Redeemable preferred stock, $0.60 par value. Authorized 200,000 shares; issued and outstanding 37,349 and 31,068 shares, respectively | | 22,409 | | 18,641 | | ||
| Class A common stock, $0.60 par value. Authorized 24,655,000 shares; issued and outstanding 15,202,371 and 15,143,683 shares, respectively | | 9,121,423 | | 9,086,210 | | ||
| Class B common stock, $0.60 par value. Authorized 145,000 shares; none issued | | — | | — | | ||
| Additional paid-in capital | | 87,196,150 | | 86,893,486 | | ||
| Retained earnings | | 61,643,938 | | 64,910,709 | | ||
| Total Consolidated Water Co. Ltd. stockholders' equity | | 157,983,920 | | 160,909,046 | | ||
| Non-controlling interests | | 7,779,554 | | 8,103,503 | | ||
| Total equity | | 165,763,474 | | 169,012,549 | | ||
| Total liabilities and equity | | $ | 176,710,634 | | $ | 179,555,552 | |
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CONSOLIDATED WATER CO. LTD.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(UNAUDITED)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||
| | 2021 | 2020 | 2021 | 2020 | ||||||||
| Revenue | | $ | 16,701,524 | | $ | 19,087,247 | | $ | 33,804,841 | | $ | 39,812,968 |
| Cost of revenue (including purchases from related parties of $129,401 and $371,201 for the three months ended, and $285,383 and $864,664 for the six months ended, June 30, 2021 and 2020, respectively) | | 10,636,671 | | 11,784,104 | | 21,613,478 | | 24,069,504 | ||||
| Gross profit | | 6,064,853 | | 7,303,143 | | 12,191,363 | | 15,743,464 | ||||
| General and administrative expenses (including purchases from related parties of $24,299 and $0 for the three months ended, and $28,728 and $0 for the six months ended, June 30, 2021 and 2020, respectively) | | 4,724,304 | | 4,557,613 | | 9,488,790 | | 9,252,922 | ||||
| Gain (loss) on asset dispositions and impairments, net | | (2,896,640) | | 5,205 | | (3,145,573) | | 4,985 | ||||
| Income (loss) from operations | | (1,556,091) | | 2,750,735 | | (443,000) | | 6,495,527 | ||||
| | | | | | | | | | | | | |
| Other income (expense): | | | | | ||||||||
| Interest income | | 174,645 | | 109,818 | | 335,009 | | 246,259 | ||||
| Interest expense | | (2,638) | | (2,818) | | (5,498) | | (5,344) | ||||
| Profit-sharing income from OC-BVI | | 4,050 | | 14,175 | | 10,125 | | 24,300 | ||||
| Equity in the earnings of OC-BVI | | 10,726 | | 34,095 | | 26,506 | | 59,976 | ||||
| Net unrealized gain (loss) on put/call options | | 31,000 | | 80,000 | | 162,000 | | (81,000) | ||||
| Other | | 15,331 | | 25,687 | | 19,580 | | 44,027 | ||||
| Other income, net | | 233,114 | | 260,957 | | 547,722 | | 288,218 | ||||
| Income (loss) before income taxes | | (1,322,977) | | 3,011,692 | | 104,722 | | 6,783,745 | ||||
| Provision (benefit) for income taxes | | (6,845) | | 204,268 | | (9,505) | | 410,351 | ||||
| Net income (loss) from continuing operations | | (1,316,132) | | 2,807,424 | | 114,227 | | 6,373,394 | ||||
| Income from continuing operations attributable to non-controlling interests | | 197,138 | | 180,154 | | 325,931 | | 541,152 | ||||
| Net income (loss) from continuing operations attributable to Consolidated Water Co. Ltd. stockholders | | (1,513,270) | | 2,627,270 | | (211,704) | | 5,832,242 | ||||
| Total loss from discontinued operations | | | (151,379) | | | (3,755,112) | | | (464,173) | | | (4,071,477) |
| Net income (loss) attributable to Consolidated Water Co. Ltd. stockholders | | $ | (1,664,649) | | $ | (1,127,842) | | $ | (675,877) | | $ | 1,760,765 |
| | | | | | | | | | | | | |
| Basic earnings (loss) per common share attributable to Consolidated Water Co. Ltd. common stockholders | | | | | ||||||||
| Continuing operations | | $ | (0.10) | | $ | 0.17 | | $ | (0.01) | | $ | 0.39 |
| Discontinued operations | | | (0.01) | | | (0.24) | | | (0.03) | | | (0.27) |
| Basic earnings (loss) per share | | $ | (0.11) | | $ | (0.07) | | $ | (0.04) | | $ | 0.12 |
| | | | | | | | | | | | | |
| Diluted earnings (loss) per common share attributable to Consolidated Water Co. Ltd. common stockholders | | | | | ||||||||
| Continuing operations | | $ | (0.10) | | $ | 0.17 | | $ | (0.01) | | $ | 0.38 |
| Discontinued operations | | | (0.01) | | | (0.24) | | | (0.03) | | | (0.26) |
| Diluted earnings (loss) per share | | $ | (0.11) | | $ | (0.07) | | $ | (0.04) | | $ | 0.12 |
| | | | | | | | | | | | | |
| Dividends declared per common and redeemable preferred shares | | $ | 0.085 | | $ | 0.085 | | $ | 0.17 | | $ | 0.17 |
| | | | | | | | | | | | | |
| Weighted average number of common shares used in the determination of: | | | | | ||||||||
| Basic earnings per share | | 15,201,682 | | 15,114,506 | | 15,201,571 | | 15,114,506 | ||||
| Diluted earnings per share | | 15,201,682 | | 15,269,334 | | 15,201,571 | | 15,269,175 |
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