Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 10, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | GWRS | ||
Entity Registrant Name | Global Water Resources, Inc. | ||
Entity Central Index Key | 1,434,728 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 19,581,266 | ||
Entity Public Float | $ 172.3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
PROPERTY, PLANT AND EQUIPMENT: | ||
Property, plant and equipment | $ 273,366 | $ 258,244 |
Less accumulated depreciation | (72,877) | (64,092) |
Net property, plant and equipment | 200,489 | 194,152 |
CURRENT ASSETS: | ||
Cash and cash equivalents | 20,498 | 11,513 |
Accounts receivable — net | 1,471 | 1,132 |
Due from affiliates | 333 | 306 |
Accrued revenue | 1,619 | 1,745 |
Prepaid expenses and other current assets | 819 | 1,179 |
Assets held for sale | 2,840 | |
Total current assets | 24,740 | 18,715 |
OTHER ASSETS: | ||
Intangible assets — net | 12,772 | 12,772 |
Regulatory asset | 110 | 227 |
Deposits | 13 | |
Bond service fund and other restricted cash | 228 | 9,042 |
Equity method investment | 480 | 821 |
Total other assets | 13,590 | 22,875 |
TOTAL ASSETS | 238,819 | 235,742 |
CURRENT LIABILITIES: | ||
Accounts payable | 1,791 | 1,322 |
Accrued expenses | 7,602 | 5,137 |
Deferred revenue | 1 | 11 |
Customer and meter deposits | 1,482 | 1,706 |
Long-term debt and capital leases — current portion | 25 | 1,994 |
Liabilities relating to assets held for sale | 493 | |
Total current liabilities | 10,901 | 10,663 |
NONCURRENT LIABILITIES: | ||
Long-term debt and capital leases | 114,317 | 102,417 |
Deferred regulatory gain - ICFA | 19,740 | 19,730 |
Regulatory liability | 7,859 | 7,859 |
Advances in aid of construction | 61,996 | 61,480 |
Contributions in aid of construction — net | 4,585 | 4,426 |
Deferred income tax liabilities, net | 2,383 | 4,164 |
Acquisition liability | 934 | 4,688 |
Other noncurrent liabilities | 913 | 252 |
Total noncurrent liabilities | 212,727 | 205,016 |
Total liabilities | 223,628 | 215,679 |
Commitments and contingencies (see Note 13) | ||
SHAREHOLDERS' EQUITY: | ||
Common stock, $0.01 par value, 60,000,000 shares authorized; 19,581,266 and 18,241,746 shares issued as of December 31, 2016 and December 31, 2015, respectively | 196 | 2 |
Paid in capital | 19,510 | 21,659 |
Accumulated deficit | (4,515) | (1,598) |
Total shareholders' equity | 15,191 | 20,063 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 238,819 | $ 235,742 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 60,000,000 | 60,000,000 |
Common stock, issued | 19,581,266 | 18,241,746 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
REVENUES: | |||
Water services | $ 13,978 | $ 16,320 | $ 18,076 |
Wastewater and recycled water services | 15,740 | 15,020 | 14,112 |
Unregulated revenues | 81 | 616 | 371 |
Total revenues | 29,799 | 31,956 | 32,559 |
OPERATING EXPENSES: | |||
Operations and maintenance | 6,188 | 7,080 | 8,020 |
Operations and maintenance - related party | 1,853 | 2,179 | 2,398 |
General and administrative | 10,209 | 7,957 | 8,809 |
Gain on regulatory order | (50,664) | ||
Depreciation | 6,279 | 8,213 | 9,205 |
Total operating expenses | 24,529 | 25,429 | (22,232) |
OPERATING INCOME | 5,270 | 6,527 | 54,791 |
OTHER INCOME (EXPENSE): | |||
Interest income | 18 | 11 | 79 |
Interest expense | (11,866) | (8,299) | (9,512) |
Gain on condemnation of Valencia | 42,983 | ||
Other | 2,222 | 767 | 2,162 |
Other - related party | 15 | (3) | 416 |
Total other income (expense) | (9,611) | 35,459 | (6,855) |
INCOME (LOSS) BEFORE INCOME TAXES | (4,341) | 41,986 | 47,936 |
INCOME TAX (EXPENSE) BENEFIT | 1,489 | (20,623) | 16,995 |
NET INCOME (LOSS) | $ (2,852) | $ 21,363 | $ 64,931 |
Basic earnings (loss) per common share | $ (0.15) | $ 1.17 | $ 3.54 |
Diluted earnings (loss) per common share | (0.15) | 1.17 | 3.54 |
Dividends declared per common share | $ 0.26 | $ 1.43 | $ 0.20 |
Weighted average number of common shares used in the determination of: | |||
Basic | 19,146,534 | 18,297,504 | 18,329,441 |
Diluted | 19,146,534 | 18,297,504 | 18,329,441 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Paid-in Capital | Accumulated Deficit |
BALANCE at Dec. 31, 2013 | $ (32,842) | $ 2 | $ 55,048 | $ (87,892) | |
BALANCE, SHARES at Dec. 31, 2013 | 18,329,441 | ||||
Dividend declared | (3,904) | (3,904) | |||
Stock compensation | (8) | (8) | |||
Deemed distribution to related party | (497) | (497) | |||
Net income (loss) | 64,931 | 64,931 | |||
BALANCE at Dec. 31, 2014 | 27,680 | $ 2 | 50,639 | (22,961) | |
BALANCE, SHARES at Dec. 31, 2014 | 18,239,441 | ||||
Dividend declared | (27,607) | (27,607) | |||
Deemed distribution to related party | (909) | (909) | |||
Deemed distribution to related party, shares | 90,007 | ||||
Share repurchase | (464) | (464) | |||
Share repurchase, shares | (87,702) | ||||
Net income (loss) | 21,363 | 21,363 | |||
BALANCE at Dec. 31, 2015 | 20,063 | $ 2 | 21,659 | (1,598) | |
BALANCE, SHARES at Dec. 31, 2015 | 18,241,746 | ||||
Net proceeds from sale of stock | 5,539 | $ 281 | 5,258 | ||
Net proceeds from sale of stock, shares | 1,339,520 | ||||
Dividend declared | (5,042) | (5,042) | |||
Merger of GWRC | (2,452) | $ (87) | (2,365) | ||
Retirement of treasury shares | $ (87) | $ 87 | |||
Stock compensation | 648 | 648 | |||
Deemed distribution to related party | (648) | (648) | |||
Cumulative effect of change in accounting principle | (65) | (65) | |||
Net income (loss) | (2,852) | (2,852) | |||
BALANCE at Dec. 31, 2016 | $ 15,191 | $ 196 | $ 19,510 | $ (4,515) | |
BALANCE, SHARES at Dec. 31, 2016 | 19,581,266 |
CONSOLIDATED STATEMENTS OF SHA6
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Stockholders Equity [Abstract] | |||
Dividend declared per share | $ 0.26 | $ 1.43 | $ 0.20 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net (loss) income | $ (2,852) | $ 21,363 | $ 64,931 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Deferred compensation | 2,776 | 798 | 1,361 |
Depreciation | 6,279 | 8,213 | 9,205 |
Write-off of debt issuance costs | 2,165 | 282 | 696 |
Amortization of deferred debt issuance costs and discounts | 428 | 204 | 334 |
Gain on condemnation of Valencia | (42,983) | ||
Gain on sale of Loop 303 contracts | (296) | ||
Loss on sale of Willow Valley | 54 | 176 | |
(Gain) loss on equity investment | 340 | 329 | (144) |
Gains on regulatory order | (50,664) | ||
Other (gains) and losses | (978) | (50) | |
Provision for doubtful accounts receivable | 70 | 69 | 83 |
Deferred income tax benefit (expense) | (1,610) | 20,561 | (16,995) |
Changes in assets and liabilities: | |||
Accounts receivables | (409) | 125 | 26 |
Other current assets | (415) | (2,241) | 0 |
Accounts payable and other current liabilities | (4,087) | (2,502) | (227) |
Other noncurrent assets | 117 | 147 | 34 |
Other noncurrent liabilities | 17 | 3,056 | |
Net cash provided by operating activities | 1,895 | 4,245 | 11,646 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Capital expenditures | (8,588) | (3,355) | (1,655) |
Proceeds from the condemnation of Valencia | 55,107 | ||
Proceeds from the sale of Willow Valley | 2,254 | ||
Withdrawals (deposits) of restricted cash, net | 154 | (70) | 198 |
Cash received from the sale of Loop 303 Contracts | 296 | ||
Cash advance to related party | (12,745) | ||
Repayment of related party cash advance | 12,745 | ||
Other cash flows from investing activities | 13 | (6) | 26 |
Net cash (used in) provided by investing activities | (6,167) | 51,972 | (1,431) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Loan borrowings | 115,000 | 21,800 | |
Repayments of bond debt | (106,695) | (1,775) | (12,347) |
Deposits in bond service fund | (1,000) | ||
Proceeds withdrawn from bond service fund | 8,825 | 1,001 | 626 |
Proceeds from sale of stock | 8,372 | ||
Payments of offering costs for sale of stock | (2,823) | ||
Payment of Sonoran acquisition liability | (2,800) | ||
Loan repayments | (21,719) | (10,390) | |
Principal payments under capital lease | (378) | (99) | (105) |
Debt issuance costs paid | (760) | (346) | |
Advances in aid of construction | 346 | 357 | 365 |
Dividends paid | (5,036) | (27,607) | (3,454) |
Share repurchase | (464) | ||
Refunds of advances for construction | (794) | (975) | (747) |
Net cash provided by (used in) financing activities | 13,257 | (51,281) | (5,598) |
INCREASE IN CASH AND CASH EQUIVALENTS | 8,985 | 4,936 | 4,617 |
CASH AND CASH EQUIVALENTS — Beginning of period | 11,513 | 6,577 | 1,960 |
CASH AND CASH EQUIVALENTS – End of period | $ 20,498 | $ 11,513 | $ 6,577 |
Description of Business, Basis
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements | 1. DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, CORPORATE TRANSACTIONS, SIGNIFICANT ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS Description of Business Global Water Resources, Inc. (the “Company” or “GWRI”) is a water resource management company that owns, operates, and manages water, wastewater, and recycled water utilities in strategically located communities, principally in metropolitan Phoenix, Arizona. GWRI seeks to deploy an integrated approach, which the Company refers to as “Total Water Management,” a term used to mean managing the entire water cycle by owning and operating the water, wastewater, and recycled water utilities within the same geographic areas in order to both conserve water and maximize its total economic and social value. GWRI uses Total Water Management to promote sustainable communities in areas where the expectation is for growth to outpace the existing potable water supply. The Company’s model focuses on the broad issues of water supply and scarcity and applies principles of water conservation through water reclamation and reuse. The basic premise is that the world’s water supply is limited and yet can be stretched significantly through effective planning, the use of recycled water, and by providing individuals and communities resources that promote wise water usage practices. GWRI currently owns eight water and wastewater utilities in strategically targeted communities in metropolitan Phoenix. GWRI currently serves more than 50,000 people in approximately 19,000 homes within our 328 square miles of certificated service areas, which are serviced by four wholly-owned regulated operating subsidiaries as of December 31, 2016. Approximately 98.9% of the Company’s active service connections are customers of our Santa Cruz and Palo Verde utilities, which are located within a single service area. GWRI has grown significantly since its formation in 2003, with total revenues increasing from $4.9 million in 2004 to $29.8 million in 2016, and total service connections increasing from 8,113 as of December 31, 2004 to 38,026 as of December 31, 2016, with regionally planned service areas large enough to serve approximately two million service connections. Basis of Presentation and Principles of Consolidation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of GWRI and its subsidiaries. All significant intercompany account balances and transactions have been eliminated in consolidation. The preparation of financial statements in accordance with the rules and regulations of the SEC. The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The U.S. dollar is the Company’s reporting currency and functional currency. As a company with less than $1.0 billion in revenue during our last fiscal year, GWRI qualifies as an “emerging growth company”, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), under the rules and regulations of the SEC. An emerging growth company may take advantage of specified reduced reporting and other requirements that are otherwise applicable generally to public companies. GWRI has elected to take advantage of these provisions for up to five years or such earlier time that the Company is no longer an emerging growth company. The Company has elected to take advantage of some of the reduced disclosure obligations regarding financial statements. Also, as an emerging growth company, the Company can elect to delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. GWRI has chosen to take advantage of this extended accounting transition provision. Certain prior period information has been adjusted to conform to the current year presentation to reflect a 100.68 to 1.00 stock split effectuated on April 28, 2016. All share and per share amounts presented in these financial statements have been retrospectively adjusted to reflect the impact of the stock split. Corporate Transactions Sale of certain MXA and WMA contracts In September 2013, the Company sold its Wastewater Facilities Main Extension Agreements (“MXA”) and Offsite Water Management Agreements (“WMA") for the contemplated Loop 303 service area along with their related rights and obligations to EPCOR Water Arizona Inc. (“EPCOR”) (collectively the “Transfer of Project Agreement”, or “Loop 303 Contracts”). Pursuant to the Transfer of Project Agreement, EPCOR agreed to pay GWRI approximately $4.1 million over a multi-year period. As part of the consideration, GWRI agreed to complete certain engineering work required in the WMAs, which work had been completed prior to January 1, 2015. As the engineering work has been completed, the Company effectively has no further obligations under the WMAs, the MXAs, or the Transfer of Project Agreement. Prior to January 1, 2015, the Company had received $2.8 million of proceeds and recognized income of approximately $3.3 million within other income (expense) in the statement of operations related to the gain on sale of these agreements and the proceeds received prior to January 1, 2015 for engineering work required in the WMAs. The Company received additional proceeds of approximately $296,000 in April 2015 and recognized those amounts as income at that time. Receipt of the remaining $1.0 million of proceeds will be recorded as additional income over time as certain milestones are met between EPCOR and the developers/landowners. Stipulated condemnation of Valencia On March 17, 2015, the Company reached a settlement agreement for a stipulated condemnation to sell the utility operating as Valencia Water Company, Inc. (“Valencia”) to the City of Buckeye (“Buckeye”), which was approved by Buckeye's City Council on March 19, 2015 and by the Maricopa County Superior Court on June 9, 2015. On July 14, 2015, the Company closed the stipulated condemnation of the operations and assets of Valencia with Buckeye. Terms of the condemnation were agreed upon through a settlement agreement in March 2015, pursuant to which Buckeye acquired the operations and assets of Valencia and assumed operations of the utility upon close. Buckeye paid the Company $55.0 million at close, plus an additional $108,000 in working capital adjustments. As a result of the transaction, the Company recorded a gain of $43.0 million before tax liability of $20.2 million during the third quarter of 2015. Buckeye will also pay the Company a growth premium equal to $3,000 for each new water meter installed within Valencia's prior service areas for a 20-year period ending December 31, 2034, subject to a maximum payout of $45.0 million over the term of the agreement. For the year ended December 31, 2016, the Company recognized $1.2 million in other income within the consolidated financial statements related to the growth premium. In consideration of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 205-20-45-1, Presentation of Financial Statements – Discontinued Operations, S ale of Willow Valley Water Company, Inc. On March 23, 2015, the Company reached an agreement to sell the operations and assets of Willow Valley Water Company, Inc. (“Willow Valley”) to EPCOR. EPCOR purchased the operations, assets, and rights used by Willow Valley to operate the utility system for $2.3 million. The transaction was approved by the Arizona Corporation Commission (“ACC”) on March 10, 2016, and the transaction closed on May 9, 2016. Per ASC 360-10-45-9, Impairment and Disposal of Long-Lived Assets, Additionally, as the carrying value of the assets and liabilities of Willow Valley were greater than the agreed upon sales price, a loss of $176,000 was recorded in other expense during the first quarter of 2015, when the assets and liabilities were classified as held for sale, to adjust the carrying value of the assets to the agreed upon fair value less cost to sell. An additional loss of $54,000 was recognized upon close of the sale of Willow Valley in the second quarter of 2016. The assets and liabilities classified as held for sale as of December 31, 2015 were as follows: December 31, 2015 Willow Valley (in thousands) Property, plant and equipment $ 5,223 Less Accumulated Depreciation (2,606 ) Net property, plant and equipment 2,617 Goodwill 223 Total assets $ 2,840 Advances in aid of construction $ 70 Contributions in aid of construction — net 423 Total liabilities $ 493 Merger of GWR Global Water Resources Corp. (“GWRC”) On May 3, 2016, the Company completed the merger of GWRC into GWRI. At the time of the merger, GWRC ceased to exist as a British Columbia corporation and the Company continued as the surviving entity of the merger. See Note 7 – “Transactions with Related Parties”. In conjunction with the merger of GWRC into GWRI, the Company recorded $731,000 in accounts payable and $353,000 in deferred compensation on the books of GWRI that were previously recorded at GWRC. In addition to these liabilities, the Company also recorded an approximate $1.4 million tax liability associated with the transfer of GWRC from Canada to the United States. A corresponding reduction in paid-in capital was recorded with the merging of these liabilities into GWRI. Initial Public Offering On April 27, 2016, the SEC declared effective the registration statement relating to the public offering of our common stock. On May 3, 2016, the Company completed the initial public offering of 1,164,800 shares of common stock at $6.25 per share for gross proceeds of approximately $7.3 million (the “U.S. IPO”). The Company granted the underwriter the option to purchase up to an additional 174,720 shares of common stock at the same price, which was exercised by the underwriter on May 11, 2016, for additional gross proceeds of $1.1 million. Our shares of common stock are listed on the NASDAQ Global Market and the Toronto Stock Exchange under the symbols “GWRS” and “GWR”, respectively. Share Retirement In December 2016 the Company retired all outstanding treasury shares obtained as part of the merger of GWRC into the Company. Sonoran Acquisition Liability On March 17, 2016, the Company entered into an agreement with Sonoran Utility Services, LLC (“Sonoran”) to amend certain provisions of the purchase and sale agreement related to the acquisition of Sonoran’s assets on June 15, 2005. The amended agreement allowed the Company to reduce its $3.8 million acquisition liability due to Sonoran by approximately $1.0 million to $2.8 million, if the Company settled the amount due within ten days of the closing of the Note Purchase Agreement. The Note Purchase Agreement closed on June 24, 2016 and the Sonoran liability was subsequently settled in June 2016. Upon settlement of the Sonoran acquisition liability, the Company recorded a gain of $954,000 in other income for the year ended December 31, 2016. Private Letter Ruling On June 2, 2016, the Company received a Private Letter Ruling from the Internal Revenue Service that, for purposes of deferring the approximately $19.4 million gain realized from the condemnation of the operations and assets of Valencia, determined that the assets converted upon the condemnation of such assets could be replaced through certain reclamation facility improvements contemplated by the Company under Internal Revenue Code §1033 Pursuant to Internal Revenue Code §1033, the Company may defer the gain on condemnation through the end of the year 2017. As such, defer the gain on the condemnation of the operations and assets of Valencia, the Company may also acquire other like-kind property such as water and wastewater utilities under §1033 to similarly defer the gain. The acquisition of like-kind property is allowable for the three years subsequent to the year in which the gain was realized, with the ability to apply to the IRS for one-year extensions. Significant Accounting Policies Regulation Our regulated utilities and certain other balances are subject to regulation by the ACC and are therefore subject to Accounting Standards Codification Topic 980, Regulated Operations Property, plant, and equipment Property, plant, and equipment is stated at cost less accumulated depreciation provided on a straight-line basis (See Note 3 – “Property, Plant, and Equipment”). Depreciation rates for asset classes of utility property, plant, and equipment are established by the ACC. The cost of additions, including betterments and replacements of units of utility fixed assets are charged to utility property, plant, and equipment. When units of utility property are replaced, renewed, or retired, their cost plus removal or disposal costs, less salvage proceeds, is charged to accumulated depreciation. For non-utility property, plant, and equipment, depreciation is calculated by the straight-line method over the estimated useful lives of depreciable assets. Cost and accumulated depreciation for non-utility property, plant, and equipment retired or disposed of are removed from the accounts and any resulting gain or loss is included in earnings. In addition to third party costs, direct personnel costs and indirect construction overhead costs may be capitalized. Interest incurred during the construction period is also capitalized as a component of the cost of the constructed assets, which represents the cost of debt associated with construction activity. Expenditures for maintenance and repairs are charged to expense. Revenue Recognition—Water Services Water services revenues are recorded when service is rendered or water is delivered to customers. However, in addition to the monthly basic service charge, the determination and billing of water sales to individual customers is based on the reading of their meters, which occurs on a systematic basis throughout the month. At the end of each reporting period, amounts of water delivered to customers since the date of the last meter reading are estimated and the corresponding unbilled revenue is recorded as accrued revenue. Water connection fees are the fees associated with the application process to set up a customer to receive utility service on an existing water meter. These fees are approved by the ACC through the regulatory process and are set based on the costs incurred to establish services including the application process, billing setup, initial meter reading, and service transfer. Because the amounts charged for water connection fees are set by our regulator and not negotiated in conjunction with the pricing of ongoing water service, the connection fees represent the culmination of a separate earnings process and are recognized when the service is provided. For the years ended December 31, 2016, December 31, 2015, and December 31, 2014, the Company recognized $236,000, $276,000, and $366,000 in connection fees, respectively. Meter installation fees are the fees charged to developers or builders associated with installing new water meters. Certain fees for meters are regulated by the ACC, and are refundable to the end customer over a period of time. Refundable meter installation fees are recorded as a liability upon receipt. Other certain meter fees are negotiated directly with developers or builders and are not subject to ACC regulation and represent the culmination of a separate earnings process. These fees are recognized as revenue when the service is rendered, or when a water meter is installed. Revenue Recognition—Wastewater and Recycled Water Services Wastewater service revenues are generally recognized when service is rendered. Wastewater services are billed at a fixed monthly amount per connection, and recycled water services are billed monthly based on volumetric fees. Revenue Recognition—Unregulated Revenues Unregulated Revenues represent those revenues that are not subject to the ratemaking process of the ACC. Unregulated revenues are limited to rental revenue and imputed revenues resulting from certain infrastructure coordination and financing agreement arrangements. Allowance for Doubtful Accounts Provisions are made for doubtful accounts due to the inherent uncertainty around the collectability of accounts receivable. The allowance for doubtful accounts is recorded as bad debt expense, and is classified as general and administrative expense. The allowance for doubtful accounts is determined considering the age of the receivable balance, type of customer (e.g., residential or commercial), payment history, as well as specific identification of any known or expected collectability issues (see Note 4 – “Accounts Receivable”). Infrastructure coordination and financing fees Infrastructure coordination and financing agreements (“ICFAs”) are agreements with developers and homebuilders whereby GWRI, which owns the operating utilities, provides services to plan, coordinate, and finance the water and wastewater infrastructure that would otherwise be required to be performed or subcontracted by the developer or homebuilder. Services provided within these agreements include coordination of construction services for water and wastewater treatment facilities as well as financing, arranging, and coordinating the provision of utility services. ICFA revenue is recognized when the following conditions are met: • the fee is fixed and determinable; • the cash received is nonrefundable; • capacity currently exists to serve the specific lots; and • there are no additional significant performance obligations. As these arrangements are with developers and not with the end water or wastewater customer, revenue recognition coincides with the completion of our performance obligations under the agreement with the developer and our ability to provide fitted capacity for water and wastewater service. Payments received under the agreements are recorded as deferred revenue until the point at which all of the conditions described above are met. Historically ICFAs have been accounted for as revenue pursuant to the obligations being met as outlined above, or as contributions in aid of construction (“CIAC”) when funds were received. Pursuant to Rate Decision No. 74364, as funding is received 70% of ICFAs are now recorded as a hook-up fee (“HUF”) liability until the HUF liability is fully funded, with the remaining amount recorded as revenue once all components of revenue recognition are met (See Note 2 – “Regulatory Decision and Related Accounting and Policy Changes”). Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments in debt instruments with an original maturity of three months or less. Restricted Cash Restricted cash represents cash deposited as a debt service reserve for certain loans and bonds. The following table summarizes the restricted cash balance as of December 31, 2016 and December 31, 2015 (in thousands): December 31, 2016 December 31, 2015 Bond reserve $ — $ 8,824 HUF funds 10 38 Certificate of deposits 218 180 $ 228 $ 9,042 Income Taxes The Company utilizes the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company’s valuation allowance totaled $8,500 as of December 31, 2016 and December 31, 2015 (see Note 10 – “Income Taxes”). We evaluate uncertain tax positions using a two-step approach. Recognition (step one) occurs when we conclude that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that more-likely-than-not will be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when we subsequently determine that a tax position no longer meets the more-likely-than-not threshold of being sustained. The use of a valuation allowance as a substitute for derecognition of tax positions is prohibited, and to the extent that uncertain tax positions exist, we provide expanded disclosures. Basic and Diluted Earnings per Common Share As of December 31, 2016, the Company had 368,395 options outstanding to acquire an equivalent number of shares of GWRI common stock. As of December 31, 2016, all options were in the money, and had common share equivalents of 19,467, which were not included within the calculation of diluted earnings per share as to do so would be antidilutive in periods of net loss. As of December 31, 2015 and December 31, 2014, the Company had 43,395 options outstanding, which options were out of the money in each respective period, and therefore the Company did not have any common share equivalents to be considered for purposes of calculating earnings per share. See Note 11 – “Deferred Compensation Awards”. The changes in weighted average common shares for the year ended December 31, 2015 relate to a share repurchase program initiated in May 2015 and completed in December 2015. Intangible Assets Intangible assets not subject to amortization consist of certain permits expected to be renewable indefinitely, water rights and certain service areas acquired in transactions which did not meet the definition of business combinations for accounting purposes, and are considered to have indefinite lives. Intangible assets with indefinite lives are not amortized but are tested for impairment annually, or more often if certain circumstances indicate a possible impairment may exist. Amortized intangible assets consist primarily of acquired ICFA contract rights. Pursuant to Rate Decision No. 71878 issued by the ACC on September 15, 2010 for the February 2009 filed rate cases for Santa Cruz, Palo Verde, Valencia, Greater Buckeye, Greater Tonopah, and Willow Valley (the “2010 Regulatory Rate Decision”), ICFA funds received were accounted for as CIAC. The Company established a regulatory liability against the Company’s intangible assets balance to offset the value of the intangible assets related to the expected receipt of ICFA fees in the future. As of January 1, 2014 the Company had a regulatory liability balance of $11.4 million. However, in 2014, in conjunction with Rate Decision No. 74364, the ACC determined that ICFA funds were no longer to be recorded as CIAC, but rather 70% of funds received should be recorded as HUF until the HUF liability is fully funded, with the remaining amount to be deferred and recognized according to the Company’s ICFA revenue recognition policy (see ‘Note 2 – Regulatory Decision and Related Accounting and Policy Changes”). Accordingly, in 2014 30%, or $3.4 million, of the regulatory liability was reversed in connection with the recognition of the rate decision. Debt Issuance Costs In connection with the issuance of some of our long-term debt, we have incurred legal and other costs that we believe are directly attributable to realizing the proceeds of the debt issued. These costs are netted against long-term debt and amortized as interest expense using the effective interest method over the term of the respective debt. Amortization of debt issuance costs and discounts totaled $2.6 million for the year ended December 31, 2016, of which $2.2 million was for the write off of debt issuance costs and $428,000 was for the amortization for the year ended December 31, 2016. Amortization of debt issuance costs and discounts totaled $486,000 for the year ended December 31, 2015, of which $282,000 was for the write off of debt issuance costs related to the MidFirst loan which was retired in July 2015, and $204,000 was for the amortization for the year ended December 31, 2015. Amortization of debt issuance costs and discounts totaled $1.0 million for the year ended December 31, 2014, of which $696,000 was for the write off of debt issuance costs and $327,000 was for the amortization for the year ended December 31, 2014. The 2014 write off of debt issuance costs was related to the Series 2012A and 2012B bonds and the Regions Term loan, which were retired in 2014. Impairment of Long-Lived Assets Management evaluates the carrying value of long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If an indicator of possible impairment exists, an undiscounted cash flow analysis would be prepared to determine whether there is an actual impairment. Measurement of the impairment loss is based on the fair value of the asset. Generally, fair value will be determined using appraisals or valuation techniques such as the present value of expected future cash flows. Advances and Contributions in Aid of Construction The Company has various agreements with developers and builders, whereby funds, water line extensions, or wastewater line extensions are provided to us by the developers and are considered refundable advances for construction. These advances in aid of construction (“AIAC”) are non-interest-bearing and are subject to refund to the developers through annual payments that are computed as a percentage of the total annual gross revenue earned from customers connected to utility services constructed under the agreement over a specified period. Upon the expiration of the agreements’ refunding period, the remaining balance of the advance becomes nonrefundable and at that time is considered CIAC. CIAC are amortized as a reduction of depreciation expense over the estimated remaining life of the related utility plant. For rate-making purposes, utility plant funded by advances or contributions in aid of construction are excluded from rate base. AIAC balances of $311,000 and zero were transferred to CIAC for the years ended December 31, 2016 and 2015, respectively. Fair Value of Financial Instruments The carrying values of cash equivalents, trade receivables, and accounts payable approximate fair value due to the short-term maturities of these instruments. See Note 9 – “Debt” for information as to the fair value of our long-term debt. Our refundable AIAC have a carrying value of $62.0 million and $61.5 million as of December 31, 2016 and December 31, 2015, respectively. Portions of these non-interest-bearing instruments are payable annually through 2032 and amounts not paid by the contract expiration dates become nonrefundable. Their relative fair values cannot be accurately estimated because future refund payments depend on several variables, including new customer connections, customer consumption levels, and future rate increases. However, the fair value of these amounts would be less than their carrying value due to the non-interest-bearing feature. Asset Retirement Obligations Liabilities for asset retirement obligations are typically recorded at fair value in the period in which they are incurred. When the liability is initially recorded, the entity capitalizes a cost by increasing the carrying amount of the related long-lived asset. Over time, the liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. Upon settlement of the liability, an entity either settles the obligation for its recorded amount or incurs a gain or loss upon settlement. Our legal obligations for retirement reflect principally the retirement of wastewater treatment facilities, which are required to be closed in accordance with the Clean Closure Requirements of the Arizona Department of Environmental Quality (ADEQ). The Clean Closure Requirements of ADEQ for wastewater facilities are driven by a need to protect the environment from inadvertent contamination associated with the decommissioning of these systems. As such, our regulated subsidiaries incur asset retirement obligations. As of December 31, 2016 and December 31, 2015, the Company held $218,000 and $180,000 in certificates of deposit, respectively, or letters of credit to benefit ADEQ for such anticipated closure costs. Water systems, unlike wastewater systems, do not require Aquifer Protection Permits or the associated Clean Closure Requirement obligation. Amounts recorded for asset retirement obligations are subject to various assumptions and determinations, such as determining whether a legal obligation exists to remove assets; estimating the fair value of the costs of removal; estimating when final removal will occur; and determining the credit-adjusted, risk-free interest rates to be utilized on discounting future liabilities. Changes that may arise over time with regard to these assumptions will change amounts recorded in the future. Estimating the fair value of the costs of removal were determined based on third-party costs. Segments Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing operating performance. In consideration of ASC 280— Segment Reporting While the Company reports its revenue, disaggregated by service type, on the face of its Statements of Operations, the Company does not manage the business based on any performance measure at the individual revenue stream level. The Company does not have any customers that contribute more than 10% to the Company’s revenues or revenue streams. Additionally we note that the CODM uses consolidated financial information to evaluate the Company’s performance, which is the same basis on which he communicates the Company’s results and performance to the Board of Directors. It is upon this consolidated basis from which he bases all significant decisions regarding the allocation of the Company’s resources on a consolidated level. Based on the information described above and in accordance with the applicable literature, management has concluded that the Company is currently organized and operated as one operating and reportable segment. Change in Accounting Principle The Company historically accounted for stock appreciation rights (“SARs”) as liability compensatory awards under ASC 710, Compensation – General Compensation – Stock Compensation , Accounting Changes and Error Corrections Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) This guidance will be effective for public companies for annual periods, and interim periods within those annual periods, beginning after December 15, 2018, with early adoption permitted. For all other entities, the guidance is effective for annual periods beginning after December 31, 2019, and interim periods within fiscal years beginning after December 15, 2020. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740) Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-17, Consolidated (Topic 810): Interests Held through Related Parties That Are under Common Control |
Regulatory Decision and Related
Regulatory Decision and Related Accounting and Policy Changes | 12 Months Ended |
Dec. 31, 2016 | |
Regulated Operations [Abstract] | |
Regulatory Decision and Related Accounting and Policy Changes | 2 . REGULATORY DECISION AND RELATED ACCOUNTING AND POLICY CHANGES Our regulated utilities and certain other balances are subject to regulation by the ACC and meet the requirements for regulatory accounting found within ASC Topic 980, Regulated Operations In accordance with ASC Topic 980, rates charged to utility customers are intended to recover the costs of the provision of service plus a reasonable return in the same period. Changes to the rates are made through formal rate applications with the ACC, which we have done for all of our operating utilities and which are described below. On July 9, 2012, we filed formal rate applications with the ACC to adjust the revenue requirements for seven utilities representing a collective rate increase of approximately 28% over 2011 revenue levels. In August 2013, the Company entered into a settlement agreement with ACC Staff, the Residential Utility Consumers Office, the City of Maricopa, and other parties to the rate case. The settlement required approval by the ACC’s Commissioners before it could take effect. In February 2014, the rate case proceedings were completed and the ACC issued Rate Decision No. 74364, effectively approving the settlement agreement. The rulings of the decision include, but are not limited to, the following: • For the Company’s utilities, adjusting for the condemnation of the operations and assets of Valencia and sale of Willow Valley, a collective revenue requirement increase of $3.6 million based on 2011 test year service connections, phased-in over time, with the first increase in January 2015 as follows (in thousands): Incremental Cumulative 2015 $ 1,083 $ 1,083 2016 887 1,970 2017 335 2,305 2018 335 2,640 2019 335 2,975 2020 335 3,310 2021 335 3,645 Whereas this phase-in of additional revenues was determined using a 2011 test year, to the extent that the number of active service connections increases from 2011 levels, the additional revenues may be greater than the amounts set forth above. On the other hand, if active connections decrease or we experience declining usage per customer, we may not realize all of the anticipated revenues. • Full reversal of the imputation of CIAC balances associated with funds previously received under ICFAs, as required in the Company’s last rate case. The reversal restored rate base or future rate base and had a significant impact of restoring shareholder equity on the balance sheet. • The Company has agreed to not enter into any new ICFAs. Existing ICFAs will remain in place, but a portion of future payments to be received under the ICFAs will be considered as hook-up fees, which are accounted for as CIAC once expended on plant. • A 9.5% return on common equity was adopted. • None of the Company’s utilities will file another rate application before May 31, 2016. GWRI’s subsidiaries, Global Water - Santa Cruz Water Company (“Santa Cruz”) and Global Water - Palo Verde Utilities Company (“Palo Verde”), may not file for another rate increase before May 31, 2017. The following provides additional discussion on accounting and policy changes resulting from Rate Decision No. 74364. Infrastructure Coordination and Financing Agreements ICFAs are agreements with developers and homebuilders whereby GWRI, the indirect parent of the operating utilities, provides services to plan, coordinate, and finance the water and wastewater infrastructure that would otherwise be required to be performed or subcontracted by the developer or homebuilder. Under the ICFAs, GWRI has a contractual obligation to ensure physical capacity exists through its regulated utilities for water and wastewater to the landowner/developer when needed. This obligation persists regardless of connection growth. Fees for these services are typically a negotiated amount per equivalent dwelling unit for the specified development or portion of land. Payments are generally due in installments, with a portion due upon signing of the agreement, a portion due upon completion of certain milestones, and the final payment due upon final plat approval or sale of the subdivision. The payments are non-refundable. The agreements are generally recorded against the land and must be assumed in the event of a sale or transfer of the land. The regional planning and coordination of the infrastructure in the various service areas has been an important part of GWRI’s business model. Prior to January 1, 2010, GWRI accounted for funds received under ICFAs as revenue once the obligations specified in the ICFA were met. As these arrangements are with developers and not with the end water or wastewater customer, the timing of revenue recognition coincided with the completion of GWRI’s performance obligations under the agreement with the developer and with GWRI’s ability to provide fitted capacity for water and wastewater service through its regulated subsidiaries. The 2010 Regulatory Rate Decision No. 71878 established new rates for the recovery of reasonable costs incurred by the utilities and a return on invested capital. In determining the new annual revenue requirement, the ACC imputed a reduction to rate base for all amounts related to ICFA funds collected by the Company that the ACC deemed to be CIAC for rate making purposes. As a result of the decision by the ACC, GWRI changed its accounting policy for the accounting of ICFA funds. Effective January 1, 2010, GWRI recorded ICFA funds received as CIAC. Thereafter, the ICFA-related CIAC was amortized as a reduction of depreciation expense over the estimated depreciable life of the utility plant at the related utilities. With the issuance of Rate Decision No. 74364, in February 2014, the ACC again changed how ICFA funds would be characterized and accounted for going forward. Most notably, the ACC changed the rate treatment of ICFA funds, and ICFA funds already received would no longer be deemed CIAC for rate making purposes. In conjunction with Rate Decision No. 74364, we eliminated the CIAC liability and reversed the associated regulatory liability brought about by the 2010 ruling. ICFA funds already received or which had become due prior to the date of Rate Decision No. 74364 were accounted for in accordance with the Company’s ICFA revenue recognition policy that had been in place prior to the 2010 Regulatory Rate Decision, wherein the funds received are recognized as revenue once the obligations specified in the ICFA were met. Rate Decision No. 74364 prescribes that of the ICFA funds which come due and are paid subsequent to December 31, 2013, 70% of the ICFA funds will be recorded in the associated utility subsidiary as a hook-up fee (“HUF”) liability, with the remaining 30% to be recorded as deferred revenue, which the Company accounts for in accordance with the Company's ICFA revenue recognition policy. A HUF tariff, specifying the dollar value of a HUF for each utility, was approved by the ACC as part of Rate Decision No. 74364. The Company is responsible for assuring the full HUF value is paid from ICFA proceeds, and recorded in its full amount, even if it results in recording less than 30% of the ICFA fee as deferred revenue. The Company will account for the portion allocated to the HUF as a CIAC contribution. However, in accordance with the ACC directives the CIAC is not deducted from rate base until the HUF funds are expended for utility plant. Such funds will be segregated in a separate bank account and used for plant. A HUF liability will be established and will be amortized as a reduction of depreciation expense over the useful life of the related plant once the HUF funds are utilized for the construction of plant. For facilities required under a HUF or ICFA, the utilities must first use the HUF moneys received, after which, it may use debt or equity financing for the remainder of construction. The Company will record 30% of funding received, up until the HUF liability is fully funded, as deferred revenue, which is to be recognized as revenue once the obligations specified within the ICFA are met. As of December 31, 2016 and December 31, 2015, ICFA deferred revenue recorded on the consolidated balance sheet totaled $19.7 million, which represents deferred revenue recorded for ICFA funds received on contracts that had become due prior to Rate Decision No. 74364. For ICFA contracts coming due after December 31, 2013, as funding is received 30% will be added to this balance with the remaining 70% recorded to a HUF liability, until the HUF liability is fully funded, at which time any funding greater than the HUF liability will be recorded as deferred revenue. Regulatory asset Under ASC Topic 980, rate regulated entities defer costs and credits on the balance sheet as regulatory assets and liabilities when it is probable that these costs and credits will be recognized in the rate making process in a period different from the period in which they would have been reflected in income by an unregulated company. Certain costs associated with our rate cases have been deferred on our balance sheet as regulatory assets as approved by the ACC. At December 31, 2016 and December 31, 2015, the Company had one regulatory asset in the amount of $110,000 and $227,000, respectively, related to costs incurred in connection with our most recent rate case. This amount began to amortize in January 2015, and will amortize over a three-year period. Intangible assets / Regulatory liability The Company previously recorded certain intangible assets related to ICFA contracts obtained in connection with our Santa Cruz, Palo Verde, and Sonoran acquisitions. The intangible assets represented the benefits to be received over time by virtue of having those contracts. Prior to January 1, 2010, the ICFA-related intangibles were amortized when ICFA funds were recognized as revenue. Effective January 1, 2010, in connection with the 2010 Regulatory Rate Decision, these assets became fully offset by a regulatory liability of $11.2 million since the imputation of ICFA funds as CIAC effectively resulted in the Company not being able to benefit (through rates) from the acquired ICFA contracts. Effective January 1, 2010, the gross ICFAs intangibles began to be amortized when cash was received in proportion to the amount of total cash expected to be received under the underlying agreements. However, such amortization expense was offset by a corresponding reduction of the regulatory liability in the same amount. As a result of Rate Decision No. 74364, the Company changed its policy around the ICFA related intangible assets. As discussed above, pursuant to Rate Decision No. 74364, approximately 70% of ICFA funds to be received in the future will be recorded as a HUF, until the HUF is fully funded, at the Company’s applicable utility subsidiary. The remaining approximate 30% of future ICFA funds will be recorded at the parent company level and will be subject to the Company’s ICFA revenue recognition accounting policy. As the Company now expects to experience an economic benefit from the approximately 30% portion of future ICFA funds, 30% of the regulatory liability, or $3.4 million, was reversed in 2014. The remaining 70% of the regulatory liability, or $7.9 million, will continue to be recorded on the balance sheet. At December 31, 2016 and December 31, 2015, this was the Company's sole regulatory liability. Subsequent to Rate Decision No. 74364, the intangible assets will continue to amortize when the corresponding ICFA funds are received in proportion to the amount of total cash expected to be received under the underlying agreements. The recognition of amortization expense will be partially offset by a corresponding reduction of the regulatory liability. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment | 3. PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment at December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Average Depreciation Life (in years) Mains/lines/sewers $ 115,790 $ 113,318 47 Plant 67,744 64,983 25 Equipment 29,100 27,961 10 Meters 4,637 4,253 12 Furniture, fixture and leasehold improvements 383 386 8 Computer and office equipment 1,056 1,022 5 Software 240 177 3 Land and land rights 764 752 Other 226 148 Construction work-in-process 53,426 45,244 Total property, plant and equipment 273,366 258,244 Less accumulated depreciation (72,877 ) (64,092 ) Net property, plant and equipment $ 200,489 $ 194,152 |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Accounts Receivable | 4 . ACCOUNTS RECEIVABLE Accounts receivable as of December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Billed receivables $ 1,547 $ 1,326 Less allowance for doubtful accounts (76 ) (194 ) Accounts receivable - net $ 1,471 $ 1,132 The following table summarizes the allowance for doubtful accounts activity as of and for the years ended December 31, 2016, December 31, 2015 and December 31, 2014 (in thousands). Balance at Beginning of Period Additions Charged to Expense Charged to Other Accounts Write-offs Balance at End of Period Allowance for doubtful accounts: Year Ended December 31, 2016 $ (194 ) $ (52 ) $ - $ 170 $ (76 ) Year Ended December 31, 2015 $ (158 ) $ (36 ) $ (12 ) $ 12 $ (194 ) Year Ended December 31, 2014 $ (102 ) $ (92 ) $ (21 ) $ 57 $ (158 ) |
Equity Method Investment and Co
Equity Method Investment and Convertible Note | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments And Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENT AND CONVERTIBLE NOTE | 5 . EQUITY METHOD INVESTMENT AND CONVERTIBLE NOTE On June 5, 2013, the Company sold Global Water Management, LLC (“GWM”) to an investor group led by a private equity firm that specializes in the water industry. GWM was a wholly-owned subsidiary of GWRI that owned and operated the FATHOM™ business. In connection with the sale of GWM, the Company made an investment in the FATHOM™ Partnership (“FATHOM™”). This limited partnership investment is accounted for under the equity method due to the investment being considered more than minor. The original investment in FATHOM™ consisted of an investment of $750,000 in the Series A preferred units and $98,000 of common units. Additionally, the Company invested $750,000 in a 10% convertible promissory note of GWM with an original maturity of December 31, 2014. We accounted for this investment in accordance with relevant accounting guidance for debt and equity securities which requires the fair value measurement of the investment pursuant to ASC Topic 820, Fair Value Measurement In November 2014, FATHOM™ experienced a qualified financing event (qualified financing was defined as an equity financing by FATHOM™ in which FATHOM™ sells its units for at least $1.75 per unit and the aggregate proceeds from such financing was at least $15 million, exclusive of convertible note amounts converted). At the time of the qualified financing, the convertible promissory note was converted into Series B Preferred Units, and accounted for under the equity method. The Company's resulting ownership of common and preferred units represented an approximate 8.0% ownership (on a fully diluted basis). In conjunction with the qualified financing, our equity interest in the Series A and Series B preferred shares was adjusted in accordance with ASC 323, Investment-Equity Method & Joint Ventures, We evaluate our investment in FATHOM™ for impairment whenever events or changes in circumstances indicate that the carrying value of our investment may have experienced an “other-than-temporary” decline in value. Since the sale of GWM, the losses incurred on the investment were greater than anticipated; however, based upon our evaluation of various relevant factors, including the 2014 equity event and the ability of FATHOM™ to achieve and sustain an earnings capacity that would justify the carrying amount of our investment, we do not believe the investment to be impaired as of December 31, 2016. We have evaluated whether GWM qualifies as a variable interest entity (“VIE”) pursuant to the accounting guidance of ASC 810, Consolidations |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6 . INTANGIBLE ASSETS Intangible assets as of December 31, 2016 and December 31, 2015 consisted of the following (in thousands): December 31, 2016 December 31, 2015 Gross Accumulated Net Gross Accumulated Net Amount Amortization Amount Amount Amortization Amount INDEFINITE LIVED INTANGIBLE ASSETS: CP Water Certificate of Convenience & Necessity service area $ 1,532 $ — $ 1,532 $ 1,532 $ — $ 1,532 Intangible trademark 13 — 13 13 — 13 1,545 — 1,545 1,545 — 1,545 AMORTIZED INTANGIBLE ASSETS: Acquired ICFAs 17,978 (12,154 ) 5,824 17,978 (12,154 ) 5,824 Sonoran contract rights 7,406 (2,003 ) 5,403 7,406 (2,003 ) 5,403 25,384 (14,157 ) 11,227 25,384 (14,157 ) 11,227 Total intangible assets $ 26,929 $ (14,157 ) $ 12,772 $ 26,929 $ (14,157 ) $ 12,772 Acquired ICFAs and Sonoran contract rights are amortized when cash is received in proportion to the amount of total cash expected to be received under the underlying agreements. Due to the uncertainty of the timing of when cash will be received under ICFA agreements and contract rights, we cannot reliably estimate when the remaining intangible assets' amortization will be recorded. No amortization was recorded for these balances for the years ended December 31, 2016, 2015, and 2014. The carrying value of goodwill was zero as of December 31, 2016 and December 31, 2015. During the year ended December 31, 2015, the remaining $12.7 million of goodwill associated with Valencia was written off as a result of the condemnation of Valencia. In addition, an impairment of $176,000 was recorded against the goodwill associated with Willow Valley during the year ended December 31, 2015. |
Transactions With Related Parti
Transactions With Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions With Related Parties | 7 . TRANSACTIONS WITH RELATED PARTIES On January 19, 2016, GWRC announced that it agreed to pursue a reorganization transaction with the Company that resulted in GWRC merging with and into the Company (the “Reorganization Transaction”). GWRC was organized in 2010 to acquire shares of the Company, and held an approximate 47.8% interest in the Company prior to the merger. The Reorganization Transaction closed on May 3, 2016. As a result of the Reorganization Transaction, GWRC ceased to exist as a British Columbia corporation and the Company, governed by the corporate laws of the State of Delaware, is the surviving entity. GWRC was not part of the consolidated Company prior to the completion of the Reorganization Transaction. GWRC had no employees. GWRI provided for the ongoing management and general administration of GWRC’s business affairs pursuant to a management agreement between GWRC and GWRI to provide such services. Accordingly, GWRC was economically dependent on the Company. Services provided by the Company under the management agreement were provided at no charge to GWRC, and were not monetarily significant. However, GWRC incurred certain costs not covered by the management agreement. These included GWRC’s accounting fees, legal fees, listing fees, and other costs directly associated with its former status as a publicly traded company. Whereas GWRC did not expect to generate cash flows from operating activities, the operating costs incurred by GWRC and other cash requirements were paid by the Company. Amounts paid by the Company on GWRC’s behalf during the years ended December 31, 2016, 2015, and 2014 totaled $650,000, $1.4 million, and $505,000, respectively. The Company accounted for such payments as equity distributions to GWRC. In conjunction with the merger of GWRC into GWRI, the Company recorded $731,000 in accounts payable and $353,000 in deferred compensation on the books of GWRI that were previously recorded at GWRC. In addition to these liabilities, the Company also recorded an approximate $1.4 million tax liability associated with the transfer of GWRC from Canada to the United States. A corresponding reduction in additional paid in capital was recorded with the merging of these liabilities into GWRI. As of December 31, 2016, $178,000 is the remaining outstanding tax liability associated with the transfer of GWRC from Canada to the United States. For the year ended December 31, 2016, no cash advance was provided to GWRC. For the year ended December 31, 2015, the Company provided cash advances of approximately $12.7 million to satisfy GWRC's short term cash obligations. The amount advanced was utilized to fund GWRC's monthly dividend, special one-time dividend paid in August 2015, and other cash requirements, as needed. The related party balance was reduced upon dividend declaration, when the amount declared is presented as a reduction in the Company’s equity. As of the closing of the Reorganization Transaction and December 31, 2015, the balance of the advance was zero. We provide medical benefits to our employees through our participation in a pooled plan sponsored by an affiliate of a shareholder and director of the Company. Medical claims paid to the plan were approximately $533,000, $493,000, and $532,000 for the years ended December 31, 2016, 2015, and 2014, respectively. GWM has historically provided billing, customer service, and other support services for the Company’s regulated utilities. Amounts collected by GWM from the Company’s customers that GWM has not yet remitted to the Company are included within the “Due from affiliates” caption on the Company’s consolidated balance sheet. As of December 31, 2016 and December 31, 2015, the unremitted balance totaled $333,000 and $306,000, respectively. Notwithstanding the sale of GWM on June 5, 2013, FATHOM™ continues to provide these services to the Company’s regulated utilities under a long-term service agreement. Based on current service connections, we estimate that fees to be paid to GWM for FATHOM™ services will be $6.24 per water account/month, which is an annual rate of approximately $1.4 million. For the years ended December 31, 2016, 2015, and 2014, the Company incurred FATHOM™ service fees of approximately $1.9 million, $2.2 million, and $2.4 million, respectively. Pursuant to the purchase agreement for the sale of GWM, the Company is entitled to quarterly royalty payments based on a percentage of certain of GWM’s recurring revenues for a 10-year period, up to a maximum of $15.0 million. In addition, the Company entered into a services agreement with GWM whereby the Company has agreed to use the FATHOM™ platform for all of its regulated utility services for an initial term of 10 years. The services agreement was amended on November 17, 2016, which extended the term of the contract through December 31, 2026. As part of the amended agreement, the Company reduced the monthly rate per connection from $7.79 per water account/month to $6.24 per water account/month. Additionally, the scope of services was expanded to include a meter replacement program, wherein the Company intends to replace a majority of its meter infrastructure within the upcoming year. The services agreement is automatically renewable for successive 10-year periods, unless notice of termination is given prior to any renewal period. The services agreement may be terminated by either party for default only and the termination of the services agreement will also result in the termination of the royalty payments payable to the Company. The Company made the election to record these quarterly royalty payments prospectively in income as the amounts are earned. Royalties recorded within other income totaled approximately $355,000, $326,000, and $272,000 for the years ended December 31, 2016, 2015, and 2014, respectively. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities Current [Abstract] | |
Accrued Expenses | 8 . ACCRUED EXPENSES Accrued expenses at December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Deferred compensation $ 1,920 $ 598 Meter replacement - related party 1,255 — Property taxes 910 958 Interest 483 877 Dividend payable 458 452 Tax obligation related to GWRC merger 178 — Other accrued liabilities 2,398 2,252 Total accrued liabilities $ 7,602 $ 5,137 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 9 . DEBT The outstanding balances and maturity dates for short-term (including the current portion of long-term debt) and long-term debt as of December 31, 2016 and December 31, 2015 are as follows (in thousands): December 31, 2016 December 31, 2015 Short-term Long-term Short-term Long-term BONDS AND NOTES PAYABLE - 4.380% Series A 2016, maturing June 2028 $ — $ 28,750 $ — $ — 4.580% Series B 2016, maturing June 2036 — 86,250 — — 5.450% Series 2006, maturing December 1, 2017 — — 1,000 1,040 5.600% Series 2006, maturing December 1, 2022 — — — 6,215 5.750% Series 2006, maturing December 1, 2032 — — — 23,370 6.550% Series 2007, maturing December 1, 2037 - net of unamortized discount of $338 — — 700 50,177 6.375% Series 2008, maturing December 1, 2018 — — 185 435 7.500% Series 2008, maturing December 1, 2038 — — — 23,235 — 115,000 1,885 104,472 OTHER Capital lease obligations 25 54 109 178 Debt issuance costs — (737 ) — (2,233 ) Total debt $ 25 $ 114,317 $ 1,994 $ 102,417 2016 Senior Secured Notes On June 24, 2016, the Company closed the Note Purchase Agreement entered into on May 20, 2016, and issued two series of senior secured notes with an aggregate total principal balance of $115.0 million at a blended interest rate of 4.55%. Series A carries a principal balance of $28.8 million and bears an interest rate of 4.38% over a twelve year term, with the principal payment due on June 15, 2028. Series B carries a principal balance of $86.3 million and bears an interest rate of 4.58% over a 20-year term. Series B is interest only for the first five years, with $1.9 million principal payments paid semiannually thereafter. The proceeds of the senior secured notes were primarily used to refinance the existing long-term tax exempt bonds, which were subject to an early redemption option at 103%, plus accrued interest, as a result of the U.S. IPO. As part of the refinancing of the long-term debt, the Company paid a prepayment penalty of $3.2 million and wrote off the remaining $2.2 million in capitalized loan fees related to the tax exempt bonds, which were recorded as additional interest expense for the year ended December 31, 2016. The senior secured notes are collateralized by a security interest in the Company’s equity interest in its subsidiaries, including all payments representing profits and qualifying distributions. The senior secured notes require the Company maintain a debt service coverage ratio of consolidated EBITDA to consolidated debt service of at least 1.10 to 1.00. Consolidated EBITDA is calculated as net income plus depreciation, taxes, interest and other non-cash charges net of non-cash income. Consolidated debt service is calculated as interest expense, principal payments, and dividend or stock repurchases. The senior secured notes also contain a provision limiting the payment of dividends if the Company falls below a debt service ratio of 1.25. However, for the quarter ending June 30, 2021 through the quarter ending March 31, 2024, the ratio drops to 1.20. As of December 31, 2016, the Company was in compliance with its financial debt covenants. Tax Exempt Bonds We issued tax-exempt bonds through The Industrial Development Authority of the County of Pima in the amount of $36,495,000 on December 28, 2006; $53,624,000, net of a discount of $511,000, on November 19, 2007; and $24,550,000 on October 1, 2008. Proceeds from these bonds were used for qualifying costs of constructing and equipping the water and wastewater treatment facilities of our subsidiaries, Palo Verde and Santa Cruz. The tax-exempt bonds were redeemed in June 2016 with proceeds from the 2016 senior secured notes. Debt Issuance Costs Reclassification In April 2015, the FASB issued ASU 2015-03, which requires debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, consistent with the accounting of debt discounts. The adoption of this guidance on January 1, 2016 resulted in the reclassification of the unamortized debt issuance costs of $ 2.2 At December 31, 2016, the remaining aggregate annual maturities of our debt and minimum lease payments under capital lease obligations for the years ended December 31 are as follows (in thousands): Debt Capital Lease Obligations 2017 $ — $ 25 2018 — 32 2019 — 25 2020 — 6 2021 1,917 — Thereafter 113,083 — Subtotal 115,000 88 Less: amount representing interest — (9 ) Total $ 115,000 $ 79 At December 31, 2016, the carrying value of the non-current portion of long-term debt was $115.0 million, with an estimated fair value of $108.4 million. At December 31, 2015, the carrying value of the non-current portion of long-term debt was $104.7 million, with an estimated fair value of $116.7 million. The fair value of our debt was estimated based on interest rates considered available for instruments of similar terms and remaining maturities. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. INCOME TAXES The Company utilizes the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of December 31, 2016 and December 31, 2015, the Company did not have any uncertain tax positions. The income tax benefit from continuing operations for the years ended December 31, 2016, December 31, 2015, and December 31, 2014 is comprised of the following (in thousands): 2016 Federal State Total Current income tax expense $ 121 $ — $ 121 Deferred income tax expense (1,470 ) (140 ) $ (1,610 ) Income tax benefit $ (1,349 ) $ (140 ) $ (1,489 ) 2015 Federal State Total Current income tax benefit $ 63 $ — $ 63 Deferred income tax benefit 17,735 2,825 $ 20,560 Income tax benefit $ 17,798 $ 2,825 $ 20,623 2014 Federal State Total Current income tax benefit $ (10 ) $ (1 ) $ (11 ) Deferred income tax benefit (15,472 ) (1,512 ) (16,984 ) Income tax benefit $ (15,482 ) $ (1,513 ) $ (16,995 ) The income tax benefit for the years ended December 31, 2016, December 31, 2015, and December 31, 2014 differs from the amount that would be computed using the federal statutory income tax rate due to the following (in thousands): For the Years Ended December 31, 2016 2015 2014 Computed federal tax expense (benefit) at statutory rate $ (1,476 ) $ 14,275 $ 16,298 State income taxes - net of federal tax benefit (140 ) 1,865 2,056 Gain on condemnation of Valencia — 4,312 — Valuation allowance — — (35,800 ) Other differences 127 171 451 Income tax expense $ (1,489 ) $ 20,623 $ (16,995 ) ASC Topic 740, Income Taxes The following table summarizes the Company’s temporary differences between book and tax accounting that give rise to the deferred tax assets and deferred tax liabilities, including the valuation allowance, as of December 31, 2016 and December 31, 2015 (in thousands): December 31, 2016 December 31, 2015 DEFERRED TAX ASSETS: Taxable meter deposits $ 40 $ 46 Net operating loss carry forwards 4,976 5,322 Balterra intangible asset acquisition 336 336 Deferred gain on Sale of GWM 1,652 1,705 Deferred gain on ICFA funds received 7,350 7,346 Equity investment loss 459 333 Property, plant and equipment — 863 Other 1,606 482 Total deferred tax assets 16,419 16,433 Valuation allowance (9 ) (9 ) Net deferred tax asset 16,410 16,424 DEFERRED TAX LIABILITIES: CP Water intangible asset acquisition (571 ) (571 ) ICFA intangible asset (502 ) (141 ) Property, plant and equipment (642 ) — Gain on condemnation of Valencia (17,078 ) (19,876 ) Total deferred tax liabilities (18,793 ) (20,588 ) Net deferred tax liability $ (2,383 ) $ (4,164 ) As of December 31, 2016, we have a pproximately $13.9 million in federal net operating loss (“NOL”) carry forwards and $7.2 million in state NOLs available to offset future taxable income, with federal and state NOLs expiring in 2030-2036. The effective tax rates used for the years ended December 31, 2016, 2015, and 2014 were 34.6%, 49.1%, and (37.0)%, respectively. The income tax provision was computed based on the Company’s estimated effective tax rate and forecasted income expected for the full year, including the impact of any unusual, infrequent, or non-recurring items. The effective tax rate for the year ended December 31, 2016 was greater than the federal statutory rate of 34.0% primarily due to state income taxes. |
Deferred Compensation Awards
Deferred Compensation Awards | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Deferred Compensation Awards | 11 . DEFERRED COMPENSATION AWARDS Stock-based compensation Stock-based compensation related to option awards is measured based on the fair value of the award. The fair value of stock option awards is determined using a Black-Scholes option-pricing model. We recognize compensation expense associated with the options over the vesting period. 2011 stock option grant At December 31, 2016 and December 31, 2015, there were options to acquire 43,395 shares of common stock of GWRI outstanding, adjusting for the 100.68 to 1.00 stock split effected on April 28, 2016. The options were all vested and exercisable as of each date. The stock options have a remaining contractual life of approximately 1.50 years and have a split-adjusted exercise price of $8.65 per share. 2016 stock option grant In May 2016, GWRI’s Board of Directors granted stock options to acquire 325,000 shares of GWRI’s common stock to the members of the board. The options were granted with an exercise price of $7.50, the prevailing market price of the Company’s common shares at the close of business on May 20, 2016. The options vest over a two-year period, with 50% vesting on May 2017 and 50% vesting on May 2018. The options have a three-year life. The Company will expense the $2.1 million fair value of the stock option grant ratably over the two-year vesting period in accordance with ASC 323. Stock-based compensation expense of $649,000 was recorded for the year ended December 31, 2016. No stock-based compensation expense was recorded for the years ended December 31, 2015 and 2014. Phantom stock compensation On December 30, 2010, we adopted a phantom stock unit plan authorizing the directors of the Company to issue phantom stock units (“PSUs”) to our employees. Following the consummation of the Reorganization Transaction, the awarded PSUs have been amended such that the outstanding units now track with the value of GWRI’s share price. The vesting of the awards has not changed. The value of the PSUs issued under the plan track to the performance of GWRI’s shares and give rise to a right of the holder to receive a cash payment the value of which, on a particular date, is the market value of the equivalent number of shares of GWRI at that date. The issuance of PSUs as a core component of employee compensation was intended to strengthen the alignment of interests between the employees of the Company and the shareholders of GWRI by linking their holdings and a portion of their compensation to the future value of the common shares of GWRI. PSUs are accounted for as liability compensatory awards under ASC 710, Compensation – General Amounts Paid For the Years Ended December 31, Grant Date Units Granted Units Outstanding 2016 2015 Q4 2010 350,000 — $ — $ 1,398 Q1 2012 135,079 — — 38 Q1 2013 76,492 — 29 110 Q1 2014 8,775 371 10 8 Q1 2015 28,828 12,012 82 38 Q1 2016 34,830 26,123 46 — Total 634,004 38,506 $ 167 $ 1,592 Stock appreciation rights compensation The Company historically accounted for SARs as liability compensatory awards under ASC 710, Compensation – General, valued using the intrinsic value method, as permitted by ASC 718 for nonpublic entities, with changes to the value of the SARs recognized as compensation expense at each quarterly reporting date. Upon becoming a public company, as defined in ASC 718, in the first quarter of 2016, the Company was required to change its methodology for valuing the SARs. While the SARs will continue to be remeasured at each quarterly reporting date, the SARs are required to be accounted for prospectively at fair value using a fair value pricing model, such as Black-Scholes. The Company recorded the impact of the change in valuation methods as a cumulative effect of a change in accounting principle, as permitted by ASC 250. The effect of the change increased the SAR liability by $103,000 which was the difference in compensation cost measured using the intrinsic value method and the fair value method. An offsetting change to accumulated deficit in the consolidated balance sheet was recorded with the revaluation, net of $38,000 in taxes. Any future changes in fair value will be recorded as compensation expense in the consolidated statement of operations. Beginning January 2012, in an effort to reward employees for their performance, the Company adopted a stock appreciation rights plan authorizing the directors of the Company to issue SARs to our employees. The value of the SARs issued under the plan track the performance of GWRI’s shares. Each holder has the right to receive a cash payment amounting to the difference between the exercise price and the closing price of GWRI’s common shares on the exercise date, provided that the closing price is in excess of the exercise price. Holders of SARs may exercise their awards once vested. Individuals who voluntarily or involuntarily leave the Company forfeit their rights under the awards. The following table details the recipients of the awards, the grant date, units granted, exercise price, outstanding shares as of December 31, 2016 and amounts paid during the years ended December 31, 2016 and 2015 (in thousands, except share and per share amounts): Amounts Paid For the Years Ended December 31, Recipients Grant Date Units Granted Exercise Price Units Outstanding 2016 2015 Employees below senior management level (1) Q1 2012 152,091 $ C 4.00 — $ — $ 67 Key Executive (2)(4) Q3 2013 100,000 $ 1.59 45,000 151 37 Key Executive (2)(5) Q4 2013 100,000 $ 2.69 50,500 137 — Members of Management (2)(6) Q1 2015 299,000 $ 4.26 233,000 112 — Key Executives (3)(7) Q2 2015 300,000 $ 5.13 300,000 — — Total 951,091 628,500 $ 400 $ 104 (1) The SARs vested in equal installments over four quarters and expired four years after the date of issuance. (2) The SARs vest ratably over sixteen quarters from the grant date. (3) The SARs vest over sixteen quarters, vesting 20% per year for the first three years, with the remainder (40%) vesting in year four. (4) The exercise price was determined by taking the weighted average share price of the five days prior to the grant date of July 1, 2013. (5) The exercise price was determined by taking the weighted average share price of the 30 days prior to the grant date of November 14, 2013. (6) The exercise price was determined to be the fair market value of one share of stock on the grant date of February 11, 2015. (7) The exercise price was determined to be the fair market value of one share of stock on the grant date of May 8, 2015. As a result of the merger of GWRC into the Company and the U.S. IPO, the exercise prices for the preceding awards were translated to U.S. dollars using the prevailing noon-day Bank of Canada foreign exchange rate of US$0.7969 per CAD$1.00 as measured on May 2, 2016, the day prior to the closing of the merger. The vesting of the awards has not changed. Subsequent to the merger, each SAR will provide the holder the right to receive a cash payment amounting to the difference between the per share exercise price and the closing price of GWRI’s common shares on the exercise date, provided that the closing price is in excess of exercise price per share. For the years ended December 31, 2016, 2015, and 2014 the Company recorded approximately $1.8 million, $695,000, and $1.3 million of compensation expense related to the PSUs and SARS, respectively. Based on GWRI’s closing share price on December 30, 2016, deferred compensation expense to be recognized over future periods is estimated for the years ending December 31 as follows (in thousands): PSUs SARs 2017 193 909 2018 106 692 2019 — 97 2020 — — Total $ 299 $ 1,698 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 12 . SUPPLEMENTAL CASH FLOW INFORMATION The following is supplemental cash flow information for the years ended December 31, 2016, 2015, and 2014 (in thousands): For the Year Ended December 31, 2016 2015 2014 Cash paid for interest $ 5,969 $ 7,475 $ 8,116 Cash paid for taxes $ 184 $ — $ — Cash paid for bond prepayment fee $ 3,201 $ — $ — Reclassification of deferred IPO costs to equity $ 97 $ — $ — Capital expenditures included in accounts payable and accrued liabilities $ 2,909 $ 184 $ 253 Deferred compensation change in accounting principle $ 103 $ — $ — Bond reserve funds used to repay bond debt $ — $ — $ 1,833 Equity method investment gain on recapitalization of FATHOM $ — $ — 1,088 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13 . COMMITMENTS AND CONTINGENCIES Commitments Prior to the sale of GWM, we leased certain office space in Arizona under operating leases with terms that expired in February 2016. The operating lease agreements were between GWM and the landlord. Accordingly, effective June 2013 through February 2016, the Company was not a party under the lease agreements. GWRI subleased a portion of the office space covered under the GWM lease agreements. In February 2016, the Company entered into a three-year lease agreement with the landlord to occupy the same space previously subleased under GWM's lease agreements, inclusive of necessary facility upgrades. Beginning in March 2016, the Company began recording approximately $8,000 in monthly rent expense related to the new agreement. Rent expense arising from the operating leases totaled approximately $92,000, $64,000, and $70,000 for the years ended December 31, 2016, 2015, and 2014, respectively. Contingencies From time to time in the ordinary course of business, the Company may be subject to pending or threatened lawsuits in which claims for monetary damages are asserted. Management is not aware of any legal proceedings of which the ultimate resolution could materially affect our financial position, results of operations, or cash flows. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 14 . SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) Quarter First Second Third Fourth Year Ended December 31, 2016 Revenues $ 6,816 $ 7,589 $ 8,180 $ 7,214 Operating income $ 1,061 $ 826 $ 2,665 $ 718 Net income/(loss) $ (314 ) $ (3,594 ) $ 1,146 $ (90 ) Basic earnings/(loss) per common share $ (0.02 ) $ (0.19 ) $ 0.06 $ (0.00 ) Diluted earnings/(loss) per common share $ (0.02 ) $ (0.19 ) $ 0.06 $ (0.00 ) Quarter First Second Third Fourth Year Ended December 31, 2015 Revenues $ 7,622 $ 9,082 $ 8,143 $ 7,109 Operating income $ 775 $ 2,280 $ 2,056 $ 1,416 Net income/(loss) $ (915 ) $ 403 $ 21,905 $ (30 ) Basic earnings/(loss) per common share $ (0.05 ) $ 0.02 $ 1.20 $ (0.00 ) Diluted earnings/(loss) per common share $ (0.05 ) $ 0.02 $ 1.20 $ (0.00 ) |
Description of Business, Basi22
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Regulation | Regulation Our regulated utilities and certain other balances are subject to regulation by the ACC and are therefore subject to Accounting Standards Codification Topic 980, Regulated Operations |
Property, plant, and equipment | Property, plant, and equipment Property, plant, and equipment is stated at cost less accumulated depreciation provided on a straight-line basis (See Note 3 – “Property, Plant, and Equipment”). Depreciation rates for asset classes of utility property, plant, and equipment are established by the ACC. The cost of additions, including betterments and replacements of units of utility fixed assets are charged to utility property, plant, and equipment. When units of utility property are replaced, renewed, or retired, their cost plus removal or disposal costs, less salvage proceeds, is charged to accumulated depreciation. For non-utility property, plant, and equipment, depreciation is calculated by the straight-line method over the estimated useful lives of depreciable assets. Cost and accumulated depreciation for non-utility property, plant, and equipment retired or disposed of are removed from the accounts and any resulting gain or loss is included in earnings. In addition to third party costs, direct personnel costs and indirect construction overhead costs may be capitalized. Interest incurred during the construction period is also capitalized as a component of the cost of the constructed assets, which represents the cost of debt associated with construction activity. Expenditures for maintenance and repairs are charged to expense. |
Revenue Recognition | Revenue Recognition—Water Services Water services revenues are recorded when service is rendered or water is delivered to customers. However, in addition to the monthly basic service charge, the determination and billing of water sales to individual customers is based on the reading of their meters, which occurs on a systematic basis throughout the month. At the end of each reporting period, amounts of water delivered to customers since the date of the last meter reading are estimated and the corresponding unbilled revenue is recorded as accrued revenue. Water connection fees are the fees associated with the application process to set up a customer to receive utility service on an existing water meter. These fees are approved by the ACC through the regulatory process and are set based on the costs incurred to establish services including the application process, billing setup, initial meter reading, and service transfer. Because the amounts charged for water connection fees are set by our regulator and not negotiated in conjunction with the pricing of ongoing water service, the connection fees represent the culmination of a separate earnings process and are recognized when the service is provided. For the years ended December 31, 2016, December 31, 2015, and December 31, 2014, the Company recognized $236,000, $276,000, and $366,000 in connection fees, respectively. Meter installation fees are the fees charged to developers or builders associated with installing new water meters. Certain fees for meters are regulated by the ACC, and are refundable to the end customer over a period of time. Refundable meter installation fees are recorded as a liability upon receipt. Other certain meter fees are negotiated directly with developers or builders and are not subject to ACC regulation and represent the culmination of a separate earnings process. These fees are recognized as revenue when the service is rendered, or when a water meter is installed. Revenue Recognition—Wastewater and Recycled Water Services Wastewater service revenues are generally recognized when service is rendered. Wastewater services are billed at a fixed monthly amount per connection, and recycled water services are billed monthly based on volumetric fees. Revenue Recognition—Unregulated Revenues Unregulated Revenues represent those revenues that are not subject to the ratemaking process of the ACC. Unregulated revenues are limited to rental revenue and imputed revenues resulting from certain infrastructure coordination and financing agreement arrangements. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts Provisions are made for doubtful accounts due to the inherent uncertainty around the collectability of accounts receivable. The allowance for doubtful accounts is recorded as bad debt expense, and is classified as general and administrative expense. The allowance for doubtful accounts is determined considering the age of the receivable balance, type of customer (e.g., residential or commercial), payment history, as well as specific identification of any known or expected collectability issues (see Note 4 – “Accounts Receivable”). |
Infrastructure coordination and financing fees | Infrastructure coordination and financing fees Infrastructure coordination and financing agreements (“ICFAs”) are agreements with developers and homebuilders whereby GWRI, which owns the operating utilities, provides services to plan, coordinate, and finance the water and wastewater infrastructure that would otherwise be required to be performed or subcontracted by the developer or homebuilder. Services provided within these agreements include coordination of construction services for water and wastewater treatment facilities as well as financing, arranging, and coordinating the provision of utility services. ICFA revenue is recognized when the following conditions are met: • the fee is fixed and determinable; • the cash received is nonrefundable; • capacity currently exists to serve the specific lots; and • there are no additional significant performance obligations. As these arrangements are with developers and not with the end water or wastewater customer, revenue recognition coincides with the completion of our performance obligations under the agreement with the developer and our ability to provide fitted capacity for water and wastewater service. Payments received under the agreements are recorded as deferred revenue until the point at which all of the conditions described above are met. Historically ICFAs have been accounted for as revenue pursuant to the obligations being met as outlined above, or as contributions in aid of construction (“CIAC”) when funds were received. Pursuant to Rate Decision No. 74364, as funding is received 70% of ICFAs are now recorded as a hook-up fee (“HUF”) liability until the HUF liability is fully funded, with the remaining amount recorded as revenue once all components of revenue recognition are met (See Note 2 – “Regulatory Decision and Related Accounting and Policy Changes”). |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments in debt instruments with an original maturity of three months or less. |
Restricted Cash | Restricted Cash Restricted cash represents cash deposited as a debt service reserve for certain loans and bonds. The following table summarizes the restricted cash balance as of December 31, 2016 and December 31, 2015 (in thousands): December 31, 2016 December 31, 2015 Bond reserve $ — $ 8,824 HUF funds 10 38 Certificate of deposits 218 180 $ 228 $ 9,042 |
Income Taxes | Income Taxes The Company utilizes the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company’s valuation allowance totaled $8,500 as of December 31, 2016 and December 31, 2015 (see Note 10 – “Income Taxes”). We evaluate uncertain tax positions using a two-step approach. Recognition (step one) occurs when we conclude that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that more-likely-than-not will be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when we subsequently determine that a tax position no longer meets the more-likely-than-not threshold of being sustained. The use of a valuation allowance as a substitute for derecognition of tax positions is prohibited, and to the extent that uncertain tax positions exist, we provide expanded disclosures. |
Basic and Diluted Earnings per Common Share | Basic and Diluted Earnings per Common Share As of December 31, 2016, the Company had 368,395 options outstanding to acquire an equivalent number of shares of GWRI common stock. As of December 31, 2016, all options were in the money, and had common share equivalents of 19,467, which were not included within the calculation of diluted earnings per share as to do so would be antidilutive in periods of net loss. As of December 31, 2015 and December 31, 2014, the Company had 43,395 options outstanding, which options were out of the money in each respective period, and therefore the Company did not have any common share equivalents to be considered for purposes of calculating earnings per share. See Note 11 – “Deferred Compensation Awards”. The changes in weighted average common shares for the year ended December 31, 2015 relate to a share repurchase program initiated in May 2015 and completed in December 2015. |
Intangible Assets | Intangible Assets Intangible assets not subject to amortization consist of certain permits expected to be renewable indefinitely, water rights and certain service areas acquired in transactions which did not meet the definition of business combinations for accounting purposes, and are considered to have indefinite lives. Intangible assets with indefinite lives are not amortized but are tested for impairment annually, or more often if certain circumstances indicate a possible impairment may exist. Amortized intangible assets consist primarily of acquired ICFA contract rights. Pursuant to Rate Decision No. 71878 issued by the ACC on September 15, 2010 for the February 2009 filed rate cases for Santa Cruz, Palo Verde, Valencia, Greater Buckeye, Greater Tonopah, and Willow Valley (the “2010 Regulatory Rate Decision”), ICFA funds received were accounted for as CIAC. The Company established a regulatory liability against the Company’s intangible assets balance to offset the value of the intangible assets related to the expected receipt of ICFA fees in the future. As of January 1, 2014 the Company had a regulatory liability balance of $11.4 million. However, in 2014, in conjunction with Rate Decision No. 74364, the ACC determined that ICFA funds were no longer to be recorded as CIAC, but rather 70% of funds received should be recorded as HUF until the HUF liability is fully funded, with the remaining amount to be deferred and recognized according to the Company’s ICFA revenue recognition policy (see ‘Note 2 – Regulatory Decision and Related Accounting and Policy Changes”). Accordingly, in 2014 30%, or $3.4 million, of the regulatory liability was reversed in connection with the recognition of the rate decision. |
Debt Issuance Costs | Debt Issuance Costs In connection with the issuance of some of our long-term debt, we have incurred legal and other costs that we believe are directly attributable to realizing the proceeds of the debt issued. These costs are netted against long-term debt and amortized as interest expense using the effective interest method over the term of the respective debt. Amortization of debt issuance costs and discounts totaled $2.6 million for the year ended December 31, 2016, of which $2.2 million was for the write off of debt issuance costs and $428,000 was for the amortization for the year ended December 31, 2016. Amortization of debt issuance costs and discounts totaled $486,000 for the year ended December 31, 2015, of which $282,000 was for the write off of debt issuance costs related to the MidFirst loan which was retired in July 2015, and $204,000 was for the amortization for the year ended December 31, 2015. Amortization of debt issuance costs and discounts totaled $1.0 million for the year ended December 31, 2014, of which $696,000 was for the write off of debt issuance costs and $327,000 was for the amortization for the year ended December 31, 2014. The 2014 write off of debt issuance costs was related to the Series 2012A and 2012B bonds and the Regions Term loan, which were retired in 2014. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Management evaluates the carrying value of long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If an indicator of possible impairment exists, an undiscounted cash flow analysis would be prepared to determine whether there is an actual impairment. Measurement of the impairment loss is based on the fair value of the asset. Generally, fair value will be determined using appraisals or valuation techniques such as the present value of expected future cash flows. |
Advances and Contributions in Aid of Construction | Advances and Contributions in Aid of Construction The Company has various agreements with developers and builders, whereby funds, water line extensions, or wastewater line extensions are provided to us by the developers and are considered refundable advances for construction. These advances in aid of construction (“AIAC”) are non-interest-bearing and are subject to refund to the developers through annual payments that are computed as a percentage of the total annual gross revenue earned from customers connected to utility services constructed under the agreement over a specified period. Upon the expiration of the agreements’ refunding period, the remaining balance of the advance becomes nonrefundable and at that time is considered CIAC. CIAC are amortized as a reduction of depreciation expense over the estimated remaining life of the related utility plant. For rate-making purposes, utility plant funded by advances or contributions in aid of construction are excluded from rate base. AIAC balances of $311,000 and zero were transferred to CIAC for the years ended December 31, 2016 and 2015, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying values of cash equivalents, trade receivables, and accounts payable approximate fair value due to the short-term maturities of these instruments. See Note 9 – “Debt” for information as to the fair value of our long-term debt. Our refundable AIAC have a carrying value of $62.0 million and $61.5 million as of December 31, 2016 and December 31, 2015, respectively. Portions of these non-interest-bearing instruments are payable annually through 2032 and amounts not paid by the contract expiration dates become nonrefundable. Their relative fair values cannot be accurately estimated because future refund payments depend on several variables, including new customer connections, customer consumption levels, and future rate increases. However, the fair value of these amounts would be less than their carrying value due to the non-interest-bearing feature. |
Asset Retirement Obligations | Asset Retirement Obligations Liabilities for asset retirement obligations are typically recorded at fair value in the period in which they are incurred. When the liability is initially recorded, the entity capitalizes a cost by increasing the carrying amount of the related long-lived asset. Over time, the liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset. Upon settlement of the liability, an entity either settles the obligation for its recorded amount or incurs a gain or loss upon settlement. Our legal obligations for retirement reflect principally the retirement of wastewater treatment facilities, which are required to be closed in accordance with the Clean Closure Requirements of the Arizona Department of Environmental Quality (ADEQ). The Clean Closure Requirements of ADEQ for wastewater facilities are driven by a need to protect the environment from inadvertent contamination associated with the decommissioning of these systems. As such, our regulated subsidiaries incur asset retirement obligations. As of December 31, 2016 and December 31, 2015, the Company held $218,000 and $180,000 in certificates of deposit, respectively, or letters of credit to benefit ADEQ for such anticipated closure costs. Water systems, unlike wastewater systems, do not require Aquifer Protection Permits or the associated Clean Closure Requirement obligation. Amounts recorded for asset retirement obligations are subject to various assumptions and determinations, such as determining whether a legal obligation exists to remove assets; estimating the fair value of the costs of removal; estimating when final removal will occur; and determining the credit-adjusted, risk-free interest rates to be utilized on discounting future liabilities. Changes that may arise over time with regard to these assumptions will change amounts recorded in the future. Estimating the fair value of the costs of removal were determined based on third-party costs. |
Segments | Segments Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing operating performance. In consideration of ASC 280— Segment Reporting While the Company reports its revenue, disaggregated by service type, on the face of its Statements of Operations, the Company does not manage the business based on any performance measure at the individual revenue stream level. The Company does not have any customers that contribute more than 10% to the Company’s revenues or revenue streams. Additionally we note that the CODM uses consolidated financial information to evaluate the Company’s performance, which is the same basis on which he communicates the Company’s results and performance to the Board of Directors. It is upon this consolidated basis from which he bases all significant decisions regarding the allocation of the Company’s resources on a consolidated level. Based on the information described above and in accordance with the applicable literature, management has concluded that the Company is currently organized and operated as one operating and reportable segment. |
Change in Accounting Principle | Change in Accounting Principle The Company historically accounted for stock appreciation rights (“SARs”) as liability compensatory awards under ASC 710, Compensation – General Compensation – Stock Compensation , Accounting Changes and Error Corrections |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) This guidance will be effective for public companies for annual periods, and interim periods within those annual periods, beginning after December 15, 2018, with early adoption permitted. For all other entities, the guidance is effective for annual periods beginning after December 31, 2019, and interim periods within fiscal years beginning after December 15, 2020. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740) Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-17, Consolidated (Topic 810): Interests Held through Related Parties That Are under Common Control In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) In December 2016, the FASB issued ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers entities that use any of the new or previously existing optional exemptions to expand their qualitative disclosures. The amendment also clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The effective date and transition requirements for ASU 2016-20 are the same as the effective date and transition requirements for ASU 2014-09. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business |
Description of Business, Basi23
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Assets and Liabilities included within Agreements | The assets and liabilities classified as held for sale as of December 31, 2015 were as follows: December 31, 2015 Willow Valley (in thousands) Property, plant and equipment $ 5,223 Less Accumulated Depreciation (2,606 ) Net property, plant and equipment 2,617 Goodwill 223 Total assets $ 2,840 Advances in aid of construction $ 70 Contributions in aid of construction — net 423 Total liabilities $ 493 |
Summary of Restricted Cash Balance | The following table summarizes the restricted cash balance as of December 31, 2016 and December 31, 2015 (in thousands): December 31, 2016 December 31, 2015 Bond reserve $ — $ 8,824 HUF funds 10 38 Certificate of deposits 218 180 $ 228 $ 9,042 |
Regulatory Decision and Relat24
Regulatory Decision and Related Accounting and Policy Changes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Regulated Operations [Abstract] | |
Summary of Collective Revenue Requirement Phased-in Over Time | • For the Company’s utilities, adjusting for the condemnation of the operations and assets of Valencia and sale of Willow Valley, a collective revenue requirement increase of $3.6 million based on 2011 test year service connections, phased-in over time, with the first increase in January 2015 as follows (in thousands): Incremental Cumulative 2015 $ 1,083 $ 1,083 2016 887 1,970 2017 335 2,305 2018 335 2,640 2019 335 2,975 2020 335 3,310 2021 335 3,645 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | Property, plant, and equipment at December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Average Depreciation Life (in years) Mains/lines/sewers $ 115,790 $ 113,318 47 Plant 67,744 64,983 25 Equipment 29,100 27,961 10 Meters 4,637 4,253 12 Furniture, fixture and leasehold improvements 383 386 8 Computer and office equipment 1,056 1,022 5 Software 240 177 3 Land and land rights 764 752 Other 226 148 Construction work-in-process 53,426 45,244 Total property, plant and equipment 273,366 258,244 Less accumulated depreciation (72,877 ) (64,092 ) Net property, plant and equipment $ 200,489 $ 194,152 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Summary of Accounts Receivable | Accounts receivable as of December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Billed receivables $ 1,547 $ 1,326 Less allowance for doubtful accounts (76 ) (194 ) Accounts receivable - net $ 1,471 $ 1,132 |
Summary of Allowance for Doubtful Accounts Activity | The following table summarizes the allowance for doubtful accounts activity as of and for the years ended December 31, 2016, December 31, 2015 and December 31, 2014 (in thousands). Balance at Beginning of Period Additions Charged to Expense Charged to Other Accounts Write-offs Balance at End of Period Allowance for doubtful accounts: Year Ended December 31, 2016 $ (194 ) $ (52 ) $ - $ 170 $ (76 ) Year Ended December 31, 2015 $ (158 ) $ (36 ) $ (12 ) $ 12 $ (194 ) Year Ended December 31, 2014 $ (102 ) $ (92 ) $ (21 ) $ 57 $ (158 ) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets as of December 31, 2016 and December 31, 2015 consisted of the following (in thousands): December 31, 2016 December 31, 2015 Gross Accumulated Net Gross Accumulated Net Amount Amortization Amount Amount Amortization Amount INDEFINITE LIVED INTANGIBLE ASSETS: CP Water Certificate of Convenience & Necessity service area $ 1,532 $ — $ 1,532 $ 1,532 $ — $ 1,532 Intangible trademark 13 — 13 13 — 13 1,545 — 1,545 1,545 — 1,545 AMORTIZED INTANGIBLE ASSETS: Acquired ICFAs 17,978 (12,154 ) 5,824 17,978 (12,154 ) 5,824 Sonoran contract rights 7,406 (2,003 ) 5,403 7,406 (2,003 ) 5,403 25,384 (14,157 ) 11,227 25,384 (14,157 ) 11,227 Total intangible assets $ 26,929 $ (14,157 ) $ 12,772 $ 26,929 $ (14,157 ) $ 12,772 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities Current [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses at December 31, 2016 and December 31, 2015 consist of the following (in thousands): December 31, 2016 December 31, 2015 Deferred compensation $ 1,920 $ 598 Meter replacement - related party 1,255 — Property taxes 910 958 Interest 483 877 Dividend payable 458 452 Tax obligation related to GWRC merger 178 — Other accrued liabilities 2,398 2,252 Total accrued liabilities $ 7,602 $ 5,137 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Balances and Maturity Dates for Short Term and Long Term Debt | The outstanding balances and maturity dates for short-term (including the current portion of long-term debt) and long-term debt as of December 31, 2016 and December 31, 2015 are as follows (in thousands): December 31, 2016 December 31, 2015 Short-term Long-term Short-term Long-term BONDS AND NOTES PAYABLE - 4.380% Series A 2016, maturing June 2028 $ — $ 28,750 $ — $ — 4.580% Series B 2016, maturing June 2036 — 86,250 — — 5.450% Series 2006, maturing December 1, 2017 — — 1,000 1,040 5.600% Series 2006, maturing December 1, 2022 — — — 6,215 5.750% Series 2006, maturing December 1, 2032 — — — 23,370 6.550% Series 2007, maturing December 1, 2037 - net of unamortized discount of $338 — — 700 50,177 6.375% Series 2008, maturing December 1, 2018 — — 185 435 7.500% Series 2008, maturing December 1, 2038 — — — 23,235 — 115,000 1,885 104,472 OTHER Capital lease obligations 25 54 109 178 Debt issuance costs — (737 ) — (2,233 ) Total debt $ 25 $ 114,317 $ 1,994 $ 102,417 |
Schedule of Aggregate Annual Maturities of Debt And Minimum Lease Payments Under Capital Lease Obligations | At December 31, 2016, the remaining aggregate annual maturities of our debt and minimum lease payments under capital lease obligations for the years ended December 31 are as follows (in thousands): Debt Capital Lease Obligations 2017 $ — $ 25 2018 — 32 2019 — 25 2020 — 6 2021 1,917 — Thereafter 113,083 — Subtotal 115,000 88 Less: amount representing interest — (9 ) Total $ 115,000 $ 79 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit from Continuing Operations | The income tax benefit from continuing operations for the years ended December 31, 2016, December 31, 2015, and December 31, 2014 is comprised of the following (in thousands): 2016 Federal State Total Current income tax expense $ 121 $ — $ 121 Deferred income tax expense (1,470 ) (140 ) $ (1,610 ) Income tax benefit $ (1,349 ) $ (140 ) $ (1,489 ) 2015 Federal State Total Current income tax benefit $ 63 $ — $ 63 Deferred income tax benefit 17,735 2,825 $ 20,560 Income tax benefit $ 17,798 $ 2,825 $ 20,623 2014 Federal State Total Current income tax benefit $ (10 ) $ (1 ) $ (11 ) Deferred income tax benefit (15,472 ) (1,512 ) (16,984 ) Income tax benefit $ (15,482 ) $ (1,513 ) $ (16,995 ) |
Schedule of Income Tax Benefit Computed Using Federal Statutory Income Tax Rate | The income tax benefit for the years ended December 31, 2016, December 31, 2015, and December 31, 2014 differs from the amount that would be computed using the federal statutory income tax rate due to the following (in thousands): For the Years Ended December 31, 2016 2015 2014 Computed federal tax expense (benefit) at statutory rate $ (1,476 ) $ 14,275 $ 16,298 State income taxes - net of federal tax benefit (140 ) 1,865 2,056 Gain on condemnation of Valencia — 4,312 — Valuation allowance — — (35,800 ) Other differences 127 171 451 Income tax expense $ (1,489 ) $ 20,623 $ (16,995 ) |
Summary of Deferred Tax Assets and Deferred Tax Liabilities Including Valuation Allowance | The following table summarizes the Company’s temporary differences between book and tax accounting that give rise to the deferred tax assets and deferred tax liabilities, including the valuation allowance, as of December 31, 2016 and December 31, 2015 (in thousands): December 31, 2016 December 31, 2015 DEFERRED TAX ASSETS: Taxable meter deposits $ 40 $ 46 Net operating loss carry forwards 4,976 5,322 Balterra intangible asset acquisition 336 336 Deferred gain on Sale of GWM 1,652 1,705 Deferred gain on ICFA funds received 7,350 7,346 Equity investment loss 459 333 Property, plant and equipment — 863 Other 1,606 482 Total deferred tax assets 16,419 16,433 Valuation allowance (9 ) (9 ) Net deferred tax asset 16,410 16,424 DEFERRED TAX LIABILITIES: CP Water intangible asset acquisition (571 ) (571 ) ICFA intangible asset (502 ) (141 ) Property, plant and equipment (642 ) — Gain on condemnation of Valencia (17,078 ) (19,876 ) Total deferred tax liabilities (18,793 ) (20,588 ) Net deferred tax liability $ (2,383 ) $ (4,164 ) |
Deferred Compensation Awards (T
Deferred Compensation Awards (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Total Awards Granted, Number of Units Outstanding and Amounts Paid to PSU Holders | The following table detailing the awards granted and the number of units outstanding as of December 31, 2016 along with the amounts paid to holders of the PSUs for the years ended December 31, 2016 and 2015 (in thousands, except share amounts): Amounts Paid For the Years Ended December 31, Grant Date Units Granted Units Outstanding 2016 2015 Q4 2010 350,000 — $ — $ 1,398 Q1 2012 135,079 — — 38 Q1 2013 76,492 — 29 110 Q1 2014 8,775 371 10 8 Q1 2015 28,828 12,012 82 38 Q1 2016 34,830 26,123 46 — Total 634,004 38,506 $ 167 $ 1,592 |
Schedule of Recipients of Awards, Grant Date, Units Granted, Exercise Price, Outstanding Shares and Amounts Paid | The following table details the recipients of the awards, the grant date, units granted, exercise price, outstanding shares as of December 31, 2016 and amounts paid during the years ended December 31, 2016 and 2015 (in thousands, except share and per share amounts): Amounts Paid For the Years Ended December 31, Recipients Grant Date Units Granted Exercise Price Units Outstanding 2016 2015 Employees below senior management level (1) Q1 2012 152,091 $ C 4.00 — $ — $ 67 Key Executive (2)(4) Q3 2013 100,000 $ 1.59 45,000 151 37 Key Executive (2)(5) Q4 2013 100,000 $ 2.69 50,500 137 — Members of Management (2)(6) Q1 2015 299,000 $ 4.26 233,000 112 — Key Executives (3)(7) Q2 2015 300,000 $ 5.13 300,000 — — Total 951,091 628,500 $ 400 $ 104 (1) The SARs vested in equal installments over four quarters and expired four years after the date of issuance. (2) The SARs vest ratably over sixteen quarters from the grant date. (3) The SARs vest over sixteen quarters, vesting 20% per year for the first three years, with the remainder (40%) vesting in year four. (4) The exercise price was determined by taking the weighted average share price of the five days prior to the grant date of July 1, 2013. (5) The exercise price was determined by taking the weighted average share price of the 30 days prior to the grant date of November 14, 2013. (6) The exercise price was determined to be the fair market value of one share of stock on the grant date of February 11, 2015. (7) The exercise price was determined to be the fair market value of one share of stock on the grant date of May 8, 2015. |
Schedule of Estimated Future Compensation Expense | Based on GWRI’s closing share price on December 30, 2016, deferred compensation expense to be recognized over future periods is estimated for the years ending December 31 as follows (in thousands): PSUs SARs 2017 193 909 2018 106 692 2019 — 97 2020 — — Total $ 299 $ 1,698 |
Supplemental Cash Flow Inform32
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | The following is supplemental cash flow information for the years ended December 31, 2016, 2015, and 2014 (in thousands): For the Year Ended December 31, 2016 2015 2014 Cash paid for interest $ 5,969 $ 7,475 $ 8,116 Cash paid for taxes $ 184 $ — $ — Cash paid for bond prepayment fee $ 3,201 $ — $ — Reclassification of deferred IPO costs to equity $ 97 $ — $ — Capital expenditures included in accounts payable and accrued liabilities $ 2,909 $ 184 $ 253 Deferred compensation change in accounting principle $ 103 $ — $ — Bond reserve funds used to repay bond debt $ — $ — $ 1,833 Equity method investment gain on recapitalization of FATHOM $ — $ — 1,088 |
Selected Quarterly Financial 33
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Summary of Selected Quarterly Financial Data (Unaudited) | Quarter First Second Third Fourth Year Ended December 31, 2016 Revenues $ 6,816 $ 7,589 $ 8,180 $ 7,214 Operating income $ 1,061 $ 826 $ 2,665 $ 718 Net income/(loss) $ (314 ) $ (3,594 ) $ 1,146 $ (90 ) Basic earnings/(loss) per common share $ (0.02 ) $ (0.19 ) $ 0.06 $ (0.00 ) Diluted earnings/(loss) per common share $ (0.02 ) $ (0.19 ) $ 0.06 $ (0.00 ) Quarter First Second Third Fourth Year Ended December 31, 2015 Revenues $ 7,622 $ 9,082 $ 8,143 $ 7,109 Operating income $ 775 $ 2,280 $ 2,056 $ 1,416 Net income/(loss) $ (915 ) $ 403 $ 21,905 $ (30 ) Basic earnings/(loss) per common share $ (0.05 ) $ 0.02 $ 1.20 $ (0.00 ) Diluted earnings/(loss) per common share $ (0.05 ) $ 0.02 $ 1.20 $ (0.00 ) |
Description of Business, Basi34
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements - Additional Information (Details) | Jun. 02, 2016USD ($) | May 11, 2016USD ($)shares | May 09, 2016USD ($) | May 03, 2016USD ($)$ / sharesshares | Apr. 28, 2016 | Mar. 17, 2016USD ($) | Jul. 14, 2015USD ($) | Apr. 30, 2015USD ($) | Sep. 30, 2013USD ($) | Dec. 31, 2016USD ($)mi²UtilityPupilHomeSubsidiaryServiceConnectionshares | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)mi²UtilityPupilHomeSubsidiaryServiceConnectionSegmentCustomershares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2004USD ($)ServiceConnectionshares | Dec. 31, 2014USD ($) | Mar. 16, 2016USD ($) | Jan. 01, 2014USD ($) |
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Number of water and waste water utilities owned | Utility | 8 | 8 | ||||||||||||||||||||||
Number of people served | Pupil | 50,000 | 50,000 | ||||||||||||||||||||||
Number of homes served | Home | 19,000 | 19,000 | ||||||||||||||||||||||
Area of certificated service areas | mi² | 328 | 328 | ||||||||||||||||||||||
Number of wholly owned subsidiaries serviced | Subsidiary | 4 | 4 | ||||||||||||||||||||||
Percentage of active service connections customers of Santa Cruz and Palo Verde Utilities | 98.90% | |||||||||||||||||||||||
Total revenues | $ 7,214,000 | $ 8,180,000 | $ 7,589,000 | $ 6,816,000 | $ 7,109,000 | $ 8,143,000 | $ 9,082,000 | $ 7,622,000 | $ 29,799,000 | $ 31,956,000 | $ 32,559,000 | $ 4,900,000 | ||||||||||||
Number of water service connections | ServiceConnection | 38,026 | 38,026 | 8,113 | |||||||||||||||||||||
Number of water service connections to serve | ServiceConnection | 2,000,000 | 2,000,000 | ||||||||||||||||||||||
Revenue threshold to qualify emerging growth company | 1,000,000,000 | |||||||||||||||||||||||
Emerging growth company specified reduced reporting advantage period | 5 years | |||||||||||||||||||||||
Stock split, conversion ratio | 100.68 | |||||||||||||||||||||||
Total proceeds from transfer of project agreement | $ 4,100,000 | |||||||||||||||||||||||
Proceeds from transfer of project agreement | $ 296,000 | $ 2,800,000 | ||||||||||||||||||||||
Other income (expense) | $ 2,222,000 | 767,000 | $ 2,162,000 | |||||||||||||||||||||
Remaining proceeds from transfer of project agreement | 1,000,000 | |||||||||||||||||||||||
Proceeds from the condemnation of Valencia | 55,107,000 | |||||||||||||||||||||||
Gain on condemnation of Valencia | 42,983,000 | |||||||||||||||||||||||
Loss of disposal group recorded in other expense | $ 54,000 | 176,000 | ||||||||||||||||||||||
Percentage of hook up fee liability to be recorded on ICFA receipts | 70.00% | |||||||||||||||||||||||
Valuation allowance related to state net operating loss carryforwards | $ 8,500 | 8,500 | $ 8,500 | 8,500 | ||||||||||||||||||||
Number of common share equivalents | shares | 368,395 | 368,395 | ||||||||||||||||||||||
Regulatory liability | $ 7,859,000 | 7,859,000 | $ 7,859,000 | 7,859,000 | $ 11,400,000 | |||||||||||||||||||
Percentage reversal of regulatory liability | 30.00% | |||||||||||||||||||||||
Reversal of regulatory liability | $ 3,400,000 | |||||||||||||||||||||||
Amortization of debt issuance costs and discounts total | 2,600,000 | 486,000 | 1,000,000 | |||||||||||||||||||||
Write off of debt issuance costs | 2,200,000 | 282,000 | 696,000 | |||||||||||||||||||||
Amortization of deferred debt issuance costs and discounts | 428,000 | 204,000 | 334,000 | |||||||||||||||||||||
Balance of AIAC transferred to CIAC | 311,000 | 0 | 311,000 | 0 | ||||||||||||||||||||
Carrying value of refundable AIAC | 62,000,000 | 61,500,000 | 62,000,000 | 61,500,000 | ||||||||||||||||||||
Certificates of deposit amount | 218,000 | 180,000 | $ 218,000 | 180,000 | ||||||||||||||||||||
Number of operating segment | Segment | 1 | |||||||||||||||||||||||
Number of reportable segment | Segment | 1 | |||||||||||||||||||||||
Increase in SAR liability | $ 103,000 | |||||||||||||||||||||||
Revaluation of SAR liability, taxes | 38,000 | |||||||||||||||||||||||
Unamortized debt issuance costs | 737,000 | $ 2,200,000 | $ 737,000 | $ 2,200,000 | ||||||||||||||||||||
Customer Concentration Risk | Revenues or Revenue Streams | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Concentration risk, number of customers | Customer | 0 | |||||||||||||||||||||||
Concentration risk, percentage | 10.00% | |||||||||||||||||||||||
State of Arizona | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Number of operating segment | Segment | 1 | |||||||||||||||||||||||
Previously Reported | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Amortization of deferred debt issuance costs and discounts | 327,000 | |||||||||||||||||||||||
Common Stock | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Number of common share equivalents | shares | 19,467 | 43,395 | 43,395 | |||||||||||||||||||||
Water Services | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Service revenue recognized in connection fees | $ 236,000 | $ 276,000 | $ 366,000 | |||||||||||||||||||||
Private Letter Ruling | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Gain on condemnation of Valencia | $ 19,400,000 | |||||||||||||||||||||||
IPO | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Stock issued during period, shares, new issues | shares | 1,164,800 | |||||||||||||||||||||||
Stock issued during period, price per share | $ / shares | $ 6.25 | |||||||||||||||||||||||
Proceeds from issuance initial public offering | $ 7,300,000 | |||||||||||||||||||||||
Underwriter | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Proceeds from issuance initial public offering | $ 1,100,000 | |||||||||||||||||||||||
Underwriter | Maximum | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Stock issued during period, shares, new issues | shares | 174,720 | |||||||||||||||||||||||
GWR Global Water Resources Corp | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Business combination, accounts payable | 731,000 | 731,000 | 731,000 | |||||||||||||||||||||
Business combination, deferred compensation | 353,000 | |||||||||||||||||||||||
Business combination, tax liability | $ 1,400,000 | 1,400,000 | 1,400,000 | |||||||||||||||||||||
Sonoran Utility Services, LLC (“Sonoran”) | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Liability assumed from acquisition | $ 2,800,000 | $ 3,800,000 | ||||||||||||||||||||||
Reduction in acquisition liability | $ 1,000,000 | |||||||||||||||||||||||
Gain from acquisition liability recorded in other income | 954,000 | |||||||||||||||||||||||
Willow Valley | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Proceeds from sale of productive assets | $ 2,300,000 | |||||||||||||||||||||||
Loss of disposal group recorded in other expense | $ 54,000 | $ 176,000 | ||||||||||||||||||||||
Transfer of Project Agreement | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Other income (expense) | $ 3,300,000 | |||||||||||||||||||||||
Valencia | ||||||||||||||||||||||||
Accounting Policies [Line Items] | ||||||||||||||||||||||||
Proceeds from the condemnation of Valencia | $ 55,000,000 | |||||||||||||||||||||||
Proceeds from additional working capital adjustments | $ 108,000 | |||||||||||||||||||||||
Gain on condemnation of Valencia | 43,000,000 | |||||||||||||||||||||||
Discontinued operation, tax effect of discontinued operation | $ 20,200,000 | |||||||||||||||||||||||
Growth premium receivable for each new water meter installed | 3,000 | 3,000 | ||||||||||||||||||||||
Maximum payout of growth premium receivable | $ 45,000,000 | $ 45,000,000 | ||||||||||||||||||||||
Period for maximum payout of growth premium receivable | 20 years | |||||||||||||||||||||||
Maximum payout of growth premium receivable expiration date | Dec. 31, 2034 | |||||||||||||||||||||||
Other nonoperating income | $ 1,200,000 |
Description of Business, Basi35
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements - Schedule of Assets and Liabilities included within Agreements (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Long Lived Assets Held For Sale [Line Items] | ||
Property, plant and equipment | $ 273,366,000 | $ 258,244,000 |
Less accumulated depreciation | (72,877,000) | (64,092,000) |
Net property, plant and equipment | 200,489,000 | 194,152,000 |
Goodwill | 0 | 0 |
TOTAL ASSETS | 238,819,000 | 235,742,000 |
Advances in aid of construction | 61,996,000 | 61,480,000 |
Contributions in aid of construction — net | 4,585,000 | 4,426,000 |
Total liabilities | $ 223,628,000 | 215,679,000 |
Willow Valley | ||
Long Lived Assets Held For Sale [Line Items] | ||
Property, plant and equipment | 5,223,000 | |
Less accumulated depreciation | (2,606,000) | |
Net property, plant and equipment | 2,617,000 | |
Goodwill | 223,000 | |
TOTAL ASSETS | 2,840,000 | |
Advances in aid of construction | 70,000 | |
Contributions in aid of construction — net | 423,000 | |
Total liabilities | $ 493,000 |
Description of Business, Basi36
Description of Business, Basis of Presentation, Corporate Transactions, Significant Accounting Policies, and Recent Accounting Pronouncements - Summary of Restricted Cash Balance (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Restricted Cash And Cash Equivalents Items [Line Items] | ||
Restricted cash balance | $ 228 | $ 9,042 |
Bond Reserve | ||
Restricted Cash And Cash Equivalents Items [Line Items] | ||
Restricted cash balance | 8,824 | |
HUF Funds | ||
Restricted Cash And Cash Equivalents Items [Line Items] | ||
Restricted cash balance | 10 | 38 |
Certificate of Deposits | ||
Restricted Cash And Cash Equivalents Items [Line Items] | ||
Restricted cash balance | $ 218 | $ 180 |
Regulatory Decision and Relat37
Regulatory Decision and Related Accounting and Policy Changes - Additional Information (Details) $ in Thousands | Jul. 09, 2012Utility | Dec. 31, 2016USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Jan. 01, 2014USD ($) | Jan. 01, 2010USD ($) |
Public Utilities General Disclosures [Line Items] | ||||||
Number of utilities to adjust revenue requirement | Utility | 7 | |||||
Requested collective rate of increase over revenue | 28.00% | |||||
Approved collective revenue increase | $ 3,600 | |||||
Adopted rate of return on common equity | 9.50% | |||||
Percentage of hook up fee liability to be recorded on ICFA receipts | 70.00% | |||||
Percentage of deferred revenue to be recorded on ICFA receipts | 30.00% | |||||
ICFA fee as deferred revenue | The Company is responsible for assuring the full HUF value is paid from ICFA proceeds, and recorded in its full amount, even if it results in recording less than 30% of the ICFA fee as deferred revenue. | |||||
Regulatory assets | $ 110 | $ 227 | ||||
Regulatory assets, amortization period | 3 years | |||||
Intangible assets offset by regulatory liability | $ 11,200 | |||||
Percentage reversal of regulatory liability | 30.00% | |||||
Reversal of regulatory liability | $ 3,400 | |||||
Percentage of regulatory liability | 70.00% | |||||
Regulatory liability | $ 7,859 | 7,859 | $ 11,400 | |||
ICFA [Member] | ||||||
Public Utilities General Disclosures [Line Items] | ||||||
Deferred revenue | $ 19,700 | $ 19,700 |
Regulatory Decision and Relat38
Regulatory Decision and Related Accounting and Policy Changes - Summary of Collective Revenue Requirement Phased-in Over Time (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Regulated Operations [Abstract] | |
2015, Incremental revenue requirement | $ 1,083 |
2016, Incremental revenue requirement | 887 |
2017, Incremental revenue requirement | 335 |
2018, Incremental revenue requirement | 335 |
2019, Incremental revenue requirement | 335 |
2020, Incremental revenue requirement | 335 |
2021, Incremental revenue requirement | 335 |
2015, Cumulative revenue requirement | 1,083 |
2016, Cumulative revenue requirement | 1,970 |
2017, Cumulative revenue requirement | 2,305 |
2018, Cumulative revenue requirement | 2,640 |
2019, Cumulative revenue requirement | 2,975 |
2020, Cumulative revenue requirement | 3,310 |
2021, Cumulative revenue requirement | $ 3,645 |
Property, Plant, and Equipmen39
Property, Plant, and Equipment - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 273,366 | $ 258,244 |
Less accumulated depreciation | (72,877) | (64,092) |
Net property, plant and equipment | 200,489 | 194,152 |
Mains/Lines/Sewers | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 115,790 | 113,318 |
Property plant and equipment, average depreciation life | 47 years | |
Plant | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 67,744 | 64,983 |
Property plant and equipment, average depreciation life | 25 years | |
Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 29,100 | 27,961 |
Property plant and equipment, average depreciation life | 10 years | |
Meters | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 4,637 | 4,253 |
Property plant and equipment, average depreciation life | 12 years | |
Furniture, Fixture and Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 383 | 386 |
Property plant and equipment, average depreciation life | 8 years | |
Computer and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 1,056 | 1,022 |
Property plant and equipment, average depreciation life | 5 years | |
Software | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 240 | 177 |
Property plant and equipment, average depreciation life | 3 years | |
Land and Land Rights | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 764 | 752 |
Other | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | 226 | 148 |
Construction Work-In-Process | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 53,426 | $ 45,244 |
Accounts Receivable - Summary o
Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Receivables [Abstract] | ||
Billed receivables | $ 1,547 | $ 1,326 |
Less allowance for doubtful accounts | (76) | (194) |
Accounts receivable - net | $ 1,471 | $ 1,132 |
Accounts Receivable - Summary41
Accounts Receivable - Summary of Allowance for Doubtful Accounts Activity (Details) - Allowance for Doubtful Accounts, Current - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for doubtful accounts: | |||
Balance at Beginning of Period | $ (194) | $ (158) | $ (102) |
Additions Charged to Expense | (52) | (36) | (92) |
Charged to Other Accounts | (12) | (21) | |
Write-offs | 170 | 12 | 57 |
Balance at End of Period | $ (76) | $ (194) | $ (158) |
Equity Method Investment and 42
Equity Method Investment and Convertible Note - Additional Information (Details) - USD ($) | Jun. 05, 2013 | Nov. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule Of Equity Method Investments [Line Items] | ||||||
Equity method investment | $ 480,000 | $ 821,000 | ||||
Gain (loss) from qualified financing | (340,000) | (329,000) | $ 144,000 | |||
Convertible Promissory Note | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Equity method investment | $ 750,000 | |||||
Convertible promissory note, interest rate | 10.00% | |||||
Convertible promissory note, maturity date | Dec. 31, 2014 | |||||
FATHOM | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Equity method investment | 480,000 | 821,000 | ||||
Ownership percentage of common and preferred units | 8.00% | |||||
Gain (loss) from qualified financing | $ 1,000,000 | |||||
FATHOM | Other Income | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Gain (loss) from qualified financing | $ (340,000) | $ (330,000) | $ 144,000 | |||
FATHOM | Minimum | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Sale price, per unit | $ 1.75 | |||||
Aggregate proceeds from sale of shares exclusive of conversion amount | $ 15,000,000 | |||||
FATHOM | Common Units | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Equity method investment | $ 98,000 | |||||
FATHOM | Series A Preferred Units | ||||||
Schedule Of Equity Method Investments [Line Items] | ||||||
Equity method investment | $ 750,000 |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Indefinite lived intangible assets, Net Amount | $ 1,545 | $ 1,545 |
Amortized intangible assets, Gross Amount | 25,384 | 25,384 |
Amortized intangible assets, Accumulated Amortization | (14,157) | (14,157) |
Amortized intangible assets, Net Amount | 11,227 | 11,227 |
Total intangible assets, Gross Amount | 26,929 | 26,929 |
Total intangible assets, Net Amount | 12,772 | 12,772 |
Acquired ICFAs | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Amortized intangible assets, Gross Amount | 17,978 | 17,978 |
Amortized intangible assets, Accumulated Amortization | (12,154) | (12,154) |
Amortized intangible assets, Net Amount | 5,824 | 5,824 |
Sonoran contract rights | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Amortized intangible assets, Gross Amount | 7,406 | 7,406 |
Amortized intangible assets, Accumulated Amortization | (2,003) | (2,003) |
Amortized intangible assets, Net Amount | 5,403 | 5,403 |
CP Water Certificate of Convenience & Necessity service area | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Indefinite lived intangible assets, Net Amount | 1,532 | 1,532 |
Intangible Trademark | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Indefinite lived intangible assets, Net Amount | $ 13 | $ 13 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | |||
Amortization of intangible assets | $ 0 | $ 0 | $ 0 |
Goodwill | $ 0 | 0 | |
Valencia | |||
Goodwill [Line Items] | |||
Goodwill written off related with condemnation | 12,700,000 | ||
Willow Valley | |||
Goodwill [Line Items] | |||
Goodwill | 223,000 | ||
Impairment of goodwill | $ 176,000 |
Transactions With Related Par45
Transactions With Related Parties - Additional Information (Details) | Nov. 17, 2016$ / Wateraccount | Dec. 31, 2016USD ($)$ / Wateraccount | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | May 03, 2016USD ($) | Jan. 19, 2016 |
Related Party Transaction [Line Items] | ||||||
Employee medical claims paid | $ 533,000 | $ 493,000 | $ 532,000 | |||
Global Water Management | ||||||
Related Party Transaction [Line Items] | ||||||
Balance of advance | $ 333,000 | 306,000 | ||||
Global Water Management | FATHOM Services | ||||||
Related Party Transaction [Line Items] | ||||||
Estimated cost per water account/month | $ / Wateraccount | 6.24 | |||||
Estimated annual cost | $ 1,400,000 | |||||
Cost of services | 1,900,000 | 2,200,000 | 2,400,000 | |||
GWR Global Water Resources Corp | ||||||
Related Party Transaction [Line Items] | ||||||
Business combination, accounts payable | 731,000 | $ 731,000 | ||||
Business combination, deferred compensation | 353,000 | |||||
Business combination, tax liability | 1,400,000 | 1,400,000 | ||||
Business combination, outstanding tax liability | 178,000 | |||||
GWR Global Water Resources Corp | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage | 47.80% | |||||
Equity distribution payments on behalf of related party | 650,000 | 1,400,000 | 505,000 | |||
Cash advance to related parties | $ 0 | 12,700,000 | ||||
Balance of advance | 0 | $ 0 | ||||
Global Water Management | ||||||
Related Party Transaction [Line Items] | ||||||
Purchase agreement period | 10 years | |||||
Services agreement contract term | 10 years | |||||
Royalty | $ 355,000 | $ 326,000 | $ 272,000 | |||
Amended services agreement, Maturity date | Dec. 31, 2026 | |||||
Global Water Management | Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Royalty payments | $ 15,000,000 | |||||
Global Water Management | Services Agreement Before Amendment | ||||||
Related Party Transaction [Line Items] | ||||||
Estimated cost per water account/month | $ / Wateraccount | 7.79 | |||||
Global Water Management | Services Agreement After Amendment | ||||||
Related Party Transaction [Line Items] | ||||||
Estimated cost per water account/month | $ / Wateraccount | 6.24 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred compensation | $ 1,920 | $ 598 |
Property taxes | 910 | 958 |
Interest | 483 | 877 |
Dividend payable | 458 | 452 |
Other accrued liabilities | 2,398 | 2,252 |
Total accrued liabilities | 7,602 | $ 5,137 |
Meter Replacement | ||
Meter replacement - related party | 1,255 | |
GWR Global Water Resources Corp | ||
Tax obligation related to GWRC merger | $ 178 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Balances and Maturity Dates for Short Term and Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Capital lease obligations, short-term | $ 25 | $ 109 |
Long-term debt and capital leases — current portion | 25 | 1,994 |
Long-term debt | 115,000 | 104,472 |
Capital lease obligations, long-term | 54 | 178 |
Debt issuance costs | (737) | (2,233) |
Total debt, long-term | 114,317 | 102,417 |
Notes and Bonds Payable | ||
Debt Instrument [Line Items] | ||
Short-term debt | 1,885 | |
Long-term debt | 115,000 | 104,472 |
Notes and Bonds Payable | 4.380% Series A 2016, maturing June 2028 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 28,750 | |
Notes and Bonds Payable | 5.450% Series 2006, Maturing December 1, 2017 | ||
Debt Instrument [Line Items] | ||
Short-term debt | 1,000 | |
Long-term debt | 1,040 | |
Notes and Bonds Payable | 4.580% Series B 2016, maturing June 2036 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 86,250 | |
Notes and Bonds Payable | 5.600% Series 2006, Maturing December 1, 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 6,215 | |
Notes and Bonds Payable | 5.750% Series 2006, Maturing December 1, 2032 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 23,370 | |
Notes and Bonds Payable | 6.550% Series 2007, Maturing December 1, 2037 | ||
Debt Instrument [Line Items] | ||
Short-term debt | 700 | |
Long-term debt | 50,177 | |
Notes and Bonds Payable | 6.375% Series 2008, Maturing December 1, 2018 | ||
Debt Instrument [Line Items] | ||
Short-term debt | 185 | |
Long-term debt | 435 | |
Notes and Bonds Payable | 7.500% Series 2008, Maturing December 1, 2038 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 23,235 |
Debt - Schedule of Outstandin48
Debt - Schedule of Outstanding Balances and Maturity Dates for Short Term and Long Term Debt (Parenthetical) (Details) - Notes and Bonds Payable - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
4.380% Series A 2016, maturing June 2028 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 4.38% | |
Debt instrument, maturity date | 2028-06 | |
4.580% Series B 2016, maturing June 2036 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 4.58% | |
Debt instrument, maturity date | 2036-06 | |
5.450% Series 2006, Maturing December 1, 2017 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 5.45% | |
Debt instrument, maturity date | Dec. 1, 2017 | |
5.600% Series 2006, Maturing December 1, 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 5.60% | |
Debt instrument, maturity date | Dec. 1, 2022 | |
5.750% Series 2006, Maturing December 1, 2032 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 5.75% | |
Debt instrument, maturity date | Dec. 1, 2032 | |
6.550% Series 2007, Maturing December 1, 2037 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 6.55% | |
Debt instrument, maturity date | Dec. 1, 2037 | |
Debt instrument, unamortized discount | $ 338 | |
6.375% Series 2008, Maturing December 1, 2018 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 6.375% | |
Debt instrument, maturity date | Dec. 1, 2018 | |
7.500% Series 2008, Maturing December 1, 2038 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 7.50% | |
Debt instrument, maturity date | Dec. 1, 2038 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jun. 24, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 01, 2008 | Nov. 19, 2007 | Dec. 28, 2006 |
Debt Instrument [Line Items] | |||||||
Prepayment penalty | $ 3,201,000 | ||||||
Write off of capitalized loan fees | 2,165,000 | $ 282,000 | $ 696,000 | ||||
Unamortized debt Issuance Costs, Net | 737,000 | 2,233,000 | |||||
Long-term debt, noncurrent | 115,000,000 | 104,472,000 | |||||
Long-term debt, fair value | $ 108,400,000 | $ 116,700,000 | |||||
2016 Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Redemption percentage of principal amount | 103.00% | ||||||
Debt instrument, face amount | $ 115,000,000 | ||||||
Debt instrument, interest rate | 4.55% | ||||||
Prepayment penalty | $ 3,200,000 | ||||||
Write off of capitalized loan fees | $ 2,200,000 | ||||||
Debt instrument, covenant description | The senior secured notes require the Company maintain a debt service coverage ratio of consolidated EBITDA to consolidated debt service of at least 1.10 to 1.00. Consolidated EBITDA is calculated as net income plus depreciation, taxes, interest and other non-cash charges net of non-cash income. Consolidated debt service is calculated as interest expense, principal payments, and dividend or stock repurchases. The senior secured notes also contain a provision limiting the payment of dividends if the Company falls below a debt service ratio of 1.25. However, for the quarter ending June 30, 2021 through the quarter ending March 31, 2024, the ratio drops to 1.20. As of December 31, 2016, the Company was in compliance with its financial debt covenants. | ||||||
Debt service coverage ratio | 110.00% | ||||||
Debt service coverage ratio limiting dividend payment | 125.00% | ||||||
Future Debt service coverage ratio for June 30, 2021 through the quarter ending March 31, 2024 | 120.00% | ||||||
2016 Senior Secured Notes | Series A Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 28,800,000 | ||||||
Debt instrument, interest rate | 4.38% | ||||||
Debt instrument, term | 12 years | ||||||
Debt instrument, maturity date | Jun. 15, 2028 | ||||||
2016 Senior Secured Notes | Series B Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 86,300,000 | ||||||
Debt instrument, interest rate | 4.58% | ||||||
Debt instrument, term | 20 years | ||||||
Debt instrument, payment description | Series B is interest only for the first five years, with $1.9 million principal payments paid semiannually thereafter. | ||||||
Debt Instrument, principal payments | $ 1,900,000 | ||||||
Tax Exempt Bonds | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 24,550,000 | $ 53,624,000 | $ 36,495,000 | ||||
Debt instrument, unamortized discount | $ 511,000 |
Debt - Schedule of Aggregate An
Debt - Schedule of Aggregate Annual Maturities of Debt And Minimum Lease Payments Under Capital Lease Obligations (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
Debt, 2021 | $ 1,917 |
Debt, thereafter | 113,083 |
Debt, subtotal | 115,000 |
Capital lease obligations, 2017 | 25 |
Capital lease obligations, 2018 | 32 |
Capital lease obligations, 2019 | 25 |
Capital lease obligations, 2020 | 6 |
Capital lease obligations, subtotal | 88 |
amount representing interest | (9) |
Capital lease obligations, total | $ 79 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||
Uncertain tax positions | $ 0 | $ 0 | |
Valuation allowance related to state net operating loss carryforwards | $ 8,500 | $ 8,500 | |
Effective tax rate | 34.60% | 49.10% | (37.00%) |
Federal statutory rate | 34.00% | ||
Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Net operating loss carry forward expiration year | 2,030 | ||
Latest Tax Year | |||
Income Taxes [Line Items] | |||
Net operating loss carry forward expiration year | 2,036 | ||
State | |||
Income Taxes [Line Items] | |||
NOL carryforwards | $ 7,200,000 | ||
Federal | |||
Income Taxes [Line Items] | |||
NOL carryforwards | $ 13,900,000 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Benefit from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components Of Income Tax Expense Benefit Continuing Operations [Abstract] | |||
Current income tax expense (benefit), Federal | $ 121 | $ 63 | $ (10) |
Deferred income tax expense (benefit), Federal | (1,470) | 17,735 | (15,472) |
Income tax benefit, Federal | (1,349) | 17,798 | (15,482) |
Current income tax expense (benefit), State | (1) | ||
Deferred income tax expense (benefit), State | (140) | 2,825 | (1,512) |
Income tax expense (benefit), State | (140) | 2,825 | (1,513) |
Current income tax expense (benefit), Total | 121 | 63 | (11) |
Deferred income tax expense (benefit), Total | (1,610) | 20,560 | (16,984) |
Income tax expense (benefit), Total | $ (1,489) | $ 20,623 | $ (16,995) |
Income Taxes - Schedule of In53
Income Taxes - Schedule of Income Tax Benefit Computed Using Federal Statutory Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Computed federal tax expense (benefit) at statutory rate | $ (1,476) | $ 14,275 | $ 16,298 |
State income taxes - net of federal tax benefit | (140) | 1,865 | 2,056 |
Gain on condemnation of Valencia | 4,312 | ||
Valuation allowance | (35,800) | ||
Other differences | 127 | 171 | 451 |
Income tax expense (benefit), Total | $ (1,489) | $ 20,623 | $ (16,995) |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Deferred Tax Liabilities Including Valuation Allowance (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
DEFERRED TAX ASSETS: | ||
Taxable meter deposits | $ 40 | $ 46 |
Net operating loss carry forwards | 4,976 | 5,322 |
Balterra intangible asset acquisition | 336 | 336 |
Deferred gain on Sale of GWM | 1,652 | 1,705 |
Deferred gain on ICFA funds received | 7,350 | 7,346 |
Equity investment loss | 459 | 333 |
Property, plant and equipment, deferred tax assets | 863 | |
Other | 1,606 | 482 |
Total deferred tax assets | 16,419 | 16,433 |
Valuation allowance | (9) | (9) |
Net deferred tax asset | 16,410 | 16,424 |
DEFERRED TAX LIABILITIES: | ||
CP Water intangible asset acquisition | (571) | (571) |
ICFA intangible asset | (502) | (141) |
Property, plant and equipment | (642) | |
Gain on condemnation of Valencia | (17,078) | (19,876) |
Total deferred tax liabilities | (18,793) | (20,588) |
Net deferred tax liability | $ (2,383) | $ (4,164) |
Deferred Compensation Awards -
Deferred Compensation Awards - Additional Information (Details) | May 20, 2016$ / shares | Apr. 28, 2016 | May 31, 2016shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | May 02, 2016$ / CAD |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of options outstanding, to acquire shares of GWRI common stock | shares | 368,395 | ||||||
Stock split, conversion ratio | 100.68 | ||||||
Increase in SAR liability | $ 103,000 | ||||||
Revaluation of SAR liability, taxes | $ 38,000 | ||||||
Foreign exchange rate translation | $ / CAD | 0.7969 | ||||||
Phantom Stock Units (PSUs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting terms | Vesting occurs ratably over 12 consecutive quarters beginning in the period granted. | ||||||
Stock Appreciation Rights (SARs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Increase in SAR liability | $ 103,000 | ||||||
Revaluation of SAR liability, taxes | 38,000 | ||||||
PSUs and SARs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 1,800,000 | $ 695,000 | $ 1,300,000 | ||||
2011 stock option grant | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of options outstanding, to acquire shares of GWRI common stock | shares | 43,395 | 43,395 | |||||
Stock options, remaining contractual life | 1 year 9 months | ||||||
Split-adjusted exercise price of options | $ / shares | $ 8.65 | ||||||
Stock split, conversion ratio | 100.68 | ||||||
2016 stock option grant | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, options granted | shares | 325,000 | ||||||
Options, exercise price per share | $ / shares | $ 7.50 | ||||||
Vesting terms | The options vest over a two-year period, with 50% vesting on May 2017 and 50% vesting on May 2018. | ||||||
Expiration period | 3 years | ||||||
Fair value of the stock option expense | $ 2,100,000 | ||||||
2016 stock option grant | Common Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 649,000 | $ 0 | $ 0 | ||||
2016 stock option grant | Vest on May 2017 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting percentage | 50.00% | ||||||
2016 stock option grant | Vest on May 2018 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting percentage | 50.00% |
Deferred Compensation Awards 56
Deferred Compensation Awards - Schedule of Total Awards Granted and Number of Units Outstanding (Details) - Phantom Stock Units (PSUs) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 634,004,000 | |
Units Outstanding | 38,506,000 | |
Amounts Paid | $ 167 | $ 1,592 |
Q4 2010 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 350,000,000 | |
Amounts Paid | 1,398 | |
Q1 2012 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 135,079,000 | |
Amounts Paid | 38 | |
Q1 2013 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 76,492,000 | |
Amounts Paid | $ 29 | 110 |
Q1 2014 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 8,775,000 | |
Units Outstanding | 371,000 | |
Amounts Paid | $ 10 | 8 |
Q1 2015 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 28,828,000 | |
Units Outstanding | 12,012,000 | |
Amounts Paid | $ 82 | $ 38 |
Q1 2016 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Units Granted | 34,830,000 | |
Units Outstanding | 26,123,000 | |
Amounts Paid | $ 46 |
Deferred Compensation Awards 57
Deferred Compensation Awards - Schedule of Recipients of Awards, Grant Date, Units Granted, Exercise Price, Outstanding Shares and Amounts Paid (Details) - Stock Appreciation Rights (SARs) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016CAD / sharesshares | Dec. 31, 2015USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 951,091 | ||
Units Outstanding | 628,500 | 628,500 | |
Amounts Paid | $ | $ 400 | $ 104 | |
Employees below senior management level | Q1 2012 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 152,091 | ||
Exercise Price | CAD / shares | CAD 4 | ||
Amounts Paid | $ | 67 | ||
Key Executive | Q3 2013 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 100,000 | ||
Exercise Price | $ / shares | $ 1.59 | ||
Units Outstanding | 45,000 | 45,000 | |
Amounts Paid | $ | $ 151 | $ 37 | |
Key Executive | Q4 2013 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 100,000 | ||
Exercise Price | $ / shares | $ 2.69 | ||
Units Outstanding | 50,500 | 50,500 | |
Amounts Paid | $ | $ 137 | ||
Key Executive | Q2 2015 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 300,000 | ||
Exercise Price | $ / shares | $ 5.13 | ||
Units Outstanding | 300,000 | 300,000 | |
Members of Management | Q1 2015 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Units Granted | 299,000 | ||
Exercise Price | $ / shares | $ 4.26 | ||
Units Outstanding | 233,000 | 233,000 | |
Amounts Paid | $ | $ 112 |
Deferred Compensation Awards 58
Deferred Compensation Awards - Schedule of Recipients of Awards, Grant Date, Units Granted, Exercise Price, Outstanding Shares and Amounts Paid (Parenthetical) (Details) - Stock Appreciation Rights (SARs) | 12 Months Ended |
Dec. 31, 2016 | |
Employees below senior management level | Q1 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting terms | The SARs vested in equal installments over four quarters |
Expiration period | 4 years |
Key Executive | Q3 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting terms | The SARs vest ratably over sixteen quarters from the grant date |
Key Executive | Q4 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting terms | The SARs vest ratably over sixteen quarters from the grant date |
Key Executive | Q2 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting terms | The SARs vest over sixteen quarters, vesting 20% per year for the first three years, with the remainder (40%) vesting in year four. |
Key Executive | Q2 2015 | First Three Years | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 20.00% |
Key Executive | Q2 2015 | Year Four | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 40.00% |
Members of Management | Q1 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting terms | The SARs vest ratably over sixteen quarters from the grant date |
Deferred Compensation Awards 59
Deferred Compensation Awards - Schedule of Estimated Future Compensation Expense (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Phantom Stock Units (PSUs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
2,017 | $ 193 |
2,018 | 106 |
Total | 299 |
Stock Appreciation Rights (SARs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
2,017 | 909 |
2,018 | 692 |
2,019 | 97 |
Total | $ 1,698 |
Supplemental Cash Flow Inform60
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental Cash Flow Elements [Abstract] | |||
Cash paid for interest | $ 5,969,000 | $ 7,475,000 | $ 8,116,000 |
Cash paid for taxes | 184,000 | ||
Cash paid for bond prepayment fee | 3,201,000 | ||
Reclassification of deferred IPO costs to equity | 97,000 | ||
Capital expenditures included in accounts payable and accrued liabilities | 2,909,000 | $ 184,000 | 253,000 |
Deferred compensation change in accounting principle | $ 103,000 | ||
Bond reserve funds used to repay bond debt | 1,833,000 | ||
Equity method investment gain on recapitalization of FATHOM | $ 1,088,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - Office Space - USD ($) | 1 Months Ended | 12 Months Ended | ||
Feb. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Loss Contingencies [Line Items] | ||||
Operating leases term of expiration | 2016-02 | |||
Operating leases term of lease agreement | 3 years | |||
Operating leases monthly rental expense related to new agreement | $ 8,000 | |||
Operating leases rent expense | $ 92,000 | $ 64,000 | $ 70,000 |
Selected Quarterly Financial 62
Selected Quarterly Financial Data (Unaudited) - Summary of Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2004 | |
Selected Quarterly Financial Information [Abstract] | ||||||||||||
Revenues | $ 7,214 | $ 8,180 | $ 7,589 | $ 6,816 | $ 7,109 | $ 8,143 | $ 9,082 | $ 7,622 | $ 29,799 | $ 31,956 | $ 32,559 | $ 4,900 |
Operating income | 718 | 2,665 | 826 | 1,061 | 1,416 | 2,056 | 2,280 | 775 | 5,270 | 6,527 | 54,791 | |
Net (loss) income | $ (90) | $ 1,146 | $ (3,594) | $ (314) | $ (30) | $ 21,905 | $ 403 | $ (915) | $ (2,852) | $ 21,363 | $ 64,931 | |
Basic earnings/(loss) per common share | $ 0 | $ 0.06 | $ (0.19) | $ (0.02) | $ 0 | $ 1.20 | $ 0.02 | $ (0.05) | $ (0.15) | $ 1.17 | $ 3.54 | |
Diluted earnings/(loss) per common share | $ 0 | $ 0.06 | $ (0.19) | $ (0.02) | $ 0 | $ 1.20 | $ 0.02 | $ (0.05) | $ (0.15) | $ 1.17 | $ 3.54 |