Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 05, 2013 | |
Document Information [Line Items] | ' | ' |
Entity Registrant Name | 'CONSOLIDATED WATER CO LTD | ' |
Entity Central Index Key | '0000928340 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Trading Symbol | 'CWCO | ' |
Entity Common Stock, Shares Outstanding | ' | 14,646,948 |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Fiscal Year Focus | '2013 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
ASSETS | ' | ' |
Cash and cash equivalents | $30,823,185 | $33,892,655 |
Certificate of deposit | 5,000,000 | 0 |
Marketable securities | 8,586,090 | 8,570,338 |
Accounts receivable, net | 15,873,484 | 12,516,466 |
Inventory | 1,325,247 | 1,757,601 |
Prepaid expenses and other current assets | 2,666,949 | 2,709,185 |
Current portion of loans receivable | 1,737,285 | 1,812,532 |
Total current assets | 66,012,240 | 61,258,777 |
Property, plant and equipment, net | 59,619,236 | 58,993,406 |
Construction in progress | 854,064 | 2,612,800 |
Inventory, non-current | 4,048,745 | 3,970,241 |
Loans receivable | 7,751,561 | 9,028,279 |
Investment in OC-BVI | 6,930,384 | 6,925,346 |
Intangible assets, net | 1,185,827 | 1,455,015 |
Goodwill | 3,499,037 | 3,499,037 |
Investment in land | 12,025,566 | 0 |
Other assets | 2,828,018 | 2,706,185 |
Total assets | 164,754,678 | 150,449,086 |
LIABILITIES AND EQUITY | ' | ' |
Accounts payable and other current liabilities | 6,378,188 | 5,883,666 |
Dividends payable | 1,163,680 | 1,158,967 |
Current portion of long term debt | 1,740,527 | 1,647,493 |
Land purchase obligation | 10,050,000 | 0 |
Total current liabilities | 19,332,395 | 8,690,126 |
Long term debt | 3,887,895 | 5,205,167 |
Other liabilities | 319,971 | 435,413 |
Total liabilities | 23,540,261 | 14,330,706 |
Equity | ' | ' |
Redeemable preferred stock, $0.60 par value. Authorized200,000 shares; issued and outstanding 38,468 and 30,265 shares, respectively | 23,081 | 18,159 |
Additional paid-in capital | 83,132,069 | 82,467,421 |
Retained earnings | 47,169,242 | 42,965,179 |
Cumulative translation adjustment | -373,032 | -15,400 |
Total Consolidated Water Co. Ltd. stockholders' equity | 138,739,039 | 134,191,166 |
Non-controlling interests | 2,475,378 | 1,927,214 |
Total equity | 141,214,417 | 136,118,380 |
Total liabilities and equity | 164,754,678 | 150,449,086 |
Class A Common Stock [Member] | ' | ' |
Equity | ' | ' |
Common stock | 8,787,679 | 8,755,807 |
Common Class B [Member] | ' | ' |
Equity | ' | ' |
Common stock | $0 | $0 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Redeemable preferred stock, par value (in dollars per share) | $0.60 | $0.60 |
Redeemable preferred stock, authorized | 200,000 | 200,000 |
Redeemable preferred stock, issued | 38,468 | 30,265 |
Redeemable preferred stock, outstanding | 38,468 | 30,265 |
Class A Common Stock [Member] | ' | ' |
Common stock, par value (in dollars per share) | $0.60 | $0.60 |
Common stock, authorized | 24,655,000 | 24,655,000 |
Common stock, issued | 14,646,132 | 14,593,011 |
Common stock, outstanding | 14,646,132 | 14,593,011 |
Class B Common Stock [Member] | ' | ' |
Common stock, par value (in dollars per share) | $0.60 | $0.60 |
Common stock, authorized | 145,000 | 145,000 |
Common stock, issued | 0 | 0 |
Common stock, outstanding | 0 | 0 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Retail water revenues | $5,023,591 | $5,703,233 | $17,598,200 | $18,138,615 |
Bulk water revenues | 10,239,552 | 10,031,176 | 30,258,814 | 30,313,063 |
Services revenues | 175,438 | 105,727 | 706,144 | 347,964 |
Total revenues | 15,438,581 | 15,840,136 | 48,563,158 | 48,799,642 |
Cost of retail revenues | 2,661,463 | 2,798,560 | 8,366,391 | 8,720,675 |
Cost of bulk revenues | 7,280,151 | 7,777,247 | 21,514,909 | 23,301,186 |
Cost of services revenues | 270,082 | 29,335 | 836,945 | 183,238 |
Total cost of revenues | 10,211,696 | 10,605,142 | 30,718,245 | 32,205,099 |
Gross profit | 5,226,885 | 5,234,994 | 17,844,913 | 16,594,543 |
General and administrative expenses | 4,308,851 | 4,089,575 | 11,472,549 | 11,052,833 |
Income from operations | 918,034 | 1,145,419 | 6,372,364 | 5,541,710 |
Other income (expense): | ' | ' | ' | ' |
Interest income | 232,820 | 198,604 | 582,704 | 649,494 |
Interest expense | -117,242 | -146,880 | -374,512 | -737,330 |
Profit sharing income from OC-BVI | 20,250 | 0 | 335,361 | 0 |
Equity in earnings of OC-BVI | 55,359 | 99,932 | 919,552 | 201,693 |
Other | -58,722 | 69,999 | 93,955 | 225,166 |
Other income (expense), net | 132,465 | 221,655 | 1,557,060 | 339,023 |
Net income | 1,050,499 | 1,367,074 | 7,929,424 | 5,880,733 |
Income attributable to non-controlling interests | 141,809 | 62,231 | 424,882 | 275,732 |
Net income attributable to Consolidated Water Co. Ltd. stockholders | $908,690 | $1,304,843 | $7,504,542 | $5,605,001 |
Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders (in dollars per share) | $0.06 | $0.09 | $0.51 | $0.38 |
Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders (in dollars per share) | $0.06 | $0.09 | $0.51 | $0.38 |
Dividends declared per common share (in dollars per share) | $0.08 | $0.08 | $0.23 | $0.23 |
Weighted average number of common shares used in the determination of: | ' | ' | ' | ' |
Basic earnings per share (in shares) | 14,644,740 | 14,580,946 | 14,626,755 | 14,576,790 |
Diluted earnings per share (in shares) | 14,734,916 | 14,617,195 | 14,682,186 | 14,604,398 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Net Income | $908,690 | $1,304,843 | $7,504,542 | $5,605,001 |
Other comprehensive income (loss) | ' | ' | ' | ' |
Foreign currency translation adjustment | -303,195 | -6,259 | -357,632 | -6,259 |
Total other comprehensive income (loss) | -303,195 | -6,259 | -357,632 | -6,259 |
Comprehensive income (loss) | 747,304 | 1,360,815 | 7,571,792 | 5,874,474 |
Comprehensive income attributable to the non-controlling interest | 126,649 | 61,918 | 407,000 | 275,419 |
Comprehensive income attributable to Consolidated Water Co. Ltd. stockholders | $620,655 | $1,298,897 | $7,164,792 | $5,599,055 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Net cash provided by (used in) operating activities | $8,566,551 | $8,449,864 |
Cash flows from investing activities | ' | ' |
Purchase of certificate of deposit | -5,000,000 | 0 |
Additions to property, plant and equipment and construction in progress | -2,958,494 | -3,057,839 |
Proceeds from sale of equipment | 13,740 | 0 |
Distribution of earnings from OC-BVI | 1,249,875 | 507,525 |
Collections on loans receivable | 1,351,965 | 1,283,518 |
Payment for investment in land | -1,975,566 | 0 |
Payment for NSC option agreement | 0 | -300,000 |
Release of previously restricted cash balances | 0 | 7,500,000 |
Net cash provided by (used in) investing activities | -7,318,480 | 5,933,204 |
Cash flows from financing activities | ' | ' |
Dividends paid | -3,295,765 | -3,283,164 |
Issuance (repurchase) of redeemable preferred stock, net | 9,313 | 1,154 |
Proceeds received from exercise of stock options | 302,807 | 0 |
Principal repayments of long term debt | -1,283,427 | -9,709,821 |
Capital contribution from non-controlling interest | 142,105 | 135,000 |
Repayment of non-revolving credit facility | 0 | -7,500,000 |
Net cash provided by (used in) financing activities | -4,124,967 | -20,356,831 |
Effect of exchange rate changes on cash | -192,574 | -6,258 |
Net increase (decrease) in cash and cash equivalents | -3,069,470 | -5,980,021 |
Cash and cash equivalents at beginning of period | 33,892,655 | 37,624,179 |
Cash and cash equivalents at end of period | 30,823,185 | 31,644,158 |
Interest paid in cash | 294,603 | 559,361 |
Non-cash investing and financing activities | ' | ' |
Issuance of 10,180 and 10,033, respectively, of redeemable preferred stock for services rendered | 110,249 | 77,856 |
Issuance of 11,131 and 10,800, respectively, shares of common stock for services rendered | 82,369 | 92,664 |
Conversion (on a one-to-one basis) of 3,660 and 2,629, respectively, shares of redeemable preferred stock to common stock | 2,196 | 1,577 |
Dividends declared but not paid | 1,101,345 | 1,095,929 |
Obligation incurred for investment in land | 10,050,000 | 0 |
Transfers from inventory to property, plant and equipment | $181,875 | $139,507 |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Parenthetical] | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Stock Issued During Period, Shares, Issued for Services | 11,131 | 10,800 |
Convertible Preferred Stock, Shares Issued upon Conversion | 3,660 | 2,629 |
Equity Option [Member] | Redeemable Preferred Stock [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 10,180 | 10,033 |
Principal_activity
Principal activity | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ' |
Nature of Operations [Text Block] | ' |
1. Principal activity | |
Consolidated Water Co. Ltd., and its subsidiaries (collectively, the “Company”) use reverse osmosis technology to produce potable water from seawater. The Company processes and supplies water to customers in the Cayman Islands, Belize, The Bahamas and Indonesia. The Company sells water to a variety of customers, including public utilities, commercial and tourist properties, residential properties and government utilities. The base prices of water supplied by the Company and adjustments thereto are determined by the terms of the Company’s retail license and its bulk water supply contracts, which provide for adjustments based upon the movement in the government price indices specified in the license and contracts, as well as monthly adjustments for changes in the cost of energy. The Company also provides engineering, design and construction services for water plants, and manages and operates water plants owned by others. | |
Accounting_policies
Accounting policies | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
2. Accounting policies | |
Basis of presentation: | |
The accompanying condensed consolidated financial statements include the accounts of the Company’s (i) wholly-owned subsidiaries, Aquilex, Inc., Cayman Water Company Limited (“Cayman Water”), Consolidated Water (Belize) Limited (“CW-Belize”), Ocean Conversion (Cayman) Limited (“OC-Cayman”), DesalCo Limited (“DesalCo”), Consolidated Water Cooperatief, U.A. (“CW-Coop”); and (ii) majority-owned subsidiaries Consolidated Water (Bahamas) Ltd. (“CW-Bahamas”), N.S.C. Agua, S.A. de C.V. (“NSC”), Consolidated Water (Asia) Pte. Ltd. (“CW-Asia”) and PT Consolidated Water Bali (“CW-Bali”). The Company’s investment in its affiliate, Ocean Conversion (BVI) Ltd. (“OC-BVI”), is accounted for using the equity method of accounting. All significant intercompany balances and transactions have been eliminated in consolidation. | |
The accompanying interim condensed consolidated financial statements are unaudited. These condensed consolidated financial statements reflect all adjustments (which are of a normal recurring nature) that, in the opinion of management, are necessary to fairly present the Company’s financial position, results of operations and cash flows as of and for the periods presented. The results of operations for these interim periods are not necessarily indicative of the operating results for future periods, including the fiscal year ending December 31, 2013. | |
These condensed consolidated financial statements and notes are presented in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) relating to interim financial statements and in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to SEC rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. | |
Foreign currency: | |
The Company’s reporting currency is the United States dollar (“US$”). The functional currency of the Company and its foreign subsidiaries (other than its majority-owned subsidiary, NSC) is the currency for each respective country. The functional currency for NSC is the US$. The exchange rates between the Cayman Islands dollar, the Belize dollar, the Bahamian dollar, and the Bermuda dollar are fixed to the US$. CW-Coop conducts business in US$ and euros, CW-Bali conducts business in US$ and Indonesian rupiahs, and NSC conducts business in US$ and Mexican pesos. The exchange rates for conversion of euros, rupiahs and pesos into US$ vary based upon market conditions. Net foreign currency gains (losses) arising from transactions conducted in foreign currencies were ($117,309) and $24,590 for the three months ended September 30, 2013 and 2012, respectively, and were ($84,614) and $44,521 for the nine months ended September 30, 2013 and 2012, respectively, and are included within Other income (expense) in the condensed consolidated statements of income. | |
Comprehensive income: | |
The Company accounts for comprehensive income (loss) in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 220, Comprehensive Income, which establishes standards for reporting and display of comprehensive income (loss) and its components in a full set of general-purpose financial statements. All items recognized under this statement of accounting standards as components of comprehensive income (loss) are required to be disclosed in the financial statements. Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events from non-owner sources. Comprehensive income (loss) is the total of net income and other comprehensive income (loss) which, for the Company, is comprised entirely of foreign currency translation adjustments related to CW-Bali. | |
Comparative amounts: | |
Certain amounts reported in the financial statements issued in prior periods have been reclassified herein to conform to the current period’s presentation. These reclassifications had no effect on consolidated net income. | |
Fair_value_measurements
Fair value measurements | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Fair Value Inputs [Abstract] | ' | |||||||||||||
Fair Value, Measurement Inputs, Disclosure [Text Block] | ' | |||||||||||||
3. Fair value measurements | ||||||||||||||
As of September 30, 2013 and December 31, 2012, the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and other current liabilities, dividends payable and the land purchase obligation approximate their fair values due to the nature of these items and their short term maturities. Management considers that the carrying amounts for loans receivable and long term debt as of September 30, 2013 and December 31, 2012, approximate their fair values as the stated interest rates approximate market rates for similar instruments. | ||||||||||||||
Under US GAAP, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The US GAAP guidance for fair value also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value: | ||||||||||||||
Level 1 — Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||
Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | ||||||||||||||
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | ||||||||||||||
Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. | ||||||||||||||
The following table presents the Company’s fair value hierarchy for assets and liabilities measured at fair value as of September 30, 2013 and December 31, 2012: | ||||||||||||||
September 30, 2013 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
Assets: | ||||||||||||||
Recurring | ||||||||||||||
Certificate of deposit | $ | - | $ | 5,000,000 | $ | - | $ | 5,000,000 | ||||||
Marketable securities | 8,586,090 | - | - | 8,586,090 | ||||||||||
Total Recurring | $ | 8,586,090 | $ | 5,000,000 | $ | - | $ | 13,586,090 | ||||||
Nonrecurring | ||||||||||||||
Investment in OC-BVI | $ | - | $ | - | $ | 6,930,384 | $ | 6,930,384 | ||||||
December 31, 2012 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
Assets: | ||||||||||||||
Recurring | ||||||||||||||
Marketable securities | $ | 8,570,338 | $ | - | $ | - | $ | 8,570,338 | ||||||
Total Recurring | $ | 8,570,338 | $ | - | $ | - | $ | 8,570,338 | ||||||
Nonrecurring | ||||||||||||||
Investment in OC-BVI | $ | - | $ | - | $ | 6,925,346 | $ | 6,925,346 | ||||||
A reconciliation of the beginning and ending balances for Level 3 investments for the nine months ended September 30, 2013: | ||||||||||||||
Balance as of December 31, 2012 | $ | 6,925,346 | ||||||||||||
Profit sharing and equity from earnings of OC-BVI | 1,254,913 | |||||||||||||
Distribution of earnings from OC-BVI | -1,249,875 | |||||||||||||
Balance as of September 30, 2013 | $ | 6,930,384 | ||||||||||||
Segment_information
Segment information | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||
Segment Reporting Disclosure [Text Block] | ' | |||||||||||||
4. Segment information | ||||||||||||||
The Company has three reportable segments: retail, bulk and services. The retail segment operates the water utility for the Seven Mile Beach and West Bay areas of Grand Cayman Island pursuant to an exclusive license granted by the Cayman Islands government. The bulk segment supplies potable water to government utilities in Grand Cayman, the Bahamas and Belize under long-term contracts. The services segment designs, constructs and sells desalination plants to third parties and provides desalination plant management and operating services to subsidiary and affiliated companies. Consistent with prior periods, the Company records all non-direct general and administrative expenses in its retail segment and does not allocate any of these non-direct expenses to its other two segments. | ||||||||||||||
The Company evaluates each segment’s performance based upon its income from operations. All intercompany transactions are eliminated for segment presentation purposes. | ||||||||||||||
The Company’s segments are strategic business units that are managed separately because, while all segments derive their revenues from desalination-related activities, each segment sells different products and/or services, serves customers with distinctly different needs and generates different gross profit margins. | ||||||||||||||
Three Months Ended September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 5,023,591 | $ | 10,239,552 | $ | 175,438 | $ | 15,438,581 | ||||||
Cost of revenues | 2,661,463 | 7,280,151 | 270,082 | 10,211,696 | ||||||||||
Gross profit | 2,362,128 | 2,959,401 | -94,644 | 5,226,885 | ||||||||||
General and administrative expenses | 2,656,217 | 372,812 | 1,279,822 | 4,308,851 | ||||||||||
Income (loss) from operations | -294,089 | 2,586,589 | -1,374,466 | 918,034 | ||||||||||
Other income, net | 132,465 | |||||||||||||
Consolidated net income | 1,050,499 | |||||||||||||
Income attributable to non-controlling interests | 141,809 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 908,690 | ||||||||||||
Depreciation and amortization expenses for the three months ended September 30, 2013 for the retail, bulk and services segments were $536,229, $805,641 and $73,181, respectively. | ||||||||||||||
Nine Months Ended September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 17,598,200 | $ | 30,258,814 | $ | 706,144 | $ | 48,563,158 | ||||||
Cost of revenues | 8,366,391 | 21,514,909 | 836,945 | 30,718,245 | ||||||||||
Gross profit | 9,231,809 | 8,743,905 | -130,801 | 17,844,913 | ||||||||||
General and administrative expenses | 7,966,975 | 1,136,021 | 2,369,553 | 11,472,549 | ||||||||||
Income (loss) from operations | 1,264,834 | 7,607,884 | -2,500,354 | 6,372,364 | ||||||||||
Other income, net | 1,557,060 | |||||||||||||
Consolidated net income | 7,929,424 | |||||||||||||
Income attributable to non-controlling interests | 424,882 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 7,504,542 | ||||||||||||
Depreciation and amortization expenses for the nine months ended September 30, 2013 for the retail, bulk and services segments were $1,555,128, $2,337,766 and $219,544, respectively. | ||||||||||||||
As of September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Property plant and equipment, net | $ | 26,351,507 | $ | 32,706,916 | $ | 560,813 | $ | 59,619,236 | ||||||
Construction in progress | $ | 675,413 | $ | 26,635 | $ | 152,016 | $ | 854,064 | ||||||
Goodwill | $ | 1,170,511 | $ | 2,328,526 | $ | - | $ | 3,499,037 | ||||||
Investment in land | $ | - | $ | - | $ | 12,025,566 | $ | 12,025,566 | ||||||
Total assets | $ | 59,148,079 | $ | 90,394,680 | $ | 15,211,919 | $ | 164,754,678 | ||||||
Three Months Ended September 30, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 5,703,233 | $ | 10,031,176 | $ | 105,727 | $ | 15,840,136 | ||||||
Cost of revenues | 2,798,560 | 7,777,247 | 29,335 | 10,605,142 | ||||||||||
Gross profit | 2,904,673 | 2,253,929 | 76,392 | 5,234,994 | ||||||||||
General and administrative expenses | 3,241,323 | 316,240 | 532,012 | 4,089,575 | ||||||||||
Income (loss) from operations | -336,650 | 1,937,689 | -455,620 | 1,145,419 | ||||||||||
Other income, net | 221,655 | |||||||||||||
Consolidated net income | 1,367,074 | |||||||||||||
Income attributable to non-controlling interests | 62,231 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 1,304,843 | ||||||||||||
Depreciation and amortization expenses for the three months ended September 30, 2012 for the retail, bulk and services segments were $524,401, $1,291,550 and $73,280, respectively. | ||||||||||||||
Nine Months Ended September 30, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 18,138,615 | $ | 30,313,063 | $ | 347,964 | $ | 48,799,642 | ||||||
Cost of revenues | 8,720,675 | 23,301,186 | 183,238 | 32,205,099 | ||||||||||
Gross profit | 9,417,940 | 7,011,877 | 164,726 | 16,594,543 | ||||||||||
General and administrative expenses | 8,730,075 | 953,004 | 1,369,754 | 11,052,833 | ||||||||||
Income (loss) from operations | 687,865 | 6,058,873 | -1,205,028 | 5,541,710 | ||||||||||
Other income, net | 339,023 | |||||||||||||
Consolidated net income | 5,880,733 | |||||||||||||
Income attributable to non-controlling interests | 275,732 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 5,605,001 | ||||||||||||
Depreciation and amortization expenses for the nine months ended September 30, 2012 for the retail, bulk and services segments were $1,576,626, $3,845,642 and $207,338, respectively. | ||||||||||||||
As of December 31, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Property, plant and equipment, net | $ | 24,021,301 | $ | 34,308,805 | $ | 663,300 | $ | 58,993,406 | ||||||
Construction in progress | $ | 2,342,248 | $ | 270,552 | $ | - | $ | 2,612,800 | ||||||
Goodwill | $ | 1,170,511 | $ | 2,328,526 | $ | - | $ | 3,499,037 | ||||||
Total assets | $ | 63,649,696 | $ | 83,177,550 | $ | 3,621,840 | $ | 150,449,086 | ||||||
Earnings_per_share
Earnings per share | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings Per Share [Text Block] | ' | ||||||||||||
5. Earnings per share | |||||||||||||
Earnings per share (“EPS”) are computed on a basic and diluted basis. Basic EPS is computed by dividing net income (less preferred stock dividends) available to common stockholders by the weighted average number of common shares outstanding during the period. The computation of diluted EPS assumes the issuance of common shares for all potential common shares outstanding during the reporting period and, if dilutive, the effect of stock options as computed under the treasury stock method. | |||||||||||||
The following summarizes information related to the computation of basic and diluted EPS for the three and nine months ended September 30, 2013 and 2012. | |||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
Net income attributable to Consolidated Water | $ | 908,690 | $ | 1,304,843 | $ | 7,504,542 | $ | 5,605,001 | |||||
Co. Ltd. Common stockholders | |||||||||||||
Less: preferred stock dividends | -2,885 | -2,270 | -8,655 | -6,810 | |||||||||
Net income available to common shares in the | $ | 905,805 | $ | 1,302,573 | $ | 7,495,887 | $ | 5,598,191 | |||||
determination of basic earnings per common | |||||||||||||
share | |||||||||||||
Weighted average number of common shares in | 14,644,740 | 14,580,946 | 14,626,755 | 14,576,790 | |||||||||
the determination of basic earnings per | |||||||||||||
common share attributable to Consolidated | |||||||||||||
Water Co. Ltd. common stockholders | |||||||||||||
Plus: | |||||||||||||
Weighted average number of preferred shares | 39,680 | 31,504 | 33,888 | 25,980 | |||||||||
outstanding during the period | |||||||||||||
Potential dilutive effect of unexercised options | 50,496 | 4,745 | 21,543 | 1,628 | |||||||||
Weighted average number of shares used for | 14,734,916 | 14,617,195 | 14,682,186 | 14,604,398 | |||||||||
determining diluted earnings per common | |||||||||||||
share attributable to Consolidated Water Co. | |||||||||||||
Ltd. common stockholders | |||||||||||||
Investment_in_OCBVI
Investment in OC-BVI | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||||
Equity Method Investments Disclosure [Text Block] | ' | |||||||||||||
6. Investment in OC-BVI | ||||||||||||||
The Company owns 50% of the outstanding voting common shares and a 43.5% equity interest in the profits of Ocean Conversion (BVI) Ltd. (“OC-BVI”). The Company also owns certain profit sharing rights in OC-BVI that raise its effective interest in the profits of OC-BVI to approximately 45%. Pursuant to a management services agreement, OC-BVI pays the Company monthly fees for certain engineering and administrative services. OC-BVI’s sole customer is the Ministry of Communications and Works of the Government of the British Virgin Islands (the “Ministry”) to which it sells bulk water. | ||||||||||||||
The Company’s equity investment in OC-BVI amounted to $6,930,384 and $6,925,346 as of September 30, 2013 and December 31, 2012, respectively. | ||||||||||||||
Until 2009, substantially all of the water sold by OC-BVI to the Ministry was initially supplied under a Water Supply Agreement dated May 1990 (the “1990 Agreement”) and was produced by one desalination plant with a capacity of 1.7 million gallons per day located at Baughers Bay, Tortola (the “Baughers Bay plant”). As discussed later in this Note (see “Baughers Bay dispute”), the BVI government assumed the operating responsibilities for the Baughers Bay plant in March 2010. During 2007, OC-BVI completed the construction of a desalination plant with a capacity of 720,000 gallons per day located at Bar Bay, Tortola (the “Bar Bay plant”). OC-BVI and the BVI government executed a definitive seven-year contract (the “Bar Bay Agreement”) for this plant on March 4, 2010. Under the terms of the Bar Bay Agreement, OC-BVI is required to deliver up to 600,000 gallons of water per day to the BVI government from the Bar Bay plant. The Bar Bay Agreement includes a seven-year extension option exercisable by the BVI government and required OC-BVI to complete a storage reservoir on the BVI government site by no later than March 4, 2011. OC-BVI has not commenced construction of this storage reservoir due to the BVI government’s failure to pay the invoices for the water provided by the Bar Bay plant on a timely basis. | ||||||||||||||
Summarized financial information of OC-BVI is presented as follows: | ||||||||||||||
September 30, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Current assets | $ | 3,401,845 | $ | 3,033,939 | ||||||||||
Non-current assets | 6,099,598 | 6,730,121 | ||||||||||||
Total assets | $ | 9,501,443 | $ | 9,764,060 | ||||||||||
September 30, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Current liabilities | $ | 641,060 | $ | 937,965 | ||||||||||
Non-current liabilities | 1,745,550 | 1,743,077 | ||||||||||||
Total liabilities | $ | 2,386,610 | $ | 2,681,042 | ||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 1,174,629 | $ | 1,073,610 | $ | 3,588,203 | $ | 3,227,022 | ||||||
Gross Profit | $ | 403,815 | $ | 434,365 | $ | 1,403,346 | $ | 1,095,653 | ||||||
Income from operations | $ | 175,386 | $ | 231,820 | $ | 679,085 | $ | 368,196 | ||||||
Other income (expense), net (1) | $ | -40,500 | $ | 4,232 | $ | 1,456,480 | $ | 122,150 | ||||||
Net income attributable to controlling interests | $ | 127,175 | $ | 229,570 | $ | 2,112,455 | $ | 463,343 | ||||||
-1 | Includes a payment received of $2.0 million on a court judgment for the nine months ended September 30, 2013 – See “Baughers Bay dispute.” | |||||||||||||
The Company recognized $55,359 and $99,932 in earnings from its equity investment in OC-BVI for the three months ended September 30, 2013 and 2012, respectively. The Company recognized $919,552 and $201,693 in earnings from its equity investment in OC-BVI for the nine months ended September 30, 2013 and 2012, respectively. The Company recognized $20,250 in profit sharing income from its profit sharing agreement with OC-BVI for the three months ended September 30, 2013 and no profit sharing income for the three months ended September 30, 2012. The Company recognized $335,361 in profit sharing income from its profit sharing agreement with OC-BVI for the nine months ended September 30, 2013 and no profit sharing income for the nine months ended September 30, 2012. | ||||||||||||||
For the three months ended September 30, 2013 and 2012, the Company recognized approximately $175,438 and $105,727, respectively, in revenues from its management services agreement with OC-BVI. For the nine months ended September 30, 2013 and 2012, the Company recognized approximately $660,734 and $347,964, respectively, in revenues from its management services agreement with OC-BVI. The Company’s recorded value of this management services agreement, which is reflected as an intangible asset on the Company’s condensed consolidated balance sheet, was approximately $321,000 and $428,000 as of September 30, 2013 and December 31, 2012, respectively. | ||||||||||||||
Baughers Bay dispute | ||||||||||||||
In 2006, the Government of the British Virgin Islands (the “BVI government”) asserted a purported right of ownership of the Baughers Bay plant operated by OC-BVI pursuant to the terms of the 1990 Agreement. | ||||||||||||||
Under the terms of the 1990 Agreement, upon the expiration of the initial seven-year term in May 1999, the agreement would automatically be extended for another seven-year term unless the BVI government provided notice, at least eight months prior to such expiration, of its decision to purchase the plant from OC-BVI for approximately $1.42 million. In correspondence between the parties from late 1998 through early 2000, the BVI government indicated that it intended to purchase the plant but would be amenable to negotiating a new water supply agreement, and that it considered the 1990 Agreement to be in force on a monthly basis until negotiations between the BVI government and OC-BVI were concluded. Occasional discussions were held between the parties since 2000 without resolution of the matter. OC-BVI continued to supply water from the plant and expended approximately $4.7 million between 1995 and 2003 to significantly expand the production capacity of the plant beyond that contemplated in the 1990 Agreement. | ||||||||||||||
In 2007, the BVI government ceased honoring the terms of the 1990 Agreement by significantly reducing the amount and frequency of its payments to OC-BVI, and also filed a lawsuit with the Eastern Caribbean Supreme Court (the “Court”) seeking ownership of the Baughers Bay plant. OC-BVI counterclaimed to the Court that it was entitled to continued possession and operation of the Baughers Bay plant until the BVI government paid OC-BVI approximately $4.7 million, which OC-BVI believed represented the value of the Baughers Bay plant at its expanded production capacity. OC-BVI subsequently filed claims with the Court seeking payment for water sold and delivered to the BVI government through May 31, 2009 at the contract prices in effect before the BVI government asserted its purported right of ownership of the plant. | ||||||||||||||
The Court issued its rulings with respect to this litigation in September 2009. The Court determined that (i) the BVI government was entitled to immediate ownership and possession of the Baughers Bay plant and dismissed OC-BVI’s claim for compensation of approximately $4.7 million for the expenditures made to expand the production capacity of the plant; (ii) OC-BVI was entitled to full payment of water invoices issued up to December 20, 2007, which had been calculated under the terms of the original 1990 Agreement; and (iii) OC-BVI was entitled to the amount of $10.4 million for water produced by OC-BVI from the Baughers Bay plant subsequent to December 20, 2007. Under the Court order, the BVI government made a payment of $2.0 million to OC-BVI during the fourth quarter of 2009, a second payment of $2.0 million during 2010 and a third payment of $1.0 million in 2011. | ||||||||||||||
OC-BVI filed an appeal with the Eastern Caribbean Court of Appeals (the “Appellate Court”) in October 2009 asking the Appellate Court to review the Court’s ruling as it related to OC-BVI’s claim for compensation for expenditures made to expand the production capacity of the Baughers Bay plant. In October 2009, the BVI government also filed an appeal with the Appellate Court, requesting the Appellate Court to review the Court’s ruling and reduce the $10.4 million awarded by the Court for water produced by OC-BVI for the period subsequent to December 20, 2007 to an amount equal to the actual production cost of the water. | ||||||||||||||
In March 2010, OC-BVI vacated the Baughers Bay plant and the BVI government assumed direct responsibility for the plant’s operations. | ||||||||||||||
On June 30, 2012, the Appellate Court issued its final amended and corrected ruling with respect to the Baughers Bay litigation. This ruling dismissed the BVI government’s appeal against the previous judgment of the Court awarding $10.4 million for the water supplied, and also awarded OC-BVI compensation for improvements made to the plant in the amount by which the value of the Baughers Bay plant at the date OC-BVI transferred possession of the plant to the BVI government exceeded $1.42 million (the purchase price for the Baughers Bay plant under the 1990 Agreement). OC-BVI was also awarded all of its court costs at the trial level and two-thirds of such costs incurred on appeal. Prior to the final ruling, the BVI government had paid only $5.0 million of the original $10.4 million, and the remaining $5.4 million amount due had increased to approximately $6.7 million by the fourth quarter of 2012 due to the court costs awarded by the Appellate Court and the accrued interest due on the aggregate unpaid balance. The BVI government paid OC-BVI $4.7 million of this amount during the fourth quarter of 2012 and the remaining $2.0 million in January 2013. These amounts paid by the BVI government were recognized in OC-BVI’s earnings in accordance with the cash basis of accounting. | ||||||||||||||
The Appellate Court has yet to determine what amount, if any, must be paid by the BVI government to OC-BVI for the value of the Baughers Bay plant at the date OC-BVI transferred possession of the plant to the BVI government. | ||||||||||||||
NSC_Agua
NSC Agua | 9 Months Ended |
Sep. 30, 2013 | |
Investments In and Advances To Affiliates, Schedule Of Investments [Abstract] | ' |
Investments in and Advances to Affiliates, Schedule of Investments [Text Block] | ' |
7. NSC Agua | |
In May 2010, the Company acquired, through its wholly-owned Netherlands subsidiary, Consolidated Water Cooperatief, U.A., a 50% interest in N.S.C. Agua, S.A. de C.V., (“NSC”) a Mexican company. The Company has since purchased, through the conversion of a previous loan to NSC, sufficient shares to raise its ownership interest in NSC to 99.9%. NSC was formed to pursue a project encompassing the construction, operation and minority ownership of a 100 million gallon per day seawater reverse osmosis desalination plant to be located in northern Baja California, Mexico and an accompanying pipeline to deliver water to the Mexican potable water infrastructure and the U.S. border. The Company believes such a project can be successful due to what the Company anticipates will be a growing need for a new potable water supply for the areas of northern Baja California, Mexico and Southern California, United States. To complete this project, the Company has engaged two engineering groups with extensive regional and/or technical experience and has partnered with Doosan Heavy Industries and Construction (“DHIC”), a global leader in the engineering, procurement and construction of large seawater desalination plants. Once completed, the Company expects to participate in the operation of the plant and pipeline and also expects to retain a minority ownership position in the project. NSC is in the development stage, and is presently seeking contracts for the electric power and feed water sources for the plant’s proposed operations, and is conducting (under a Memorandum of Understanding with DHIC) an equipment piloting plant and water quality data collection program at the proposed feed water source. In addition to completing these activities, NSC will be required to accomplish various other steps before it can commence construction of the plant and pipeline including, but not limited to, completing the purchases of land required for the project, obtaining approvals and permits from various governmental agencies in Mexico and the United States, securing contracts with its proposed customers to sell water in sufficient quantities and at prices that make the project financially viable, and obtaining equity and debt financing for the project. NSC’s potential customers will also be required to obtain various governmental permits and approvals in order to purchase water from NSC. | |
In February 2012, the Company acquired an option, exercisable through February 7, 2014, to purchase the shares of one of the other shareholders of NSC for $1.0 million, along with an immediate power of attorney to vote those shares. If the Company does not exercise this option and purchase these shares, the other shareholder will receive sufficient additional shares in NSC to increase its ownership interest in NSC to 25%. | |
In 2011, NSC entered into a purchase contract for 8.1 hectares of land on which the proposed plant would be constructed. In July 2012, NSC obtained an extension of this purchase contract through May 15, 2014 in exchange for prepayments of (i) $500,000 paid at signing of the extension and (ii) a further $500,000 paid in May 2013. NSC is required to pay a balance of $6.98 million on May 15, 2014 to complete the purchase of this land. In May 2013, NSC purchased an additional 12 hectares of land, which constitute most of the land required for the project, for $12 million, of which $2 million has been paid. The remaining $10 million balance for this purchase is due on May 15, 2014. | |
In August 2012, NSC and DHIC extended their Memorandum of Understanding for 18 months from August 19, 2012, pursuant to which DHIC installed and operated an equipment piloting plant and collected water quality data from the proposed feed water source site in Rosarito Beach, Baja California, Mexico. This amended Memorandum of Understanding requires that NSC negotiate exclusively with DHIC for the construction of the 100 million gallon per day seawater reverse osmosis desalination plant and further requires payment by NSC to DHIC of up to $500,000 as compensation for the operation and maintenance of the equipment piloting plant should NSC not award the engineering, procurement and construction contract for the project to DHIC. This first phase of the pilot plant testing program was completed in October 2013. NSC is currently developing additional sampling protocols to comply with regulatory requirements in the U.S. and Mexico, and is also coordinating with regulators to assess the need, if any, for further process piloting. | |
In November 2012, NSC signed a letter of intent with Otay Water District in Southern California to deliver no less than 20 million and up to 40 million gallons of water per day from the plant to the Otay Water District at the border between Mexico and the United States. | |
NSC has entered into a 20 year lease, effective November 2012, with the Comisión Federal de Electricidad for approximately 5,000 square meters of land on which it plans to construct the water intake and discharge works for the plant. The amounts due on this lease are payable in Mexican pesos at an amount that is currently equivalent to approximately $20,000 per month. This lease is cancellable should NSC ultimately not proceed with the project. | |
In May 2013, NSC repaid a loan payable to the Company of approximately $5.7 million by issuing additional shares of its stock. As a result of this share issuance, the Company now owns 99.9% of NSC. | |
The Company includes the accounts of NSC in its consolidated financial statements. Included in the Company’s consolidated results of operations are general and administrative expenses from NSC, consisting of organizational, legal, accounting, engineering, consulting and other costs relating to NSC’s project development activities. Such expenses amounted to $1,231,419 and $482,015 for the three months ended September 30, 2013 and 2012, respectively, and $2,223,291 and $1,221,689 for the nine months ended September 30, 2013 and 2012, respectively, and totaled approximately $6.4 million for the three year period ended December 31, 2012. The assets and liabilities of NSC included in the Company’s condensed consolidated balance sheet amounted to approximately $13,710,000 and $10,343,000, respectively, as of September 30, 2013 and approximately $1,452,000 and $116,000, respectively, as of December 31, 2012. | |
The Company has determined that completing NSC’s development activities will require significant additional funding and the Company may incur significant development expenses in the future for this project. The Company estimates that it will take at least through the third quarter of 2014 for NSC to complete all of the development activities (which include completing the site piloting plant activities, completing the purchase of the land for the plant, securing feed water and power supplies, completing the engineering and feasibility studies, negotiating customer contracts, obtaining the required rights-of-way and regulatory permits and arranging the project financing) necessary to commence construction of the plant and pipeline. However, NSC may ultimately be unable to complete all of the activities necessary to begin construction of the project. | |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Loss Contingency [Abstract] | ' |
Contingencies Disclosure [Text Block] | ' |
8. Contingencies | |
Renewal of Retail License | |
In the Cayman Islands, the Company provides water to retail customers under a license issued to Cayman Water in July 1990 by the Cayman Islands government that grants the Company the exclusive right to provide water to retail customers within its licensed service area. The Company’s service area is comprised of an area on Grand Cayman that includes the Seven Mile Beach and West Bay areas, two of the three most populated areas in the Cayman Islands. For the three months ended September 30, 2013 and 2012, the Company generated approximately 33% and 36%, respectively, of its consolidated revenues and 45% and 55%, respectively, of its consolidated gross profits from the retail water operations conducted pursuant to its exclusive license. For the nine months ended September 30, 2013 and 2012, the Company generated approximately 36% and 37% of its consolidated revenues and 52% and 57%, respectively, of its consolidated gross profits from the retail water operations conducted pursuant to its exclusive license. If Cayman Water is not in default of any terms of the license, the Company has a right of first refusal to renew the license on terms that are no less favorable than those that the government offers to any third party. | |
This license was set to expire on July 10, 2010; however, the Company and the Cayman Islands government have agreed to extend the license several times in order to provide sufficient time to negotiate the terms of a new license agreement. The most recent extension of the Company’s license expires June 30, 2014. | |
In February 2011, the Water (Production and Supply) Law, 2011 (which replaces the Water (Production and Supply) Law (1996 Revision) under which the Company is licensed) and the Water Authority (Amendment) Law, 2011 (collectively, the “New Laws”) were published and are now in full force and effect. Under the New Laws, the Water Authority-Cayman (“WAC”) issues any new license, which could include the rate of return on invested capital model discussed below. | |
The Company has been advised in correspondence from the Cayman Islands government and the WAC that: (i) the WAC is now the principal negotiator, and not the Cayman Islands government, in these license negotiations, and (ii) the WAC has determined that a rate of return on invested capital model (“RCAM”) is in the best interest of the public and the Company’s customers. RCAM is the rate model currently utilized in the electricity transmission and distribution license granted by the Cayman Islands government to the Caribbean Utilities Company, Ltd. | |
In July 2012, in an effort to resolve several issues relating to the retail license renewal negotiations, the Company filed an Application for Leave to Apply for Judicial Review (the “Application”) with the Grand Court of the Cayman Islands (the “Grand Court”), stating that: (i) certain provisions of the Water Authority (Amendment) Law, 2011 and the Water (Production and Supply) Law, 2011, appear to be incompatible, (ii) the WAC’s roles as the principal license negotiator, statutory regulator and the Company’s competitor put the WAC in a position of hopeless conflict, and (iii) the WAC’s decision to replace the rate structure under the Company’s current exclusive license with RCAM was predetermined and unreasonable. | |
Throughout the course of the retail license renewal negotiations, the Company has objected to the use of RCAM on the basis that it believes such a model would not promote the efficient operation of its water utility and could ultimately increase water rates to its customers. | |
In October 2012, the Company was notified that the Grand Court has agreed to consider the issues raised by the Company in the Application. As a result, the Company, the Cayman Islands government and the WAC will have the opportunity to present their positions to the Grand Court in a trial proceeding. The Company has been notified by the Grand Court that the first hearing for this judicial review has been scheduled for April 1-2, 2014. | |
In August 2013, the Company met with representatives of the Cayman Islands Government and the WAC to discuss the status of its license negotiations. As a result of this meeting, all parties agreed to await the outcome of the pending judicial review before recommencing any meaningful negotiations on the license. Subsequently, the water utility license on Grand Cayman was extended until June 30, 2014 to allow additional time for the judicial review proceedings to conclude. | |
If the Company does not ultimately enter into a new license agreement and no other party is awarded a license, the Company expects to be permitted to continue to supply water to its service area. | |
It is possible that the Cayman Islands government could offer a third party a license to service some or all of the Company’s present service area. In such event, the Company may assume the license offered to the third party by exercising its right of first refusal. However, the terms of any new license agreement may not be as favorable to the Company as the terms under which it is presently operating. The Company is presently unable to determine what impact the resolution of this matter will have on its financial condition, results of operations or cash flows. | |
CW-Belize | |
By Statutory Instrument No. 81 of 2009, the Minister of Public Utilities of the government of Belize published an order, the Public Utility Provider Class Declaration Order, 2009 (the “Order”), which as of May 1, 2009 designated CW-Belize as a public utility provider under the laws of Belize. With this designation, the Public Utilities Commission of Belize (the “PUC”) has the authority to set the rates charged by CW-Belize and to otherwise regulate its activities. On November 1, 2010, CW-Belize received a formal complaint from the PUC alleging that CW-Belize was operating without a license under the terms of the Water Industry Act. CW-Belize applied for this license in December 2010. On July 29, 2011, the PUC issued the San Pedro Public Water Supply Quality and Security Complaint Order (the “Second Order”) which among other things requires that (i) CW-Belize and its customer jointly make a submission to the responsible Minister requesting that the area surrounding CW-Belize’s seawater abstraction wells be designated a forest reserve or national park and be designated a Controlled Area under section 58 of the Water Industry Act, (ii) CW-Belize submit an operations manual for CW-Belize’s desalination plant to the PUC for approval, (iii) CW-Belize and its customer modify the water supply agreement between the parties to (a) include new water quality parameters included in the Order and (b) cap the current exclusive water supply arrangement in the agreement at a maximum of 450,000 gallons per day, (iv) CW-Belize keep a minimum number of replacement seawater RO membranes in stock at all times and (v) CW-Belize take possession of and reimburse the PUC for certain equipment which the PUC purchased from a third-party in late 2010. CW-Belize has applied for declaratory judgment and has been granted a temporary injunction to stay the enforcement of the Second Order by the PUC until such time as the matter could be heard by the Belize courts. The initial hearing on this matter was conducted on October 30 and 31, 2012 with an additional hearing on November 29, 2012. The ruling on this case is pending. The Company is presently unable to determine what impact the outcome of this matter will have on its results of operations, financial position or cash flows. | |
Windsor Plant Water Supply Agreement | |
CW-Bahamas provides bulk water to the Water and Sewerage Corporation of The Bahamas (“WSC”), which distributes the water through its own pipeline system to residential, commercial and tourist properties on the Island of New Providence. Pursuant to a water supply agreement, CW-Bahamas is required to provide the WSC with at least 16.8 million gallons per week of potable water from the Windsor plant, and the WSC has contracted to purchase at least that amount from CW-Bahamas on a take-or-pay basis. This water supply agreement expired when CW-Bahamas delivered the total amount of water required under the agreement in July 2013. | |
At the conclusion of the agreement, the WSC has the option to (i) extend the agreement for an additional five years at a rate to be negotiated; (ii) exercise a right of first refusal to purchase any materials, equipment and facilities that CW-Bahamas intends to remove from the site at a purchase price to be negotiated; or (iii) require CW-Bahamas to remove all materials, equipment and facilities from the site. At the request of the government of The Bahamas, CW-Bahamas continues to operate the Windsor plant to provide the government of The Bahamas with additional time to decide whether or not it will extend CW-Bahamas’ water supply agreement for the Windsor plant on a long term basis. The Company is presently unable to determine if CW-Bahamas’ water supply agreement for its Windsor plant will be extended or, if extended, on what terms. CW-Bahamas generated approximately $1.9 million, $5.5 million and $7.5 million in revenues from the operation of this plant during the three and nine months ended September 30, 2013 and the year ended December 31, 2012, respectively. | |
The outcome of any of these three contingencies could materially reduce the operating income and cash flows that the Company has historically generated and could require the Company to record an impairment charge to reduce the $3,499,035 carrying value of its goodwill. Such impairment charge could have a material adverse impact on the Company’s results of operations. | |
Impact_of_recent_accounting_pr
Impact of recent accounting pronouncements | 9 Months Ended |
Sep. 30, 2013 | |
New Accounting Pronouncements and Changes In Accounting Principles [Abstract] | ' |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | ' |
9. Impact of recent accounting pronouncements | |
In July 2012, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2012-02, Intangibles - Goodwill and Other (Topic 350) - Testing Indefinite-Lived Intangible Assets for Impairment , which aims to simplify the impairment test for indefinite-lived intangible assets by permitting an entity the option to first assess qualitative factors to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that an indefinite-lived intangible asset is impaired as a basis for determining whether the quantitative impairment test included in Accounting Standards Codification Subtopic 350-30, Intangibles—Goodwill and Other—General Intangibles Other than Goodwill must be performed. The amendment is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company currently has no indefinite-lived intangible assets other than goodwill reported on its consolidated balance sheet. The adoption of ASU 2012-02 did not have an impact on the Company’s consolidated financial statements. | |
In October 2012, the FASB issued ASU 2012-04, Technical Corrections and Improvements. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 did not have an impact on the Company’s consolidated financial statements. | |
In February 2013, the FASB issued ASU 2013-02, Other Comprehensive Income (Topic 220) - Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires an entity to provide information about the amounts reclassified out of Accumulated Other Comprehensive Income (“AOCI”) by component. In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. ASU 2013-02 does not change the current requirements for reporting net income or other comprehensive income in the financial statements. The adoption of ASU 2013-02 on January 1, 2013 did not have an impact on the Company’s consolidated financial statements. | |
Subsequent_events
Subsequent events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
10. Subsequent events | |
The Company’s management evaluated subsequent events through the time of the filing of this report on Form 10-Q. The Company’s management is not aware of any significant events that occurred subsequent to the balance sheet date but prior to the filing of this report that would have a material impact on its consolidated financial statements. | |
Accounting_policies_Policies
Accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Basis of Accounting, Policy [Policy Text Block] | ' |
Basis of presentation: | |
The accompanying condensed consolidated financial statements include the accounts of the Company’s (i) wholly-owned subsidiaries, Aquilex, Inc., Cayman Water Company Limited (“Cayman Water”), Consolidated Water (Belize) Limited (“CW-Belize”), Ocean Conversion (Cayman) Limited (“OC-Cayman”), DesalCo Limited (“DesalCo”), Consolidated Water Cooperatief, U.A. (“CW-Coop”); and (ii) majority-owned subsidiaries Consolidated Water (Bahamas) Ltd. (“CW-Bahamas”), N.S.C. Agua, S.A. de C.V. (“NSC”), Consolidated Water (Asia) Pte. Ltd. (“CW-Asia”) and PT Consolidated Water Bali (“CW-Bali”). The Company’s investment in its affiliate, Ocean Conversion (BVI) Ltd. (“OC-BVI”), is accounted for using the equity method of accounting. All significant intercompany balances and transactions have been eliminated in consolidation. | |
The accompanying interim condensed consolidated financial statements are unaudited. These condensed consolidated financial statements reflect all adjustments (which are of a normal recurring nature) that, in the opinion of management, are necessary to fairly present the Company’s financial position, results of operations and cash flows as of and for the periods presented. The results of operations for these interim periods are not necessarily indicative of the operating results for future periods, including the fiscal year ending December 31, 2013. | |
These condensed consolidated financial statements and notes are presented in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) relating to interim financial statements and in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to SEC rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. | |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' |
Foreign currency: | |
The Company’s reporting currency is the United States dollar (“US$”). The functional currency of the Company and its foreign subsidiaries (other than its majority-owned subsidiary, NSC) is the currency for each respective country. The functional currency for NSC is the US$. The exchange rates between the Cayman Islands dollar, the Belize dollar, the Bahamian dollar, and the Bermuda dollar are fixed to the US$. CW-Coop conducts business in US$ and euros, CW-Bali conducts business in US$ and Indonesian rupiahs, and NSC conducts business in US$ and Mexican pesos. The exchange rates for conversion of euros, rupiahs and pesos into US$ vary based upon market conditions. Net foreign currency gains (losses) arising from transactions conducted in foreign currencies were ($117,309) and $24,590 for the three months ended September 30, 2013 and 2012, respectively, and were ($84,614) and $44,521 for the nine months ended September 30, 2013 and 2012, respectively, and are included within Other income (expense) in the condensed consolidated statements of income. | |
Comprehensive Income, Policy [Policy Text Block] | ' |
Comprehensive income: | |
The Company accounts for comprehensive income (loss) in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 220, Comprehensive Income, which establishes standards for reporting and display of comprehensive income (loss) and its components in a full set of general-purpose financial statements. All items recognized under this statement of accounting standards as components of comprehensive income (loss) are required to be disclosed in the financial statements. Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events from non-owner sources. Comprehensive income (loss) is the total of net income and other comprehensive income (loss) which, for the Company, is comprised entirely of foreign currency translation adjustments related to CW-Bali. | |
Reclassification, Policy [Policy Text Block] | ' |
Comparative amounts: | |
Certain amounts reported in the financial statements issued in prior periods have been reclassified herein to conform to the current period’s presentation. These reclassifications had no effect on consolidated net income. | |
Fair_value_measurements_Tables
Fair value measurements (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Investments, All Other Investments [Abstract] | ' | |||||||||||||
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | ' | |||||||||||||
The following table presents the Company’s fair value hierarchy for assets and liabilities measured at fair value as of September 30, 2013 and December 31, 2012: | ||||||||||||||
September 30, 2013 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
Assets: | ||||||||||||||
Recurring | ||||||||||||||
Certificate of deposit | $ | - | $ | 5,000,000 | $ | - | $ | 5,000,000 | ||||||
Marketable securities | 8,586,090 | - | - | 8,586,090 | ||||||||||
Total Recurring | $ | 8,586,090 | $ | 5,000,000 | $ | - | $ | 13,586,090 | ||||||
Nonrecurring | ||||||||||||||
Investment in OC-BVI | $ | - | $ | - | $ | 6,930,384 | $ | 6,930,384 | ||||||
December 31, 2012 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
Assets: | ||||||||||||||
Recurring | ||||||||||||||
Marketable securities | $ | 8,570,338 | $ | - | $ | - | $ | 8,570,338 | ||||||
Total Recurring | $ | 8,570,338 | $ | - | $ | - | $ | 8,570,338 | ||||||
Nonrecurring | ||||||||||||||
Investment in OC-BVI | $ | - | $ | - | $ | 6,925,346 | $ | 6,925,346 | ||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | ' | |||||||||||||
A reconciliation of the beginning and ending balances for Level 3 investments for the nine months ended September 30, 2013: | ||||||||||||||
Balance as of December 31, 2012 | $ | 6,925,346 | ||||||||||||
Profit sharing and equity from earnings of OC-BVI | 1,254,913 | |||||||||||||
Distribution of earnings from OC-BVI | -1,249,875 | |||||||||||||
Balance as of September 30, 2013 | $ | 6,930,384 | ||||||||||||
Segment_information_Tables
Segment information (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | |||||||||||||
The Company’s segments are strategic business units that are managed separately because, while all segments derive their revenues from desalination-related activities, each segment sells different products and/or services, serves customers with distinctly different needs and generates different gross profit margins. | ||||||||||||||
Three Months Ended September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 5,023,591 | $ | 10,239,552 | $ | 175,438 | $ | 15,438,581 | ||||||
Cost of revenues | 2,661,463 | 7,280,151 | 270,082 | 10,211,696 | ||||||||||
Gross profit | 2,362,128 | 2,959,401 | -94,644 | 5,226,885 | ||||||||||
General and administrative expenses | 2,656,217 | 372,812 | 1,279,822 | 4,308,851 | ||||||||||
Income (loss) from operations | -294,089 | 2,586,589 | -1,374,466 | 918,034 | ||||||||||
Other income, net | 132,465 | |||||||||||||
Consolidated net income | 1,050,499 | |||||||||||||
Income attributable to non-controlling interests | 141,809 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 908,690 | ||||||||||||
Depreciation and amortization expenses for the three months ended September 30, 2013 for the retail, bulk and services segments were $536,229, $805,641 and $73,181, respectively. | ||||||||||||||
Nine Months Ended September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 17,598,200 | $ | 30,258,814 | $ | 706,144 | $ | 48,563,158 | ||||||
Cost of revenues | 8,366,391 | 21,514,909 | 836,945 | 30,718,245 | ||||||||||
Gross profit | 9,231,809 | 8,743,905 | -130,801 | 17,844,913 | ||||||||||
General and administrative expenses | 7,966,975 | 1,136,021 | 2,369,553 | 11,472,549 | ||||||||||
Income (loss) from operations | 1,264,834 | 7,607,884 | -2,500,354 | 6,372,364 | ||||||||||
Other income, net | 1,557,060 | |||||||||||||
Consolidated net income | 7,929,424 | |||||||||||||
Income attributable to non-controlling interests | 424,882 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 7,504,542 | ||||||||||||
Depreciation and amortization expenses for the nine months ended September 30, 2013 for the retail, bulk and services segments were $1,555,128, $2,337,766 and $219,544, respectively. | ||||||||||||||
As of September 30, 2013 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Property plant and equipment, net | $ | 26,351,507 | $ | 32,706,916 | $ | 560,813 | $ | 59,619,236 | ||||||
Construction in progress | $ | 675,413 | $ | 26,635 | $ | 152,016 | $ | 854,064 | ||||||
Goodwill | $ | 1,170,511 | $ | 2,328,526 | $ | - | $ | 3,499,037 | ||||||
Investment in land | $ | - | $ | - | $ | 12,025,566 | $ | 12,025,566 | ||||||
Total assets | $ | 59,148,079 | $ | 90,394,680 | $ | 15,211,919 | $ | 164,754,678 | ||||||
Three Months Ended September 30, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 5,703,233 | $ | 10,031,176 | $ | 105,727 | $ | 15,840,136 | ||||||
Cost of revenues | 2,798,560 | 7,777,247 | 29,335 | 10,605,142 | ||||||||||
Gross profit | 2,904,673 | 2,253,929 | 76,392 | 5,234,994 | ||||||||||
General and administrative expenses | 3,241,323 | 316,240 | 532,012 | 4,089,575 | ||||||||||
Income (loss) from operations | -336,650 | 1,937,689 | -455,620 | 1,145,419 | ||||||||||
Other income, net | 221,655 | |||||||||||||
Consolidated net income | 1,367,074 | |||||||||||||
Income attributable to non-controlling interests | 62,231 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 1,304,843 | ||||||||||||
Depreciation and amortization expenses for the three months ended September 30, 2012 for the retail, bulk and services segments were $524,401, $1,291,550 and $73,280, respectively. | ||||||||||||||
Nine Months Ended September 30, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Revenues | $ | 18,138,615 | $ | 30,313,063 | $ | 347,964 | $ | 48,799,642 | ||||||
Cost of revenues | 8,720,675 | 23,301,186 | 183,238 | 32,205,099 | ||||||||||
Gross profit | 9,417,940 | 7,011,877 | 164,726 | 16,594,543 | ||||||||||
General and administrative expenses | 8,730,075 | 953,004 | 1,369,754 | 11,052,833 | ||||||||||
Income (loss) from operations | 687,865 | 6,058,873 | -1,205,028 | 5,541,710 | ||||||||||
Other income, net | 339,023 | |||||||||||||
Consolidated net income | 5,880,733 | |||||||||||||
Income attributable to non-controlling interests | 275,732 | |||||||||||||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ | 5,605,001 | ||||||||||||
Depreciation and amortization expenses for the nine months ended September 30, 2012 for the retail, bulk and services segments were $1,576,626, $3,845,642 and $207,338, respectively. | ||||||||||||||
As of December 31, 2012 | ||||||||||||||
Retail | Bulk | Services | Total | |||||||||||
Property, plant and equipment, net | $ | 24,021,301 | $ | 34,308,805 | $ | 663,300 | $ | 58,993,406 | ||||||
Construction in progress | $ | 2,342,248 | $ | 270,552 | $ | - | $ | 2,612,800 | ||||||
Goodwill | $ | 1,170,511 | $ | 2,328,526 | $ | - | $ | 3,499,037 | ||||||
Total assets | $ | 63,649,696 | $ | 83,177,550 | $ | 3,621,840 | $ | 150,449,086 | ||||||
Earnings_per_share_Tables
Earnings per share (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||||||
The following summarizes information related to the computation of basic and diluted EPS for the three and nine months ended September 30, 2013 and 2012. | |||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
Net income attributable to Consolidated Water | $ | 908,690 | $ | 1,304,843 | $ | 7,504,542 | $ | 5,605,001 | |||||
Co. Ltd. Common stockholders | |||||||||||||
Less: preferred stock dividends | -2,885 | -2,270 | -8,655 | -6,810 | |||||||||
Net income available to common shares in the | $ | 905,805 | $ | 1,302,573 | $ | 7,495,887 | $ | 5,598,191 | |||||
determination of basic earnings per common | |||||||||||||
share | |||||||||||||
Weighted average number of common shares in | 14,644,740 | 14,580,946 | 14,626,755 | 14,576,790 | |||||||||
the determination of basic earnings per | |||||||||||||
common share attributable to Consolidated | |||||||||||||
Water Co. Ltd. common stockholders | |||||||||||||
Plus: | |||||||||||||
Weighted average number of preferred shares | 39,680 | 31,504 | 33,888 | 25,980 | |||||||||
outstanding during the period | |||||||||||||
Potential dilutive effect of unexercised options | 50,496 | 4,745 | 21,543 | 1,628 | |||||||||
Weighted average number of shares used for | 14,734,916 | 14,617,195 | 14,682,186 | 14,604,398 | |||||||||
determining diluted earnings per common | |||||||||||||
share attributable to Consolidated Water Co. | |||||||||||||
Ltd. common stockholders | |||||||||||||
Investment_in_OCBVI_Tables
Investment in OC-BVI (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||||
Schedule of Condensed Financial Statements [Table Text Block] | ' | |||||||||||||
Summarized financial information of OC-BVI is presented as follows: | ||||||||||||||
September 30, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Current assets | $ | 3,401,845 | $ | 3,033,939 | ||||||||||
Non-current assets | 6,099,598 | 6,730,121 | ||||||||||||
Total assets | $ | 9,501,443 | $ | 9,764,060 | ||||||||||
September 30, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Current liabilities | $ | 641,060 | $ | 937,965 | ||||||||||
Non-current liabilities | 1,745,550 | 1,743,077 | ||||||||||||
Total liabilities | $ | 2,386,610 | $ | 2,681,042 | ||||||||||
Investment [Table Text Block] | ' | |||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 1,174,629 | $ | 1,073,610 | $ | 3,588,203 | $ | 3,227,022 | ||||||
Gross Profit | $ | 403,815 | $ | 434,365 | $ | 1,403,346 | $ | 1,095,653 | ||||||
Income from operations | $ | 175,386 | $ | 231,820 | $ | 679,085 | $ | 368,196 | ||||||
Other income (expense), net (1) | $ | -40,500 | $ | 4,232 | $ | 1,456,480 | $ | 122,150 | ||||||
Net income attributable to controlling interests | $ | 127,175 | $ | 229,570 | $ | 2,112,455 | $ | 463,343 | ||||||
-1 | Includes a payment received of $2.0 million on a court judgment for the nine months ended September 30, 2013 – See “Baughers Bay dispute.” | |||||||||||||
Accounting_policies_Details_Te
Accounting policies (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Foreign Currency Transaction Gain (Loss), before Tax | ($117,309) | $24,590 | ($84,614) | $44,521 |
Fair_value_measurements_Detail
Fair value measurements (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Recurring | ' | ' |
Certificate of deposit | $5,000,000 | ' |
Marketable securities | 8,586,090 | 8,570,338 |
Total Recurring | 13,586,090 | 8,570,338 |
Nonrecurring | ' | ' |
Investment in OC-BVI | 6,930,384 | 6,925,346 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Recurring | ' | ' |
Certificate of deposit | 0 | ' |
Marketable securities | 8,586,090 | 8,570,338 |
Total Recurring | 8,586,090 | 8,570,338 |
Nonrecurring | ' | ' |
Investment in OC-BVI | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ' | ' |
Recurring | ' | ' |
Certificate of deposit | 5,000,000 | ' |
Marketable securities | 0 | 0 |
Total Recurring | 5,000,000 | 0 |
Nonrecurring | ' | ' |
Investment in OC-BVI | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ' | ' |
Recurring | ' | ' |
Certificate of deposit | 0 | ' |
Marketable securities | 0 | 0 |
Total Recurring | 0 | 0 |
Nonrecurring | ' | ' |
Investment in OC-BVI | $6,930,384 | $6,925,346 |
Fair_value_measurements_Detail1
Fair value measurements (Details 1) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 |
Fair Value, Inputs, Level 3 [Member] | |||
Balance, Beginning | $6,930,384 | $6,925,346 | $6,925,346 |
Profit sharing and equity from earnings of OC-BVI | ' | ' | 1,254,913 |
Distribution of earnings from OC-BVI | ' | ' | -1,249,875 |
Balance, Ending | $6,930,384 | $6,925,346 | $6,930,384 |
Segment_information_Details
Segment information (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Revenues | $15,438,581 | $15,840,136 | $48,563,158 | $48,799,642 | ' |
Cost of revenues | 10,211,696 | 10,605,142 | 30,718,245 | 32,205,099 | ' |
Gross profit | 5,226,885 | 5,234,994 | 17,844,913 | 16,594,543 | ' |
General and administrative expenses | 4,308,851 | 4,089,575 | 11,472,549 | 11,052,833 | ' |
Income (loss) from operations | 918,034 | 1,145,419 | 6,372,364 | 5,541,710 | ' |
Other income, net | 132,465 | 221,655 | 1,557,060 | 339,023 | ' |
Consolidated net income | 1,050,499 | 1,367,074 | 7,929,424 | 5,880,733 | ' |
Income attributable to non-controlling interests | 141,809 | 62,231 | 424,882 | 275,732 | ' |
Net income attributable to Consolidated Water Co. Ltd. stockholders | 908,690 | 1,304,843 | 7,504,542 | 5,605,001 | ' |
Property, plant and equipment, net | 59,619,236 | ' | 59,619,236 | ' | 58,993,406 |
Construction in progress | 854,064 | ' | 854,064 | ' | 2,612,800 |
Goodwill | 3,499,037 | ' | 3,499,037 | ' | 3,499,037 |
Investment in land | 12,025,566 | ' | 12,025,566 | ' | 0 |
Total assets | 164,754,678 | ' | 164,754,678 | ' | 150,449,086 |
Retail [Member] | ' | ' | ' | ' | ' |
Revenues | 5,023,591 | 5,703,233 | 17,598,200 | 18,138,615 | ' |
Cost of revenues | 2,661,463 | 2,798,560 | 8,366,391 | 8,720,675 | ' |
Gross profit | 2,362,128 | 2,904,673 | 9,231,809 | 9,417,940 | ' |
General and administrative expenses | 2,656,217 | 3,241,323 | 7,966,975 | 8,730,075 | ' |
Income (loss) from operations | -294,089 | -336,650 | 1,264,834 | 687,865 | ' |
Property, plant and equipment, net | 26,351,507 | ' | 26,351,507 | ' | 24,021,301 |
Construction in progress | 675,413 | ' | 675,413 | ' | 2,342,248 |
Goodwill | 1,170,511 | ' | 1,170,511 | ' | 1,170,511 |
Investment in land | 0 | ' | 0 | ' | ' |
Total assets | 59,148,079 | ' | 59,148,079 | ' | 63,649,696 |
Bulk [Member] | ' | ' | ' | ' | ' |
Revenues | 10,239,552 | 10,031,176 | 30,258,814 | 30,313,063 | ' |
Cost of revenues | 7,280,151 | 7,777,247 | 21,514,909 | 23,301,186 | ' |
Gross profit | 2,959,401 | 2,253,929 | 8,743,905 | 7,011,877 | ' |
General and administrative expenses | 372,812 | 316,240 | 1,136,021 | 953,004 | ' |
Income (loss) from operations | 2,586,589 | 1,937,689 | 7,607,884 | 6,058,873 | ' |
Property, plant and equipment, net | 32,706,916 | ' | 32,706,916 | ' | 34,308,805 |
Construction in progress | 26,635 | ' | 26,635 | ' | 270,552 |
Goodwill | 2,328,526 | ' | 2,328,526 | ' | 2,328,526 |
Investment in land | 0 | ' | 0 | ' | ' |
Total assets | 90,394,680 | ' | 90,394,680 | ' | 83,177,550 |
Services [Member] | ' | ' | ' | ' | ' |
Revenues | 175,438 | 105,727 | 706,144 | 347,964 | ' |
Cost of revenues | 270,082 | 29,335 | 836,945 | 183,238 | ' |
Gross profit | -94,644 | 76,392 | -130,801 | 164,726 | ' |
General and administrative expenses | 1,279,822 | 532,012 | 2,369,553 | 1,369,754 | ' |
Income (loss) from operations | -1,374,466 | -455,620 | -2,500,354 | -1,205,028 | ' |
Property, plant and equipment, net | 560,813 | ' | 560,813 | ' | 663,300 |
Construction in progress | 152,016 | ' | 152,016 | ' | 0 |
Goodwill | 0 | ' | 0 | ' | 0 |
Investment in land | 12,025,566 | ' | 12,025,566 | ' | ' |
Total assets | $15,211,919 | ' | $15,211,919 | ' | $3,621,840 |
Segment_information_Details_Te
Segment information (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Retail [Member] | ' | ' | ' | ' |
Depreciation, Amortization and Accretion, Net | $536,229 | $524,401 | $1,555,128 | $1,576,626 |
Bulk [Member] | ' | ' | ' | ' |
Depreciation, Amortization and Accretion, Net | 805,641 | 1,291,550 | 2,337,766 | 3,845,642 |
Services [Member] | ' | ' | ' | ' |
Depreciation, Amortization and Accretion, Net | $73,181 | $73,280 | $219,544 | $207,338 |
Earnings_per_share_Details
Earnings per share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Net income attributable to Consolidated Water Co. Ltd. common stockholders | $908,690 | $1,304,843 | $7,504,542 | $5,605,001 |
Less: preferred stock dividends | -2,885 | -2,270 | -8,655 | -6,810 |
Net income available to common shares in the determination of basic earnings per common share | $905,805 | $1,302,573 | $7,495,887 | $5,598,191 |
Weighted average number of common shares in the determination of basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders (in shares) | 14,644,740 | 14,580,946 | 14,626,755 | 14,576,790 |
Plus: Weighted average number of preferred shares outstanding during the period | 39,680 | 31,504 | 33,888 | 25,980 |
Potential dilutive effect of unexercised options | 50,496 | 4,745 | 21,543 | 1,628 |
Weighted average number of shares used for determining diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders (in shares) | 14,734,916 | 14,617,195 | 14,682,186 | 14,604,398 |
Investment_in_OCBVI_Details
Investment in OC-BVI (Details) (Ocean Conversion (BVI) Ltd [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Ocean Conversion (BVI) Ltd [Member] | ' | ' |
Current assets | $3,401,845 | $3,033,939 |
Non-current assets | 6,099,598 | 6,730,121 |
Total assets | 9,501,443 | 9,764,060 |
Current liabilities | 641,060 | 937,965 |
Non-current liabilities | 1,745,550 | 1,743,077 |
Total liabilities | $2,386,610 | $2,681,042 |
Investment_in_OCBVI_Details_1
Investment in OC-BVI (Details 1) (Ocean Conversion (Bvi) Ltd [Member], USD $) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |||||
Ocean Conversion (Bvi) Ltd [Member] | ' | ' | ' | ' | ||||
Revenues | $1,174,629 | $1,073,610 | $3,588,203 | $3,227,022 | ||||
Gross Profit | 403,815 | 434,365 | 1,403,346 | 1,095,653 | ||||
Income from operations | 175,386 | 231,820 | 679,085 | 368,196 | ||||
Other income (expense), net (1) | -40,500 | [1] | 4,232 | [1] | 1,456,480 | [1] | 122,150 | [1] |
Net income attributable to controlling interests | $127,175 | $229,570 | $2,112,455 | $463,343 | ||||
[1] | Includes a payment received of $2.0 million on a court judgment for the nine months ended September 30, 2013 B See bBaughers Bay dispute.b |
Investment_in_OCBVI_Details_Te
Investment in OC-BVI (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 108 Months Ended | 1 Months Ended | ||||||||||
Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2009 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2003 | Mar. 04, 2010 | Dec. 31, 2007 | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 31, 2009 | Dec. 31, 2006 | |
gal | gal | gal | Management Service [Member] | Management Service [Member] | Baughers Bay [Member] | Baughers Bay [Member] | |||||||||
Equity Method Investment, Ownership Percentage | 43.50% | ' | ' | ' | 43.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investments Voting Shares Percentage | 50.00% | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Interest In Profit Percentage | 45.00% | ' | ' | ' | 45.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Plant Capacity (Gallons) | ' | ' | ' | 1,700,000 | ' | ' | ' | ' | ' | 600,000 | 720,000 | ' | ' | ' | ' |
Equity Method Investment, Summarized Financial Information, Revenue | $175,438 | ' | $105,727 | ' | $660,734 | $347,964 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investments | 6,930,384 | 6,925,346 | ' | ' | 6,930,384 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition Purchase Price Allocation Plant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,420,000 |
Court Award Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,400,000 | ' |
Cost Incurred To Expand Plant Capacity | ' | ' | ' | ' | ' | ' | ' | ' | 4,700,000 | ' | ' | ' | ' | ' | ' |
Proceeds from Legal Settlements | ' | 4,700,000 | ' | 2,000,000 | 2,000,000 | ' | 1,000,000 | 2,000,000 | ' | ' | ' | ' | ' | ' | ' |
Legal Settlement | ' | ' | ' | ' | 10,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal Settlement Recoveries | 10,400,000 | 10,400,000 | ' | ' | 10,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other Income, Baughers Bay Dispute | ' | ' | ' | ' | 2,000,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal Settlement Recovered Amount | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal Settlement Recovery Principle Amount Due | ' | 5,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal Settlement Recovery Due | ' | 6,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets, net | 1,185,827 | 1,455,015 | ' | ' | 1,185,827 | ' | ' | ' | ' | ' | ' | 321,000 | 428,000 | ' | ' |
Income (Loss) from Equity Method Investments | 55,359 | ' | 99,932 | ' | 919,552 | 201,693 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Profit Loss From Subsidiaries | $20,250 | ' | $0 | ' | $335,361 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
NSC_Agua_Details_Textual
NSC Agua (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 36 Months Ended | ||||||||||||||||
Nov. 30, 2012 | Aug. 31, 2012 | 31-May-10 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Mar. 04, 2010 | Dec. 31, 2009 | Dec. 31, 2007 | Nov. 30, 2012 | Nov. 30, 2012 | Aug. 31, 2012 | Feb. 29, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | 31-May-13 | 31-May-10 | 15-May-14 | |
sqm | gal | gal | gal | gal | gal | Minimum [Member] | Maximum [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | N S C Agua [Member] | Subsequent Event [Member] | ||||||
gal | gal | N S C Agua [Member] | |||||||||||||||||||||
Equity Method Investment, Ownership Percentage | ' | ' | ' | 43.50% | ' | 43.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' |
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.90% | ' | ' | ' | ' | ' |
Assets | ' | ' | ' | $164,754,678 | ' | $164,754,678 | ' | $150,449,086 | ' | ' | ' | ' | ' | ' | ' | $13,710,000 | ' | $13,710,000 | ' | $1,452,000 | ' | ' | ' |
Liabilities | ' | ' | ' | 23,540,261 | ' | 23,540,261 | ' | 14,330,706 | ' | ' | ' | ' | ' | ' | ' | 10,343,000 | ' | 10,343,000 | ' | 116,000 | ' | ' | ' |
Seawater Reverse Osmosis Desalination Plant, Per Day Processing Capacity (Gallon) | ' | 100,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional Prepayment Of Purchase Contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' |
Further Additional Prepayment Of Purchase Contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' |
Further Payment As Compensation For Operation and Maintenance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stated Monthly Rent | 20,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease Term | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Area Of Land, Lease Space | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Plant Capacity (Gallons) | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | 1,700,000 | 720,000 | 20,000,000 | 40,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
General and Administrative Expense | ' | ' | ' | 4,308,851 | 4,089,575 | 11,472,549 | 11,052,833 | ' | ' | ' | ' | ' | ' | ' | ' | 1,231,419 | 482,015 | 2,223,291 | 1,221,689 | 6,400,000 | ' | ' | ' |
Repayment Of Debt Through Issuance Of Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,700,000 | ' | ' | ' | ' | ' |
Payments to Acquire Option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Projected Land Cost Future Minimum Payments Due | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,980,000 |
Subsidiary Or Equity Method Investee Additional Ownership Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Contingencies_Details_Textual
Contingencies (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Jul. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | |
CW-Belize [Member] | CW-Bahamas [Member] | Retail Segment [Member] | ||||||
Goodwill | $3,499,037 | ' | $3,499,037 | ' | $3,499,037 | ' | ' | $3,499,035 |
Retail Water Revenue Percentage | 33.00% | 36.00% | 36.00% | 37.00% | ' | ' | ' | ' |
Retail Water Gross Profit Percentage | 45.00% | 55.00% | 52.00% | 57.00% | ' | ' | ' | ' |
Contingencies Water Supply Agreement Description | ' | ' | ' | ' | ' | 'CW-Belize and its customer modify the water supply agreement between the parties to (a) include new water quality parameters included in the Order and (b) cap the current exclusive water supply arrangement in the agreement at a maximum of 450,000 gallons per day | 'CW-Bahamas is required to provide the WSC with at least 16.8 million gallons per week | ' |
Extended Agreement Description | ' | ' | 'five years | ' | ' | ' | ' | ' |
Bulk Water Revenue Amount | $1,900,000 | ' | $5,500,000 | ' | $7,500,000 | ' | ' | ' |