Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 10, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
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 | ||
Entity Registrant Name | CONSOLIDATED WATER CO LTD | ||
Entity Central Index Key | 928,340 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 187,204,652 | ||
Trading Symbol | CWCO | ||
Entity Common Stock, Shares Outstanding | 14,871,664 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 39,254,116 | $ 44,792,734 |
Certificate of deposit | 0 | 5,637,538 |
Restricted cash | 0 | 428,203 |
Accounts receivable, net | 16,500,798 | 9,529,016 |
Inventory | 2,305,879 | 1,918,728 |
Prepaid expenses and other current assets | 1,096,200 | 1,282,660 |
Current portion of loans receivable | 1,633,588 | 1,841,851 |
Costs and estimated earnings in excess of billings | 85,211 | 0 |
Total current assets | 60,875,792 | 65,430,730 |
Property, plant and equipment, net | 53,084,105 | 53,743,170 |
Construction in progress | 885,494 | 1,928,610 |
Inventory, non-current | 4,606,088 | 4,558,374 |
Loans receivable | 2,135,428 | 3,769,016 |
Investment in OC-BVI | 4,086,630 | 4,548,271 |
Intangible assets, net | 5,195,476 | 771,811 |
Goodwill | 9,784,248 | 3,499,037 |
Land held for development | 20,558,424 | 20,558,424 |
Other assets | 2,392,843 | 2,767,583 |
Total assets | 163,604,528 | 161,575,026 |
Current liabilities | ||
Accounts payable and other current liabilities | 4,898,908 | 4,829,535 |
Dividends payable | 1,187,214 | 1,177,246 |
Note payable to related party | 490,000 | 0 |
Demand loan payable | 0 | 6,958,328 |
Billings in excess of costs and estimated earnings | 102,966 | 189,985 |
Total current liabilities | 6,679,088 | 13,155,094 |
Deferred tax liability | 1,915,241 | 0 |
Other liabilities | 904,827 | 224,827 |
Total liabilities | 9,499,156 | 13,379,921 |
Commitments and contingencies | ||
Consolidated Water Co. Ltd. stockholders' equity | ||
Redeemable preferred stock, $0.60 par value. Authorized 200,000 shares; issued and outstanding 35,225 and 38,804 shares, respectively | 21,135 | 23,282 |
Additional paid-in capital | 85,621,033 | 84,597,349 |
Retained earnings | 51,589,337 | 52,084,175 |
Cumulative translation adjustment | (549,555) | (533,365) |
Total Consolidated Water Co. Ltd. stockholders' equity | 145,604,948 | 145,040,162 |
Non-controlling interests | 8,500,424 | 3,154,943 |
Total equity | 154,105,372 | 148,195,105 |
Total liabilities and equity | 163,604,528 | 161,575,026 |
Class A common stock [Member] | ||
Consolidated Water Co. Ltd. stockholders' equity | ||
Common stock value | 8,922,998 | 8,868,721 |
Class B common stock [Member] | ||
Consolidated Water Co. Ltd. stockholders' equity | ||
Common stock value | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
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 | 35,225 | 38,804 |
Redeemable preferred stock, outstanding | 35,225 | 38,804 |
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 | 14,871,664 | 14,781,201 |
Common stock, outstanding | 14,871,664 | 14,781,201 |
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 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Retail revenues | $ 23,505,619 | $ 23,254,757 | $ 24,104,932 |
Bulk revenues | 29,647,034 | 31,854,255 | 39,201,011 |
Services revenues | 4,723,054 | 2,007,190 | 2,253,135 |
Total revenues | 57,875,707 | 57,116,202 | 65,559,078 |
Cost of retail revenues | 10,294,298 | 10,543,972 | 11,521,277 |
Cost of bulk revenues | 19,488,550 | 21,634,789 | 27,985,441 |
Cost of services revenues | 3,841,973 | 1,629,221 | 2,580,260 |
Total cost of revenues | 33,624,821 | 33,807,982 | 42,086,978 |
Gross profit | 24,250,886 | 23,308,220 | 23,472,100 |
General and administrative expenses | 18,677,584 | 14,840,156 | 17,011,041 |
Impairment loss on long-lived assets | 2,000,000 | 0 | 0 |
Impairment of goodwill | 1,750,000 | 0 | 0 |
Income from operations | 1,823,302 | 8,468,064 | 6,461,059 |
Other income (expense): | |||
Interest income | 609,750 | 1,013,252 | 1,440,631 |
Interest expense | (104,048) | (269,090) | (488,770) |
Profit sharing income from OC-BVI | 125,550 | 105,300 | 111,375 |
Equity in earnings of OC-BVI | 337,809 | 294,368 | 303,380 |
Impairment loss on investment in OC-BVI | (925,000) | (1,060,000) | (860,000) |
Unrealized loss on put/call option | (297,000) | 0 | 0 |
Other | 670,893 | (626,400) | (203,135) |
Other income (expense), net | 417,954 | (542,570) | 303,481 |
Income before income taxes | 2,241,256 | 7,925,494 | 6,764,540 |
Provision for (benefit from) income taxes | (536,057) | 0 | 0 |
Net income | 2,777,313 | 7,925,494 | 6,764,540 |
Income (loss) attributable to non-controlling interests | (1,183,188) | 406,793 | 499,182 |
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ 3,960,501 | $ 7,518,701 | $ 6,265,358 |
Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders | $ 0.27 | $ 0.51 | $ 0.43 |
Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders | 0.27 | 0.51 | 0.42 |
Dividends declared per common share | $ 0.30 | $ 0.3 | $ 0.3 |
Weighted average number of common shares used in the determination of: | |||
Basic earnings per share | 14,809,909 | 14,741,748 | 14,697,896 |
Diluted earnings per share | 14,944,028 | 14,827,755 | 14,764,323 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net income | $ 2,777,313 | $ 7,925,494 | $ 6,764,540 |
Other comprehensive income (loss) | |||
Foreign currency translation adjustment | (17,042) | (53,660) | (10,953) |
Total other comprehensive income (loss) | (17,042) | (53,660) | (10,953) |
Comprehensive income (loss) | 2,760,271 | 7,871,834 | 6,753,587 |
Comprehensive income (loss) attributable to non-controlling interests | (1,184,040) | 404,110 | 498,634 |
Comprehensive income attributable to Consolidated Water Co. Ltd. stockholders | $ 3,944,311 | $ 7,467,724 | $ 6,254,953 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Total | Redeemable Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Cumulative translation adjustment [Member] | Non-controlling interests [Member] |
Balance at Dec. 31, 2013 | $ 141,498,373 | $ 22,445 | $ 8,811,718 | $ 83,381,387 | $ 47,155,548 | $ (471,983) | $ 2,599,258 |
Balance (in shares) at Dec. 31, 2013 | 37,408 | 14,686,197 | |||||
Issue of share capital | 259,337 | $ 3,574 | $ 10,976 | 244,787 | 0 | 0 | 0 |
Issue of share capital (in shares) | 5,957 | 18,294 | |||||
Conversion of preferred stock | 0 | $ (2,854) | $ 2,854 | 0 | 0 | 0 | 0 |
Conversion of preferred stock (in shares) | (4,756) | 4,756 | |||||
Buyback of preferred stock | (13,662) | $ (1,093) | $ 0 | (12,569) | 0 | 0 | 0 |
Buyback of preferred stock (in shares) | (1,822) | 0 | |||||
Net income | 6,764,540 | $ 0 | $ 0 | 0 | 6,265,358 | 0 | 499,182 |
Exercise of options | 53,136 | $ 32 | $ 3,991 | 49,113 | 0 | 0 | 0 |
Exercise of options (in shares) | 53 | 6,652 | |||||
Dividends declared | (4,584,681) | $ 0 | $ 0 | 0 | (4,420,285) | 0 | (164,396) |
Foreign currency translation adjustment | (10,953) | 0 | 0 | 0 | 0 | (10,405) | (548) |
Stock-based compensation | 116,574 | 0 | 0 | 116,574 | 0 | 0 | 0 |
Balance at Dec. 31, 2014 | 144,082,664 | $ 22,104 | $ 8,829,539 | 83,779,292 | 49,000,621 | (482,388) | 2,933,496 |
Balance (in shares) at Dec. 31, 2014 | 36,840 | 14,715,899 | |||||
Issue of share capital | 143,218 | $ 5,169 | $ 6,308 | 131,741 | 0 | 0 | 0 |
Issue of share capital (in shares) | 8,615 | 10,514 | |||||
Conversion of preferred stock | 0 | $ (4,317) | $ 4,317 | 0 | 0 | 0 | 0 |
Conversion of preferred stock (in shares) | (7,195) | 7,195 | |||||
Buyback of preferred stock | (6,014) | $ (449) | $ 0 | (5,565) | 0 | 0 | 0 |
Buyback of preferred stock (in shares) | (748) | 0 | |||||
Net income | 7,925,494 | $ 0 | $ 0 | 0 | 7,518,701 | 0 | 406,793 |
Exercise of options | 456,763 | $ 775 | $ 28,557 | 427,431 | 0 | 0 | 0 |
Exercise of options (in shares) | 1,292 | 47,593 | |||||
Dividends declared | (4,617,810) | $ 0 | $ 0 | 0 | (4,435,147) | 0 | (182,663) |
Foreign currency translation adjustment | (53,660) | 0 | 0 | 0 | 0 | (50,977) | (2,683) |
Stock-based compensation | 264,450 | 0 | 0 | 264,450 | 0 | 0 | 0 |
Balance at Dec. 31, 2015 | 148,195,105 | $ 23,282 | $ 8,868,721 | 84,597,349 | 52,084,175 | (533,365) | 3,154,943 |
Balance (in shares) at Dec. 31, 2015 | 38,804 | 14,781,201 | |||||
Issue of share capital | 179,573 | $ 5,053 | $ 15,094 | 159,426 | 0 | 0 | 0 |
Issue of share capital (in shares) | 8,421 | 25,156 | |||||
Conversion of preferred stock | 0 | $ (6,935) | $ 6,935 | 0 | 0 | 0 | 0 |
Conversion of preferred stock (in shares) | (11,558) | 11,558 | |||||
Buyback of preferred stock | (14,054) | $ (1,053) | $ 0 | (13,001) | 0 | 0 | 0 |
Buyback of preferred stock (in shares) | (1,755) | 0 | |||||
Net income | 2,777,313 | $ 0 | $ 0 | 0 | 3,960,501 | 0 | (1,183,188) |
Exercise of options | 568,849 | $ 788 | $ 32,248 | 535,813 | 0 | 0 | 0 |
Exercise of options (in shares) | 1,313 | 53,749 | |||||
Dividends declared | (4,638,002) | $ 0 | $ 0 | 0 | (4,455,339) | 0 | (182,663) |
Foreign currency translation adjustment | (17,042) | 0 | 0 | 0 | 0 | (16,190) | (852) |
Beginning Aerex non-controlling interest at fair value | 6,712,184 | 6,712,184 | |||||
Stock-based compensation | 341,446 | 0 | 0 | 341,446 | 0 | 0 | 0 |
Balance at Dec. 31, 2016 | $ 154,105,372 | $ 21,135 | $ 8,922,998 | $ 85,621,033 | $ 51,589,337 | $ (549,555) | $ 8,500,424 |
Balance (in shares) at Dec. 31, 2016 | 35,225 | 14,871,664 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities | |||
Net income | $ 2,777,313 | $ 7,925,494 | $ 6,764,540 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 7,241,915 | 5,657,580 | 5,524,359 |
Amortization of other assets | 179,353 | 179,353 | 179,353 |
Amortization of prepaid land lease | 19,241 | 23,014 | 25,968 |
Amortization of debt issuance costs | 41,672 | 125,016 | 170,289 |
Deferred income tax benefit | (536,057) | 0 | 0 |
Provision for doubtful accounts | 42,553 | 0 | 0 |
Unrealized loss on put/call option | 297,000 | 0 | 0 |
Compensation expense relating to stock and stock option grants | 521,019 | 407,668 | 202,454 |
Net loss (gain) on disposal of fixed assets | (314,381) | 32,566 | 77,495 |
Foreign currency transaction adjustment | (172,130) | 420,641 | 107,839 |
Profit sharing and equity in earnings of OC-BVI | (463,359) | (399,668) | (414,755) |
Impairment loss on long-lived assets | 2,000,000 | 0 | 0 |
Impairment of goodwill | 1,750,000 | 0 | 0 |
Impairment of investment in OC-BVI | 925,000 | 1,060,000 | 860,000 |
Change in: | |||
Accounts receivable and costs and estimated earnings in excess of billings | (5,910,009) | 3,402,728 | 5,988,523 |
Inventory | (622,724) | (732,588) | (566,928) |
Prepaid expenses and other assets | 185,401 | 276,116 | 423,893 |
Accounts payable and other liabilities and billings in excess of costs and estimated earnings - construction project | (138,455) | (1,058,134) | (1,158,169) |
Net cash provided by operating activities | 7,823,352 | 17,319,786 | 18,184,861 |
Cash flows from investing activities | |||
Purchase of certificate of deposit | 0 | (5,637,538) | (5,000,000) |
Maturity of certificate of deposit | 5,637,538 | 5,000,000 | 0 |
Additions to property, plant and equipment and construction in progress | (3,462,150) | (3,113,565) | (3,626,278) |
Proceeds from sale of equipment | 547,332 | 10,160 | 13,620 |
Distribution of earnings from OC-BVI | 0 | 0 | 969,600 |
Acquisition of Aerex, net of cash acquired | (7,742,853) | 0 | 0 |
Collections on loans receivable | 1,841,851 | 1,726,310 | 1,691,102 |
Sale of marketable securities | 0 | 0 | 8,587,475 |
Payment for land held for development | 0 | 0 | (7,382,858) |
Payment of land purchase obligation | 0 | 0 | (10,050,000) |
Release/(restriction) of cash balance | 398,744 | (42,716) | (456,083) |
Net cash used in investing activities | (2,779,538) | (2,057,349) | (15,253,422) |
Cash flows from financing activities | |||
Dividends paid to CWCO common shareholders | (4,433,539) | (4,417,534) | (4,407,249) |
Dividends paid to non-controlling interests | (182,663) | (201,473) | (164,396) |
Dividends paid to CWCO preferred shareholders | (11,831) | (11,881) | (11,528) |
Repurchase of redeemable preferred stock | (14,054) | (6,014) | (13,077) |
Proceeds received from exercise of stock options | 568,849 | 456,763 | 52,551 |
Issuance of note payable to related party | 490,000 | 0 | 0 |
Principal repayments of long term debt | 0 | 0 | (5,301,327) |
Proceeds received from demand loan payable | 0 | 0 | 10,000,000 |
Repayments of demand loan payable | (7,000,000) | (2,000,000) | (1,000,000) |
Net cash used in financing activities | (10,583,238) | (6,180,139) | (845,026) |
Effect of exchange rate changes on cash | 806 | (3,253) | 760 |
Net increase (decrease) in cash and cash equivalents | (5,538,618) | 9,079,045 | 2,087,173 |
Cash and cash equivalents at beginning of period | 44,792,734 | 35,713,689 | 33,626,516 |
Cash and cash equivalents at end of period | $ 39,254,116 | $ 44,792,734 | $ 35,713,689 |
Principal activity
Principal activity | 12 Months Ended |
Dec. 31, 2016 | |
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 and provides water-related products and services to its customers in the Cayman Islands, Belize, The Bahamas, the British Virgin Islands, the United States and Indonesia. The Company sells water to a variety of customers, including public utilities, commercial and tourist properties, residential properties and government facilities. The base price of water supplied by the Company, and adjustments thereto, are determined by the terms of a retail license and 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 manufactures and services a wide range of products and provides design, engineering, management, operating and other services applicable to desalination, commercial and municipal water production, supply and treatment, and industrial water and wastewater treatment. |
Accounting policies
Accounting policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. Accounting policies The consolidated financial statements presented are prepared in accordance with the accounting principles generally accepted in the United States of America. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to estimates and assumptions include the carrying value of property, plant and equipment, intangible assets, goodwill and the fair value of the Company’s investment in its affiliate. Actual results could differ significantly from such estimates. Basis of consolidation: The accompanying 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-Cooperatief”), Consolidated Water U.S. Holdings, Inc. (“CW-Holdings”); and (ii) majority-owned subsidiaries Consolidated Water (Bahamas) Ltd. (“CW-Bahamas”), Aerex Industries, Inc. (“Aerex”), Consolidated Water (Asia) Pte. Limited, PT Consolidated Water Bali (“CW-Bali”), N.S.C. Agua, S.A. de C.V. (“NSC”) and Aguas de Rosarito S.A.P.I. de C.V. (“AdR”). 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 Company’s reporting currency is the United States dollar (“US$”). The functional currency of the Company and its foreign operating subsidiaries (other than CW-Bali, NSC and CW-Cooperatief) is the currency for each respective country. As discussed in Note 18, the Company changed the functional currency of CW-Bali from the Indonesian rupiah to the US$ as of October 1, 2016. The functional currency for NSC and CW-Cooperatief is the US$. The exchange rates for the Cayman Islands dollar, the Belize dollar and the Bahamian dollar are fixed to the US$. CW-Cooperatief 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 Mexican pesos into US$ vary based upon market conditions. Net foreign currency gains (losses) arising from transactions and re-measurements were $ 50,299 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. Cash and cash equivalents consist of demand deposits at banks and highly liquid deposits at banks with an original maturity of three months or less. Cash and cash equivalents as of December 31, 2016 and December 31, 2015 include $ 1.0 13.6 As of December 31, 2016, the Company had deposits in U.S. banks in excess of federally insured limits of approximately $ 2.0 40.0 Transfers from the Company’s Bahamas and Belize bank accounts to Company bank accounts in other countries require the approval of the Central Bank of the Bahamas and Belize, respectively. As of December 31, 2016, the equivalent United States dollar cash balances for deposits held in the Bahamas and Belize were approximately $ 5.9 4.9 Accounts receivable are recorded at invoiced amounts based on meter readings or minimum take-or-pay amounts per contractual agreements. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable balance. The Company determines the allowance for doubtful accounts based on historical write-off experience and monthly review of delinquent accounts. Past due balances are reviewed individually for collectability and disconnection. Account balances are charged off against the allowance for doubtful accounts after all means of collection have been exhausted and the potential for recovery is considered by management to be remote. Inventory primarily includes consumables stock and spare parts stock that are valued at the lower of cost or net realizable value with cost determined on the first-in, first-out basis. Inventory also includes potable water held in the Company’s reservoirs. The carrying amount of the water inventory is the lower of the average cost of producing water during the year or its net realizable value. Loans receivable relate to notes receivable from customers arising from the construction and sale of water desalination plants. The allowance for loan losses, if any, is the Company’s best estimate of the amount of probable credit losses in the Company’s existing loans and is determined on an individual loan basis. Property, plant and equipment is stated at cost less accumulated depreciation. Depreciation is calculated using a straight line method with an allowance for estimated residual values. Buildings 5 40 Plant and equipment 4 40 Distribution system 3 40 Office furniture, fixtures and equipment 3 10 Vehicles 3 10 Leasehold improvements Lab equipment 5 10 Additions to property, plant and equipment are comprised of the cost of the contracted services, direct labor and materials. Assets under construction are recorded as additions to property, plant and equipment upon completion of the projects. Depreciation commences in the month the asset is placed in service. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. For long-lived assets to be held and used, the Company recognizes an impairment loss only if its carrying amount is not recoverable through its undiscounted cash flows and measures the impairment loss based on the difference between the carrying amount and estimated fair value. Interest costs directly attributable to the acquisition and construction of qualifying assets, which are assets that necessarily take a substantial period of time to be ready for their intended use, are added to the cost of those assets until such time as the assets are substantially ready for use. No interest was capitalized during the years ended December 31, 2016, 2015 or 2014. Goodwill represents the excess cost over the fair value of the assets of an acquired business. Goodwill and intangible assets acquired in a business combination accounted for as a purchase and determined to have an indefinite useful life are not amortized, but are tested for impairment at least annually. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed periodically for impairment. The Company evaluates the possible impairment of goodwill annually as part of its reporting process for the fourth quarter of each fiscal year. Management identifies the Company’s reporting units, which consist of the retail and bulk business segments and Aerex, and determines the carrying value of each reporting unit by assigning the assets and liabilities, including the existing goodwill and intangible assets, to those reporting units. The Company determines the fair value of each reporting unit and compares the fair value to the carrying amount of the reporting unit. To the extent the carrying amount of the reporting unit exceeds the fair value of the reporting unit, the Company is required to perform the second step of the impairment test, as this is an indication that the reporting unit’s goodwill may be impaired. In this step, the Company compares the implied fair value of the reporting unit’s goodwill with the carrying amount of the reporting unit’s goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit to all the assets (recognized and unrecognized) and liabilities of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit’s goodwill. If the implied fair value is less than its carrying amount, the impairment loss is recorded. For the years ended December 31, 2016 and 2015, the Company estimated the fair value of its reporting units by applying the discounted cash flow method, the subject company stock price method, the guideline public company method, and the mergers and acquisitions method. The discounted cash flow method relied upon seven-year discrete projections of operating results, working capital and capital expenditures, along with a terminal value subsequent to the discrete period. These seven-year projections were based upon historical and anticipated future results, general economic and market conditions, and considered the impact of planned business and operational strategies. The discount rates for the calculations represented the estimated cost of capital for market participants at the time of each analysis. In preparing these seven-year projections for its retail unit, the Company (i) identified possible outcomes of its on-going negotiations with the Cayman Islands government for the renewal of its retail license; (ii) estimated the cash flows associated with each possible outcome; and (iii) assigned a probability to each outcome and associated estimated cash flows. The weighted average estimated cash flows were then summed to determine the overall fair value of the retail unit under this method. The possible outcomes used for the discounted cash flow method for the retail unit included the implementation of a rate of return on invested capital model, the methodology proposed by Cayman Islands government representatives for the new retail license. The Company also estimated the fair value of each of its reporting units for the years ended December 31, 2016 and 2015 through reference to the quoted market prices for the Company and guideline companies and the market multiples implied by guideline merger and acquisition transactions. The Company weighted the fair values estimated for each of its reporting units under each method and summed such weighted fair values to estimate the overall fair value for each reporting unit. Method Retail Bulk Discounted cash flow 50 % 50 % Subject company stock price 30 % 30 % Guideline public company 10 % 10 % Mergers and acquisitions 10 % 10 % 100 % 100 % The fair values the Company estimated for its retail, bulk and Aerex units exceeded their carrying amounts by 123 41 26 72 20 The Company also performed an analysis reconciling the conclusions of value for its reporting units to its market capitalization at December 31, 2016. This reconciliation resulted in no implied control premium for the Company. On February 11, 2016, the Company acquired 51 8,035,211 1,750,000 6,285,211 Investments: Investments where the Company does not exercise significant influence over the operating and financial policies of the investee and holds less than 20% of the voting stock are recorded at cost. The Company uses the equity method of accounting for investments in common stock where the Company holds 20% to 50% of the voting stock of the investee and has significant influence over its operating and financial policies but does not meet the criteria for consolidation. Under the terms of CW-Bahamas’ contract with the Water and Sewerage Corporation of The Bahamas to supply water from its Blue Hills desalination plant, CW-Bahamas was required to reduce the amount of water lost by the public water distribution system on New Providence Island, The Bahamas, over a one year period by 438 million gallons, a requirement CW Bahamas met during 2007. The Company was solely responsible for the engineering, labor and materials costs incurred to effect the reduction in lost water, which were capitalized and are being amortized on a straight-line basis over the original remaining life of the Blue Hills contract. Such costs are included in other assets and aggregated approximately $ 3.5 1.8 1.6 Other liabilities : Other liabilities consist of security deposits received from large customers as security for accounts receivable from such customers. The Company accounts for the income taxes arising from the operations of its United States and Mexico subsidiaries under the asset and liability method. Deferred tax assets and liabilities, if any, 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 and operating loss and tax credit carryforwards. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to the extent any deferred tax asset may not be realized. CW-Belize is liable for business and corporate income taxes. Under the terms of its water supply agreement with Belize Water Services Ltd. (“BWSL”), its sole customer, CW-Belize is reimbursed by BWSL for all taxes that it is required to pay and records this reimbursement as an offset to its tax expense. The Company is not presently subject to income taxes in the other countries in which it operates. Construction revenue and cost of construction revenue: The Company recognizes revenue and related costs as work progresses on long term fixed price construction contracts using the percentage-of-completion method, which relies on contract revenue and estimates of total expected costs. The Company follows this method since it can make reasonably dependable estimates of the revenue and costs applicable to various stages of a contract. Under the percentage-of-completion method, the Company records revenue and recognizes profit or loss as work on the contract progresses. The Company estimates total project costs and profit to be earned on each long term, fixed price contract prior to commencement of work on the contract and updates these estimates as work on the contract progresses. The cumulative amount of revenue recorded on a contract at a specified point in time is that percentage of total estimated revenue that incurred costs to date comprises of estimated total contract costs. If, as work progresses, the actual contract costs exceed estimates, the profit recognized on revenue from that contract decreases. The Company recognizes the full amount of any estimated loss on a contract at the time the estimates indicate such a loss. Any costs and estimated earnings in excess of billings are classified as current assets. Billings in excess of costs and estimated earnings on uncompleted contracts, if any, are classified as current liabilities. With respect to the plant construction contracts awarded as the result of a tender process, the Company assumes the risk that the costs associated with constructing the plant may be greater than it anticipated in preparing its bid, as the terms of such tender processes typically require the winner to guarantee the sales price for the plant at the bid amount. Because the Company bases its contracted sales price in part on its estimation of future construction costs, the profitability of its plant sales is dependent on its ability to estimate these costs accurately. The cost estimates the Company prepares in connection with the construction of plants to be sold to third parties are subject to inherent uncertainties. The cost of materials and construction may increase significantly after the Company submits its tender and accompanying bid price for a plant due to factors beyond the Company’s control, which could cause the profit margin for a plant to be less than the Company anticipated when the tender was submitted. The profit margin the Company initially expects to generate from a plant sale could be further affected by other factors, such as hydro-geologic conditions at the plant site that differ materially from those the Company believes exists, and therefore relies upon, in determining its bid price. The Company recognizes revenues from water sales at the time water is supplied to the customer’s facility or storage tank. The amount of water supplied is determined based upon water meter readings performed at the end of each month. Under the terms of both its license agreement with the government of the Cayman Islands and its bulk water supply contracts, the Company is entitled to charge its customers the greater of a minimum monthly charge or the price for water supplied during the month. Certain amounts presented in the financial statements previously issued for 2015 and 2014 have been reclassified to conform to the current year’s presentation. |
Cash and cash equivalents
Cash and cash equivalents | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents Disclosure [Text Block] | 3. Cash and cash equivalents December 31, 2016 2015 Bank accounts: United States dollar $ 11,355,704 $ 10,961,159 Cayman Islands dollar 16,511,673 10,590,207 Bahamian dollar 4,859,914 1,983,236 Belize dollar 4,884,161 4,213,923 Bermudian dollar 3,733 4,571 Mexican peso 72,507 27,872 Euro 11,657 23,819 Singapore dollar 25,840 25,879 Indonesian rupiah 29,220 40,483 37,754,409 27,871,149 Short term deposits: United States dollar 490,914 1,307,337 Bahamian dollar 1,008,793 15,614,248 1,499,707 16,921,585 Total cash and cash equivalents $ 39,254,116 $ 44,792,734 Transfers from the Company’s Bahamas and Belize bank accounts to Company bank accounts in other countries require the approval of the Central Bank of the Bahamas and Belize, respectively. |
Accounts receivable
Accounts receivable | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 4. Accounts receivable December 31 2016 2015 Trade accounts receivable $ 15,368,218 $ 8,235,514 Receivable - construction project - 521,250 Receivable from OC-BVI 53,970 45,118 Other accounts receivable 1,271,948 920,472 16,694,136 9,722,354 Allowance for doubtful accounts (193,338) (193,338) $ 16,500,798 $ 9,529,016 December 31 2016 2015 Opening allowance for doubtful accounts $ 193,338 $ 193,338 Provision for doubtful accounts 42,553 - Accounts written off during the year (42,553) - Ending allowance for doubtful accounts $ 193,338 $ 193,338 Significant concentrations of credit risk are disclosed in Note 21. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | 5. Inventory December 31, 2016 2015 Water stock $ 23,905 $ 27,670 Consumables stock 143,028 152,350 Spare parts stock 6,745,034 6,297,082 Total inventory 6,911,967 6,477,102 Less current portion 2,305,879 1,918,728 Inventory (non-current) $ 4,606,088 $ 4,558,374 |
Loans receivable
Loans receivable | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Financing Receivables [Text Block] | 6. Loans receivable December 31, 2016 2015 All loans receivable are due from the Water Authority-Cayman and consisted of: Two loans originally aggregating $10,996,290, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $124,827 to June 2019, and secured by the machinery and equipment of the North Side Water Works plant. $ 3,448,051 $ 4,678,355 Two loans originally aggregating $3,671,039, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $54,513 to June 2017, and secured by the machinery and equipment of the Red Gate plant. 320,965 932,512 Total loans receivable 3,769,016 5,610,867 Less current portion 1,633,588 1,841,851 Loans receivable, excluding current portion $ 2,135,428 $ 3,769,016 |
Property, plant and equipment a
Property, plant and equipment and construction in progress | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 7. Property, plant and equipment and construction in progress December 31, 2016 2015 Land $ 3,570,361 $ 3,223,361 Buildings 19,366,123 18,437,758 Plant and equipment 62,227,399 63,733,553 Distribution system 33,482,674 31,726,766 Office furniture, fixtures and equipment 3,405,633 3,210,819 Vehicles 1,396,886 1,384,294 Leasehold improvements 261,147 260,519 Lab equipment 151,233 157,851 123,861,456 122,134,921 Less accumulated depreciation 70,777,351 68,391,751 Property, plant and equipment, net $ 53,084,105 $ 53,743,170 Construction in progress $ 885,494 $ 1,928,610 As of December 31, 2016, the Company had outstanding capital commitments of $ 1,809,418 3,542,119 2,694,733 5,765,580 5,501,491 5,355,771 |
Investment in OC-BVI
Investment in OC-BVI | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments Disclosure [Text Block] | 8. Investment in OC-BVI The Company owns 50 43.53 45 The Company’s equity investment in OC-BVI amounted to $ 4,086,630 4,548,271 Until 2009, substantially all of the water sold by OC-BVI to the Ministry was supplied by one desalination plant with a capacity of 1.7 Baughers Bay litigation” 720,000 600,000 December 31, 2016 2015 Current assets $ 5,627,414 $ 4,323,792 Non-current assets 3,963,242 4,682,650 Total assets $ 9,590,656 $ 9,006,442 December 31, 2016 2015 Current liabilities $ 197,673 $ 584,116 Non-current liabilities 1,854,900 1,650,252 Total liabilities $ 2,052,573 $ 2,234,368 Year Ended December 31, 2016 2015 2014 Revenues $ 3,832,929 $ 4,143,882 $ 4,679,829 Cost of revenues 2,107,557 2,261,973 2,833,007 Gross profit 1,725,372 1,881,909 1,846,822 General and administrative expenses 930,838 958,364 940,072 Income from operations 794,534 923,545 906,750 Other income (expense), net 51,475 (176,448) (188,751) Net income 846,009 747,097 717,999 Income (loss) attributable to non-controlling interests 69,975 70,854 21,045 Net income attributable to controlling interests $ 776,034 $ 676,243 $ 696,954 Balance as of December 31, 2015 $ 4,548,271 Profit sharing and equity from earnings of OC-BVI 463,359 Distributions received from OC-BVI - Impairment of investment in OC-BVI (925,000) Balance as of December 31, 2016 $ 4,086,630 The Company recognized $ 337,809 294,368 303,380 125,550 105,300 111,375 For the years ended December 31, 2016, 2015, and 2014, the Company recognized $ 515,474 528,346 747,340 34,218 23,803 15,500 106,000 Baughers Bay Litigation Under the terms of a water supply agreement dated May 1990 (the “1990 Agreement”) between OC-BVI and the Government of the British Islands (the “BVI Government”), upon the expiration of its initial seven-year term in May 1999, the 1990 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 at the agreed upon amount under the 1990 Agreement of approximately $ 1.42 4.7 In 2006, the BVI government took the position that the seven-year extension of the 1990 Agreement had been completed and that it was entitled to ownership of the Baughers Bay plant. In response, OC-BVI disputed the BVI government’s contention that the original terms of the 1990 Agreement remained in effect. During 2007, the BVI government significantly reduced its payments for the water being supplied by OC-BVI and 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 The Court ruled on this litigation in 2009, determining that (i) the BVI government was entitled to immediate ownership and possession of the Baughers Bay plant; (ii) OC-BVI was not entitled to compensation for the expenditures made to expand the production capacity of the plant; (iii) 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 (iv) OC-BVI was entitled to the amount of $ 10.4 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 September 17, 2009 ruling by the Court 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 reduce the $ 10.4 In March 2010, OC-BVI vacated the Baughers Bay plant and the BVI government assumed direct responsibility for the plant’s operations. In June 2012, the Appellate Court issued the final 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 equal to the difference between (i) the value of the Baughers Bay plant at the date OC-BVI transferred possession of the plant to the BVI government and (ii) $ 1.42 OC-BVI and the BVI government engaged a mutually approved valuation expert to complete a valuation of the Baughers Bay plant at the date it was transferred to the BVI government in accordance with the Appellate Court ruling. In June 2016, OC-BVI received the final valuation report from the valuation expert, which sets forth a value for the Baughers Bay plant of $ 13.0 11.58 Valuation of Investment in OC-BVI The Company accounts for its investment in OC-BVI under the equity method of accounting for investments in common stock. This method requires recognition of a loss on an equity investment that is other than temporary, and indicates that a current fair value of an equity investment that is less than its carrying amount may indicate a loss in the value of the investment. As a quoted market price for OC-BVI’s stock is not available, to test for possible impairment of its investment in OC-BVI, the Company estimated its fair value through the use of the discounted cash flow method which relies upon projections of OC-BVI’s operating results, working capital and capital expenditures. The use of this method required the Company to estimate OC-BVI’s cash flows from (i) its water supply agreement with the BVI government for its Bar Bay plant (the “Bar Bay agreement”); and (ii) the pending amount awarded by the Eastern Caribbean Court of Appeals for the value of the Baughers Bay plant previously transferred by OC-BVI to the BVI government. The Company estimated the cash flows OC-BVI will receive from its Bar Bay plant by (i) identifying various possible future scenarios which included the execution of a new agreement for the Bar Bay plant as well as the termination of Bar Bay plant operations upon the expiration of the existing Bar Bay agreement in March 2017; (ii) estimating the cash flows associated with each possible scenario; and (iii) assigning a probability to each scenario. The Company similarly estimated the cash flows OC-BVI will receive from the BVI government for the amount due under the ruling by the Eastern Caribbean Court of Appeals for the value of the Baughers Bay plant at the date it was transferred to the BVI government by assigning probabilities to different valuation scenarios. The resulting probability-weighted sum represented the expected cash flows, and the Company’s best estimate of future cash flows, to be derived by OC-BVI from its Bar Bay plant and the pending court award. The identification of the possible scenarios for the Bar Bay plant and the Baughers Bay plant valuation, the projections of cash flows for each scenario, and the assignment of relative probabilities to each scenario all represented significant estimates made by the Company. While the Company used its best judgment in identifying these possible scenarios, estimating the expected cash flows for these scenarios and assigning relative probabilities to each scenario, these estimates were by their nature highly subjective and were also subject to material change by the Company’s management over time based upon new information or changes in circumstances. During 2016, after updating its probability-weighted estimates of OC-BVI’s future cash flows and its resulting estimate of the fair value of our investment in OC-BVI, the Company determined that the carrying value of its investment in OC-BVI exceeded its fair value and recorded impairment losses of totaling $ 925,000 1,060,000 860,000 43.5 30,000 In February 2017, the BVI government executed a 14 year extension to Bar Bay plant agreement. The selling price for the water under this extension is approximately 31% lower than the price that was in effect as of December 31, 2016. |
N.S.C. Agua, S.A. de C.V.
N.S.C. Agua, S.A. de C.V. | 12 Months Ended |
Dec. 31, 2016 | |
Investments In and Advances To Affiliates, Schedule Of Investments [Abstract] | |
Investments in and Advances to Affiliates, Schedule of Investments [Text Block] | 9. N.S.C. Agua, S.A. de C.V. In May 2010, the Company acquired, through its wholly-owned Netherlands subsidiary, CW-Cooperatief, a 50 99.9 100 50 50 Since its inception, NSC has engaged engineering groups with extensive regional and/or technical experience to prepare preliminary designs and cost estimates for the desalination plant and the proposed pipeline and prepare the environmental impact studies for local, state and federal regulatory agencies, and has also acquired the land, performed pilot plant and feed water source testing and evaluated financing alternatives for the Project. Through a series of transactions completed in 2012-2014, NSC purchased 20.1 20.6 In November 2012, NSC entered into a lease with an effective term of 20 5,000 20,000 In August 2014, the State enacted new legislation to regulate Public-Private Association projects which involve the type of long-term contract between a public sector authority and a private party that NSC is seeking to complete the Project. Pursuant to this new legislation, on January 4, 2015, NSC submitted an expression of interest for its project to the Secretary of Infrastructure and Urban Development of the State of Baja California (“SIDUE”). SIDUE accepted NSC’s expression of interest and requested that NSC submit a detailed proposal for the Project that complies with requirements of the new legislation. NSC submitted this detailed proposal (the “APP Proposal”) to SIDUE in late March 2015. The new legislation required that such proposal be evaluated by SIDUE and submitted to the Public-Private Association Projects State Committee (the “APP Committee”) for review and authorization. If the Project was authorized the State would be required to conduct a public tender for the Project. In response to its APP Proposal, in September 2015 NSC received a letter dated June 30, 2015 from the Director General of the Comisión Estatal de Agua de Baja California (“CEA”), the State agency with responsibility for the Project, stating that (i) the Project is in the public interest with high social benefits and is consistent with the objectives of the State development plan and (ii) that the Project should proceed and the required public tender should be conducted. In November 2015, the State officially commenced the tender for the Project, the scope of which the State defined as a first phase to be operational in 2019 consisting of a 50 50 The Company has acknowledged since the inception of the Project that, due to the amount of capital the Project requires, NSC will ultimately need an equity partner or partners for the Project. Consequently, NSC’s tender to the State for the Project was based upon the following: (i) NSC will sell or otherwise transfer the land and other Project assets to a new company (“Newco”) that would build and own the Project; (ii) NSC’s potential partners would provide the majority of the equity for the Project and thereby would own the majority interest in Newco; (iii) NSC would maintain a minority ownership position in Newco; and (iv) Newco would enter into a long-term management and technical services contract for the Project with an entity partially owned by NSC or another Company subsidiary. On June 15, 2016, the State designated the Consortium as the winner of tender process for the Project. On August 17, 2016, NSC and NuWater incorporated Aguas de Rosarito S.A.P.I. de C.V. (“AdR”), a special project company, to execute the Project and executed a shareholders agreement for AdR agreeing among other things that (i) AdR would purchase the land and other Project assets from NSC on the date that the Project begins commercial operations; and (ii) AdR would enter into a Management and Technical Services Agreement with NSC effective on the first day that the Project begins commercial operations. As of December 31, 2016, NSC owned 99.6% of AdR. On August 22, 2016, the Public Private Partnership Agreement for public private partnership number 002/2015, contest number SIDUE-CEA-APP-2015-002 (“APP Contract”) was executed between AdR, CEA, the Government of Baja California represented by the Secretary of Planning and Finance (“SPF”), and the Public Utilities Commission of Tijuana (“CESPT”). The APP Contract requires AdR to design, construct, finance and operate a seawater desalination plant (and accompanying aqueducts) with a capacity of up to 100 50 50 The total Project cost is expected to be approximately 9 463 1.02 52 The APP Contract does not become effective until the following conditions are met: · the State has established and registered various payment trusts, guaranties and bank credit lines for specific use by the Project; · the CEA has obtained the rights from the relevant federal authority to take and desalinate seawater and distribute it for municipal use; · various water purchase and sale agreements between the CEA, the payment trusts and the CESPT have been executed; · AdR has obtained all rights of ways required for the aqueduct; · AdR has obtained permission from the relevant federal authority to discharge the residual water from the Project’s desalination plant; and · all equity and debt financing agreements necessary to provide the funding to AdR for the first phase of the Project have been executed. Both the exchange rate for the Mexico peso relative to the dollar and general macroeconomic conditions in Mexico have declined since the U.S. Presidential election in November 2016. These changes have adversely impacted the estimated construction, operating, and financing costs for the Project. The APP Contract and the APP Law allow for the parties to negotiate (but do not guarantee) modifications to the water tariff in the event of such significant macroeconomic condition changes. On February 10, 2017 AdR submitted proposals to the CEA requesting an increase to the water tariff to compensate for changes in foreign exchange rates, lending rates and certain changes in law which have impacted the Project. If AdR is unable to obtain this requested increase in the water tariff it may be unable to obtain the debt and equity financing required for the Project. The Company is currently unable to say whether or not such water tariff increase will be approved. If AdR is ultimately unable to proceed with the Project, the land NSC has purchased may lose its strategic importance as the site for the Project and consequently may decline in value. If AdR does not proceed with the Project, NSC may ultimately be unable to sell this land for an amount equal to or in excess of its current carrying value of approximately $ 20.6 Included in the Company’s results of operations are general and administrative expenses from NSC and AdR, consisting of organizational, legal, accounting, engineering, consulting and other costs relating to Project development activities. Such expenses amounted to approximately $ 3.0 2.0 3.7 23.3 221,000 22.0 488,000 NSC Litigation Immediately following CW-Cooperatief’s acquisition of its initial 50 February 7, 2014 1.0 25 5.7 99.9 25 1.0 In October 2015, the Company learned that EWG had filed a lawsuit against the individual shareholder, NSC, NSA, CW-Cooperatief, Ricardo del Monte Nunez, Carlos Eduardo Ahumada Arruit, Luis de Angitia Becerra, and the Public Registry of Commerce of Tijuana, Baja California in the Civil Court located in Tecate, Baja California, Mexico. In this lawsuit, EWG is challenging, among other things, the capital investment transactions that increased the Company’s ownership interest in NSC to 99.9 EWG is also seeking an order directing, among other things: (i) NSA, NSC and CW-Cooperatief to refrain from carrying out any transactions with respect to the Project; and (ii) NSA, NSC and CW-Cooperatief, and the partners thereof, to refrain from transferring any interests in NSA, NSC and CW-Cooperatief. On April 5, 2016, NSC filed a motion for reconsideration with the Tecate, Mexico Court asking, among other things, that the Court; (i) reverse its order to record the pendency of the lawsuit in the public records, (ii) cancel the appointment of the inspector, and (iii) allow NSC to provide a counter-guarantee to suspend the effects of the Court’s order regarding the challenged transactions. On April 26, 2016, the Tecate, Mexico Court issued an interlocutory judgment (i) ordering the cancellation of the inscriptions on NSC’s public records and (ii) rejecting NSC’s motion for cancellation of the appointment of the inspector. On April 26, 2016, NSC filed a full answer to EWG’s claims rejecting every claim made by EWG. The Court’s response on this matter is pending. On May 17, 2016, NSC filed a claim with the Third District Court in Matters of Amparo and Federal Trials in the City of Tijuana, Baja California (the “Amparo Court”) challenging the Tecate, Mexico Court ex-parte order which appointed an inspector over NSC’s commercial activities. On July 29, 2016, the Amparo Court found that such appointment is unconstitutional and reversed the Tecate, Mexico Court’s appointment of an inspector. On September 6, 2016, the Tecate, Mexico Court issued a decree granting the counter guaranty requested by NSC. Such counter-guaranty was fixed in the amount of 300,000 The Company believes that the claims made by EWG are baseless and without merit, will vigorously defend NSC and CW-Cooperatief in this litigation, and will seek dismissal of the orders entered by the court and all claims against NSC and CW-Cooperatief. The Company incurred legal fees in connection with this litigation of approximately $ 203,000 138,000 The Company cannot presently determine the outcome of this litigation. However, such litigation could adversely impact the Company’s efforts to complete the Project. Mexico Tax Authority The Mexico tax authority, the Servicio de Administracion Tributaria (“SAT”), assessed NSC for taxes relating to payments to foreign vendors on which the SAT contended should have been subject to income tax withholdings during NSC’s 2011 tax year. As of December 31, 2015, the assessment and related penalties, surcharges, inflation adjustments and late fees totaled 7,367,875 428,203 NSC retained the assistance of Mexican tax advisers in this matter, as it believed the assumptions and related work performed by the SAT did not support their tax assessment. As a result, NSC elected to contest this assessment in Mexico federal tax court. NSC was required to provide an irrevocable letter of credit which amounted to 7,367,875 428,203 In November 2014, NSC received a favorable judgment from the tax court. Based on this outcome, the SAT filed an appeal shortly thereafter to contest the judgment. On February 15, 2016, NSC received a favorable judgment from the appellate tax court and shortly thereafter obtained the release of the Mexican pesos cash balance that had been restricted and pledged as collateral as of December 31, 2015 for the irrevocable letter of credit. |
Intangible assets
Intangible assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | 10. Intangible assets In 2003, as part of the acquisition of a group of companies, the Company acquired 100 856,356 The carrying amount of the Belize Water Production and Supply Agreement is being amortized over the 23 On February 11, 2016, the Company purchased a 51 5,900,000 5 15 3 1 4 December 31, 2016 2015 Cost Intangible asset management service agreement $ 856,356 $ 856,356 Belize water production and supply agreement 1,522,419 1,522,419 Aerex - Non-compete agreement 400,000 - Aerex - Trade name 1,400,000 - Aerex - Certifications/programs 2,000,000 - Aerex - Customer backlog 100,000 - Aerex - Customer relationships 2,000,000 - 8,278,775 2,378,775 Accumulated amortization Intangible asset management service agreement (840,839) (750,697) Belize water production and supply agreement (922,460) (856,267) Aerex - Non-compete agreement (73,333) - Aerex - Trade name (85,556) - Aerex - Certifications/programs (611,111) - Aerex - Customer backlog (91,667) - Aerex - Customer relationships (458,333) - (3,083,299) (1,606,964) Intangible assets, net $ 5,195,476 $ 771,811 2017 $ 1,430,042 2018 1,406,192 2019 795,081 2020 281,192 2021 166,192 Thereafter 1,116,777 $ 5,195,476 Amortization expense was $ 1,476,335 156,089 168,588 |
Purchase of interest in Aerex I
Purchase of interest in Aerex Industries, Inc. | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | 11. Purchase of interest in Aerex Industries, Inc. On February 11, 2016 (the “Closing Date”), the Company, through its wholly-owned subsidiary, CW-Holdings, entered into a stock purchase agreement (the “Purchase Agreement”) with Aerex and Thomas Donnick, Jr. (“Donnick”), Aerex’s sole shareholder prior to the Closing Date. Pursuant to the terms of the Purchase Agreement, CW-Holdings purchased a 51 7.7 49 Aerex is an original equipment manufacturer and service provider of a wide range of products and services applicable to municipal water treatment and industrial water and wastewater treatment. Its products include membrane separation equipment, filtration equipment, piping systems, vessels and custom fabricated components. Aerex also offers engineering, design, consulting, inspection, training and equipment maintenance services to its customers. Aerex is an American Society of Mechanical Engineers (ASME) code accredited manufacturer and maintains the ASME U and S and the National Board NB and R Certificates of Authorization. Its corporate offices and manufacturing facilities are located in Fort Pierce, Florida. In connection with the Purchase Agreement, CW-Holdings, Aerex and Donnick entered into a shareholders agreement pursuant to which CW-Holdings and Donnick agreed to certain rights and obligations with respect to the governance of Aerex. Immediately following the acquisition, Donnick and the Company loaned $ 490,000 510,000 1 408,000 392,000 September 30, 2017 1 Cash consideration Purchase price (excluding working capital) $ 7,140,000 Working capital adjustment 605,179 Cash acquired (2,326) Total cash consideration $ 7,742,853 Financial assets $ 456,664 Inventory 70,487 Costs and estimated earnings in excess of billings 784,465 Property, plant and equipment 2,159,401 Identifiable intangible assets 5,900,000 Deferred tax liability (2,451,298) Accounts payable and accrued liabilities (116,893) Net liability arising from put/call options (383,000) Total identifiable net assets 6,419,826 Non-controlling interest in Aerex (6,712,184) Goodwill 8,035,211 $ 7,742,853 Amount Useful life Non-compete agreement $ 400,000 5 years Trade name 1,400,000 15 years Certifications/programs 2,000,000 3 years Customer backlog 100,000 1 year Customer relationships 2,000,000 4 years $ 5,900,000 Aerex’s actual results of operations for the period subsequent to its acquisition by the Company on February 11, 2016 fell significantly short of the projected results for this period that were included in the overall cash flow projections utilized by the Company to determine the purchase price for Aerex and the fair values of its assets and liabilities. Due to this negative variance in actual results compared to projected results, the Company tested Aerex’s goodwill for possible impairment as of September 30, 2016 by estimating its fair value using the discounted cash flow method. As a result of this impairment testing, the Company determined that the carrying value of its Aerex reporting unit exceeded its fair value, and recorded an impairment loss for the three months ended September 30, 2016 of $ 1,750,000 6,285,211 Year Ended Revenues $ 3,887,284 Gross profit 796,450 Amortization of intangibles (1,320,000) Impairment loss (1,750,000) Net loss (1,566,281) The following unaudited pro forma financial information presents the results of operations of the Company for the years ended December 31, 2016 and 2015, as if the acquisition of Aerex had taken place on January 1, 2015. Year Ended December 31, 2016 2015 Revenues $ 58,381,424 $ 75,919,627 Cost of revenues 33,892,238 47,624,001 Gross profit 24,489,186 28,295,626 General and administrative expenses 18,992,301 17,266,335 Impairment loss on long-lived assets 2,000,000 - Impairment of goodwill 1,750,000 - Income from operations 1,746,885 11,029,291 Other income (expense), net 419,458 226,762 Income before income taxes 2,166,343 11,256,053 Provision for (benefit from) income taxes (608,970) 1,127,911 Net income 2,775,313 10,128,142 Income (loss) attributable to non-controlling interests (1,148,675) 1,719,425 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,923,988 $ 8,408,717 Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders $ 0.26 $ 0.57 Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders $ 0.26 $ 0.57 Weighted average number of common shares used in the determination of: Basic earnings per share 14,809,909 14,741,748 Diluted earnings per share 14,944,028 14,827,755 |
Dividends
Dividends | 12 Months Ended |
Dec. 31, 2016 | |
Dividends [Abstract] | |
Dividends [Text Block] | 12. Dividends 2016 2015 2014 First Quarter $ 0.075 $ 0.075 $ 0.075 Second Quarter 0.075 0.075 0.075 Third Quarter 0.075 0.075 0.075 Fourth Quarter 0.075 0.075 0.075 $ 0.30 $ 0.30 $ 0.30 |
Long term debt
Long term debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt [Text Block] | 13. Long term debt December 31, 2016 2015 Demand loan payable with an original balance of $10.0 million, payable in quarterly installments of $500,000 with the remaining principal balance due on May 14, 2016, if not called by the lender; bearing interest at LIBOR plus 1.5%. $ - $ 7,000,000 Working capital loan from related party to Aerex bearing interest at 1% per annum and payable on June 30, 2017 490,000 - Total debt 490,000 7,000,000 Less current portion 490,000 7,000,000 Long term debt, excluding current portion $ - $ - |
Share capital and additional pa
Share capital and additional paid-in capital | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 14. Share capital and additional paid-in capital Shares of redeemable preferred stock (“preferred shares”) are issued under the Company’s Employee Share Incentive Plan (see Note 19) and carry the same voting and dividend rights as shares of common stock (“common shares”). Preferred shares vest over four years and convert to common stock on a share for share basis on the fourth anniversary of each grant date. Preferred shares are only redeemable with the Company’s agreement. Upon liquidation, preferred shares rank in preference to the common shares to the extent of the par value of the preferred shares and any related additional paid in capital. The Company is a party to an Option Deed dated August 6, 1997, and amended on August 8, 2005, September 27, 2005 and May 30, 2007 (as amended, the “Option Deed”), which expires on July 31, 2017, that is designed to deter coercive takeover tactics. Pursuant to the Option Deed, the Company granted to the holders of its common shares and redeemable preferred shares options (the “Options”) to purchase one one-hundredth of a share of Class 'B' common shares of the Company at an exercise price of $ 100.00 a person or group of affiliated or associated persons (an “Acquiring Person”) has acquired, or obtained the right to acquire, beneficial ownership of 20% or more of the Company’s outstanding common shares The Options are not exercisable until the Distribution Date and will expire at the close of business on July 31, 2017 For a period of ten business days following the date that any person, alone or jointly with its affiliates and associates, becomes an Acquiring Person, the Company will have the right to redeem the Options at a price of CI$ 0.01 an Acquiring Person (or by certain related parties) following any person, alone or jointly with its affiliates and associates, becoming an Acquiring Person would entitle its holder to purchase $200.00 worth of the Company’s common shares for $100.00. Assuming that the common shares had a per share value of $20.00 at such time, the holder of each valid Option would be entitled to purchase 10 common shares for $100.00. Any of the provisions of the Option Deed may be amended by the Company’s Board of Directors prior to the Distribution Date. After the Distribution Date, the provisions of the Option Deed may be amended by the Board of Directors in order to cure any ambiguity, to make changes which do not adversely affect the interests of holders of Options (excluding the interests of any Acquiring Person), or to shorten or lengthen any time period under the Option Deed. |
Cost of revenues and general an
Cost of revenues and general and administrative expenses | 12 Months Ended |
Dec. 31, 2016 | |
Cost of revenues and general and administrative expenses [Abstract] | |
Cost Of Revenues And General And Administrative Expenses [Text Block] | 15. Cost of revenues and general and administrative expenses Year Ended December 31, 2016 2015 2014 Cost of revenues consist of: Electricity $ 9,037,347 $ 10,675,287 $ 14,631,638 Depreciation 5,355,529 5,270,454 5,077,293 Fuel oil 4,210,542 4,974,421 8,726,195 Employee costs 5,541,983 4,287,783 4,274,007 Cost of plant sales 142,151 878,396 1,470,045 Maintenance 3,545,269 3,436,736 3,131,947 Retail license royalties 1,528,914 1,427,073 1,405,067 Insurance 992,374 1,187,097 1,397,799 Materials 1,280,794 - - Other 1,989,918 1,670,735 1,972,987 $ 33,624,821 $ 33,807,982 $ 42,086,978 General and administrative expenses consist of: Employee costs $ 7,598,829 $ 6,841,274 $ 6,671,510 Insurance 782,013 802,386 923,089 Professional fees 1,101,938 941,193 1,424,927 Directors’ fees and expenses 774,769 754,145 686,228 Depreciation 384,045 218,032 278,478 NSC project expenses 3,011,989 1,976,408 3,606,332 Amortization of intangibles 1,410,143 89,896 89,896 Other 3,613,858 3,216,822 3,330,581 $ 18,677,584 $ 14,840,156 $ 17,011,041 |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | 16. 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. Year Ended December 31, 2016 2015 2014 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,960,501 $ 7,518,701 $ 6,265,358 Less: preferred stock dividends (11,563) (12,028) (11,485) Net income available to common shares in the determination of basic earnings per common share $ 3,948,938 $ 7,506,673 $ 6,253,873 Weighted average number of common shares in the determination of basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders 14,809,909 14,741,748 14,697,896 Plus: Weighted average number of preferred shares outstanding during the period 37,706 38,612 37,924 Potential dilutive effect of unexercised options 96,413 47,395 28,503 Weighted average number of shares used for determining diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders 14,944,028 14,827,755 14,764,323 |
Segment information
Segment information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 17. Segment information The Company has three reportable segments: retail, bulk and services. The retail segment primarily 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 manufactures and services a wide range of water-related products and provides design, engineering, management, operating and other services applicable to commercial and municipal water production, water supply and treatment, and industrial water and wastewater treatment. The services segment includes the operations of Aerex beginning February 11, 2016. Consistent with prior periods, the Company records all non-direct general and administrative expenses in its retail business segment and does not allocate any of these non-direct costs to its other two business segments. The accounting policies of the segments are consistent with those described in Note 2. The Company evaluates each segment’s performance based upon its income from operations. All intercompany transactions are eliminated for segment presentation purposes. Year Ended December 31, 2016 Retail Bulk Services Total Revenues $ 23,505,619 $ 29,647,034 $ 4,723,054 $ 57,875,707 Cost of revenues 10,294,298 19,488,550 3,841,973 33,624,821 Gross profit 13,211,321 10,158,484 881,081 24,250,886 General and administrative expenses 11,460,165 1,744,840 5,472,579 18,677,584 Impairment loss on long-lived assets 2,000,000 - - 2,000,000 Impairment of goodwill - - 1,750,000 1,750,000 Income (loss) from operations $ (248,844) $ 8,413,644 $ (6,341,498) 1,823,302 Other income (expense), net 417,954 Income before income taxes 2,241,256 Provision for (benefit from) income taxes (536,057) Net income 2,777,313 Loss attributable to non-controlling interests (1,183,188) Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,960,501 Depreciation and amortization expenses for the year ended December 31, 2016 for the retail, bulk and services segments were $ 2,468,846 3,288,083 1,664,339 As of December 31, 2016 Retail Bulk Services Total Accounts receivable, net $ 2,646,628 $ 12,692,714 $ 1,161,456 $ 16,500,798 Property plant and equipment, net $ 24,890,031 $ 26,124,724 $ 2,069,350 $ 53,084,105 Construction in progress $ 134,392 $ 743,296 $ 7,806 $ 885,494 Intangibles, net $ - $ 599,960 $ 4,595,516 $ 5,195,476 Goodwill $ 1,170,511 $ 2,328,526 $ 6,285,211 $ 9,784,248 Land held for development $ - $ - $ 20,558,424 $ 20,558,424 Total assets $ 54,303,011 $ 68,663,628 $ 40,637,889 $ 163,604,528 Year Ended December 31, 2015 Retail Bulk Services Total Revenues $ 23,254,757 $ 31,854,255 $ 2,007,190 $ 57,116,202 Cost of revenues 10,543,972 21,634,789 1,629,221 33,807,982 Gross profit (loss) 12,710,785 10,219,466 377,969 23,308,220 General and administrative expenses 11,095,349 1,605,943 2,138,864 14,840,156 Income (loss) from operations $ 1,615,436 $ 8,613,523 $ (1,760,895) 8,468,064 Other income (expense), net (542,570) Net income 7,925,494 Income attributable to non-controlling interests 406,793 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 7,518,701 Depreciation and amortization expenses for the year ended December 31, 2015 for the retail, bulk and services segments were $ 2,344,315 3,389,717 102,901 As of December 31, 2015 Retail Bulk Services Total Accounts receivable, net $ 2,261,141 $ 6,231,626 $ 1,036,249 $ 9,529,016 Property plant and equipment, net $ 25,204,226 $ 28,421,906 $ 117,038 $ 53,743,170 Construction in progress $ 1,860,050 $ 68,560 $ - $ 1,928,610 Intangibles, net $ - $ 666,152 $ 105,659 $ 771,811 Goodwill $ 1,170,511 $ 2,328,526 $ - $ 3,499,037 Land held for development $ - $ - $ 20,558,424 $ 20,558,424 Total assets $ 54,561,577 $ 83,284,439 $ 23,729,010 $ 161,575,026 Year ended December 31, 2014 Retail Bulk Services Total Revenues $ 24,104,932 $ 39,201,011 $ 2,253,135 $ 65,559,078 Cost of revenues 11,521,277 27,985,441 2,580,260 42,086,978 Gross profit 12,583,655 11,215,570 (327,125) 23,472,100 General and administrative expenses 11,540,333 1,605,499 3,865,209 17,011,041 Income from operations $ 1,043,322 $ 9,610,071 $ (4,192,334) 6,461,059 Other income, net 303,481 Net income 6,764,540 Income attributable to non-controlling interests 499,182 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 6,265,358 Depreciation and amortization expenses for the year ended December 31, 2014 for the retail, bulk and services segments were $ 2,404,404 3,196,912 102,396 Year ended December 31, 2016 2015 2014 Cayman Islands $ 31,211,705 $ 32,735,215 $ 35,040,803 Bahamas 19,554,944 21,062,081 26,702,605 Indonesia 91,311 368,012 471,919 Belize 2,614,989 2,422,547 2,596,410 United States 3,887,284 - - Revenues earned from management services agreement with OC-BVI 515,474 528,347 747,341 $ 57,875,707 $ 57,116,202 $ 65,559,078 Revenues earned from major customers were: Year ended December 31, 2016 2015 2014 Revenues earned from the Water and Sewerage Corporation of the Bahamas("WSC") $ 19,254,395 $ 20,770,347 $ 26,376,520 Percentage of total revenues from the WSC 33 % 36 % 40 % Revenues earned from the Water Authority - Cayman ("WAC") $ 7,477,101 $ 8,369,627 $ 9,901,996 Percentage of total revenues from the WAC 13 % 15 % 15 % Property, plant and equipment, net by major geographic region were: December 31, 2016 2015 Cayman Islands $ 24,252,351 $ 22,518,524 Bahamas 25,180,669 27,441,376 Belize 907,752 920,149 Indonesia 612,568 2,665,312 United States 1,978,321 - All other country operations 152,444 197,809 $ 53,084,105 $ 53,743,170 |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 18. Commitments and contingencies Commitments As of December 31, 2016, the Company held operating leases for land, office space, warehouse space, and equipment. In addition to minimum lease payments, certain leases provide for payment of real estate taxes, insurance, common area maintenance, and certain other expenses. Lease terms may include escalating rent provisions and rent incentives. Minimum lease payments and rent incentives are expensed using a straight line method over the non-cancellable lease term, which expire at various dates through the year 2035 The short-term and long-term components of deferred rent assets are included within prepaid expenses and other current assets, and other assets, respectively, in the consolidated balance sheets. 2017 $ 806,279 2018 790,725 2019 557,480 2020 432,473 2021 216,786 Thereafter 2,595,436 $ 5,399,179 Total rental expense for the years ended December 31, 2016, 2015 and 2014 was $ 834,738 821,845 812,658 The Company has entered into employment agreements with certain executives, which expire through December 31, 2019 and provide for, among other things, base annual salaries in an aggregate amount of approximately $ 2.1 The Company has purchase obligations totaling approximately $ 2.9 Retail License The Company sells water through its retail operations under a license issued in July 1990 by the Cayman Islands government that grants Cayman Water the exclusive right to provide potable water to customers within its licensed service area. As discussed below, this license was set to expire in July 2010 but has since been extended while negotiations for a new license take place. Pursuant to the license, Cayman Water has the exclusive right to produce potable water and distribute it by pipeline to its licensed service area, which consists of two of the three most populated areas of Grand Cayman, the Seven Mile Beach and West Bay areas. For the years ended December 31, 2016, 2015 and 2014, the Company generated approximately 40 40 36 56 56 54 Under the license, Cayman Water pays a royalty to the government of 7.5 The license was scheduled to expire in July 2010 but has been extended several times by the Cayman Islands government in order to provide the parties with additional time to negotiate the terms of a new license agreement. The most recent extension of the license expired on June 30, 2016. The Company continues to provide water subsequent to June 30, 2016 on the assumption that the license has been further extended to allow the parties to continue negotiations without interruption to an essential service. The Cayman Islands government could ultimately offer a third party a license to service some or all of Cayman Water’s present service area. However, as set forth in the existing license, “ the Governor hereby agrees that upon the expiry of the term of this Licence or any extension thereof, he will not grant a licence or franchise to any other person or company for the processing, distribution, sale and supply of water within the Licence Area without having first offered such a licence or franchise to the Company on terms no less favourable than the terms offered to such other person or company.” In February 2011, the Water (Production and Supply) Law, 2011 and the Water Authority (Amendment) Law, 2011 (the “New Laws”) were published and enacted. Under the New Laws, the WAC will issue any new license, and such new license could include a rate of return on invested capital model, as discussed in the following paragraph. Following the enactment of the New Laws, the Company was advised in correspondence from the Cayman Islands government and the WAC that: (i) the WAC, and not the Cayman Islands government, is the principal negotiator in these license negotiations; and (ii) the WAC has determined that a rate of return on invested capital model (“RCAM”) for the retail license is in the best interest of the public and Cayman Water’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. The Company responded to the Cayman Islands government that it disagreed with the government’s position on these two matters and negotiations for a new license temporarily ceased. In July 2012, in an effort to resolve several issues relating to its 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 “Court”), seeking declarations that: (i) certain provisions of the New Laws appear to be incompatible and a determination as to how those provisions should be interpreted; (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. The hearing for this judicial review was held in April 2014 and in June 2014 the Court issued its ruling, which was limited to the determination that (i) the renewal of the license does not require a public bidding process; and (ii) the WAC is the proper entity to negotiate with the Company for the renewal of the license. In November 2014, the Company wrote to the Minister of Works offering to recommence license negotiations on the basis of the RCAM model subject to the following conditions: (i) the Government would undertake to amend the current water legislation to provide for an independent regulator and a fair and balanced regulatory regime more consistent with that provided under the electrical utility regulatory regime, (ii) the Government and the Company would mutually appoint an independent referee and chairman of the negotiations, (iii) the Company’s new license would provide exclusivity for the production and provision of all piped water, both potable and non-potable, within its Cayman Islands license area, (iv) the Government would allow the Company to submit its counter proposal to the WAC’s RCAM license draft, and (v) the principle of subsidization of residential customer rates by commercial customer rates would continue under a new license. In March 2015 the Company received a letter from the Minister of Works with the following responses to the Company’s November 2014 letter: (1) while the Cayman government plans to create a new public utilities commission, the provision of the new retail license will not depend upon the formation of such a commission; (2) any consideration regarding inclusion of the exclusive right to sell non-potable water within the area covered by the retail license will not take place until after the draft license has proceeded through the review process of the negotiations; (3) rather than allow the Company to submit its counter proposal to the WAC’s RCAM license draft, the WAC will draft the license with the understanding that the Company will be allowed to propose amendments thereto; (4) the principle of subsidization of residential customer rates by commercial customer rates would continue under the new license; and (5) a request that the Company consider eliminating its monthly minimum volume charge in the new license. The Company recommenced license negotiations with the WAC during the third quarter of 2015 based upon a draft RCAM license provided by the WAC. In October 2016, the Government of the Cayman Islands passed legislation which created a new utilities regulation and competition office (“OFREG”). OFREG is an independent and accountable regulatory body with a view of protecting the rights of consumers, encouraging affordable utility services, and promoting competition. OFREG has the ability to supervise, monitor and regulate multiple utility undertakings and markets. Water utilities are not presently included in the scope of OFREG’s regulatory functions and remain under the regulatory control of the WAC. However, the Company was given the opportunity by the Cayman Islands government to comment on four draft legislative bills which are intended to transfer responsibility for economic regulation of the water utility sector from the WAC to OFREG. The Company has not been advised as to the final form and content of these legislative bills and is therefore presently unable to assess their ultimate impact on its retail license negotiations, however the or the pending legislative bills The Company is presently unable to determine what impact the resolution of its retail license negotiations will have on its cash flows, financial condition or results of operations but such resolution could result in a material reduction of the operating income and cash flows the Company has historically generated from its retail operations and could require the Company to record an impairment loss to reduce the carrying value of its goodwill. Such impairment loss could have a material adverse impact on the Company’s results of operations. 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 CW-Bali Through its subsidiary CW-Bali, the Company has built and presently operates a seawater reverse osmosis plant with a productive capacity of approximately 790,000 Year ended December 31, 2016 2015 2014 Revenues $ 91,311 $ 368,012 $ 471,919 Impairment loss on long-lived assets (2,000,000) - - Loss from operations (2,744,361) (483,544) (458,393) Net loss (2,547,332) (860,783) (585,744) Depreciation 450,736 304,673 279,037 In 2015, the Indonesian government passed Regulation 122 which provides a mechanism for governmental regulatory oversight over the utilization of Indonesia’s water resources. Under this new regulation, the approval or cooperation of the local government water utility is required for any water supply contracts executed by non-governmental providers after the effective date of the regulation. Consequently CW-Bali will be required to enter into a cooperation agreement with Bali’s local government water utility, PDAM, or otherwise obtain PDAM’s approval, to supply any new customers. In late 2015, the Company decided to seek a strategic partner for CW-Bali to (i) purchase a major portion of its equity ownership in CW-Bali; (ii) lead CW-Bali’s sales and marketing efforts; (iii) liaise with PDAM; and (iv) assist with CW-Bali’s on-going funding requirements. During the three months ended September 30, 2016, the Company reassessed the prospects for CW-Bali in light of its results to date, current circumstances and uncertainties impacting the business, and expected future funding requirements and tested its long-lived assets for possible impairment. To test for impairment, the Company estimated the future undiscounted cash flows CW-Bali will receive from its plant by (i) identifying various possible future scenarios for the business; (ii) estimating the undiscounted future cash flows associated with each possible scenario; and (iii) assigning a probability to each scenario. The resulting probability-weighted sum represents the Company’s best estimate of the future undiscounted cash flows to be derived by CW-Bali from its long-lived desalination plant assets. The carrying value of CW-Bali’s long-lived assets exceeded the Company’s probability-weighted estimate of CW-Bali’s future undiscounted cash flows which indicated impairment of these assets, and the Company recorded an impairment loss of $ 2.0 If in the coming months CW-Bali is not able to obtain a strategic partner, sell water to PDAM or to other new customers through a cooperation agreement, or otherwise significantly increase the revenues generated by its Nusa Dua plant, the Company may cease CW-Bali’s operations. If the Company ceases CW-Bali’s operations, it may be required to record further impairment losses to reduce the carrying value of its investment in CW-Bali to its fair value for the period in which the Company formally commits to exit the Bali market. Such impairment losses could have a material adverse impact on the Company’s results of operations. Any sale of a portion of the Company’s investment in CW-Bali may be for an amount less than its carrying amount, resulting in a loss on the sale that could have a material adverse impact on the Company’s results of operations. The carrying value of the Company’s investment in CW-Bali as of December 31, 2016 totaled $ 1.8 1.2 549,555 The Company anticipated at the time CW-Bali commenced operations that CW-Bali’s revenues, expenditures, and other cash flows would be conducted primarily in the local currency, the Indonesian rupiah (IDR). The Company expected that financial support it and its other subsidiaries provided to CW-Bali would not extend beyond CW-Bali’s start-up phase, and that thereafter CW-Bali would generate positive net cash flows from its operations and thus remain relatively self-contained and integrated within the economic environment of Bali, Indonesia. As a result, since inception of its operations through September 30, 2016, the functional currency of CW-Bali was the IDR. However, since its inception CW-Bali has been dependent upon on-going financial support from the Company in U.S dollars (US$) to continue its operations. The Company expects such funding to continue until such time, if ever, that CW-Bali generates sufficient revenues to support its operations, or is able to obtain a strategic partner to assist with its on-going funding requirements, or ceases operations. Consequently, effective as of October 1, 2016, the Company changed the functional currency of CW-Bali to US$. During the periods for which IDR was CW-Bali’s functional currency, the Company recorded foreign currency gains and losses arising from CW-Bali’s transactions conducted in currencies other than the IDR. Such foreign currency gains and losses included amounts associated with (i) transactions denominated in currencies other than the IDR and (ii) the re-measurement of monetary assets and liabilities denominated in currencies other than the IDR as of the balance sheet date. CW-Bali’s monetary assets and liabilities denominated in currencies other than the IDR consist of US$-denominated bank accounts and US$-denominated loans provided to CW-Bali by the Company. Such foreign currency transaction gains (losses) were included in income and amounted to approximately $ 28,000 202,000 This change in functional currency will be applied on a prospective basis, and therefore, the cumulative translation adjustment of ($549,555) as of September 30, 2016 will remain unchanged until such time that the CW-Bali is no longer dependent on US$ funding to support its operations, the Company sells all or a portion of its equity interest in CW-Bali, or the Company discontinues CW-Bali’s operations. Translated amounts for non-monetary assets as of September 30, 2016 will become the new accounting basis for those assets effective October 1, 2016. Monetary assets denominated in foreign currencies, including the IDR, will be re-measured to US$ at the current exchange rate as of the balance sheet date going forward. The Company anticipates that the likely effect of this change in functional currency will result in future foreign currency gains and losses that pertain to (i) transactions denominated in IDR and (ii) foreign currency re-measurements associated with monetary assets and liabilities denominated in IDR. As of December 31, 2016, such balances include IDR-denominated cash and accounts payable, which amounted to approximately $ 28,000 7,000 Other Contingencies CW-Bahamas’ contract to supply water to the WSC from its Blue Hills plant requires CW-Bahamas to guarantee delivery of a minimum quantity of water per week. If CW-Bahamas does not meet this minimum, it will be required to pay the WSC for the difference between the minimum and actual gallons delivered at a per gallon rate equal to the price per gallon that WSC is currently paying under the contract. The Blue Hills contract expires in 2032 and requires CW-Bahamas to deliver 63.0 |
Stock-based compensation
Stock-based compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 19. Stock-based compensation The Company has the following stock compensation plans that form part of its employees’ remuneration: Employee Share Incentive Plan (Preferred Shares) The Company awards shares of its preferred stock for $nil consideration under its Employee Share Incentive Plan to eligible employees, other than Directors and Officers, after four consecutive years of employment. If these employees remain with the Company for an additional four consecutive years, they can convert these preferred shares into shares of common stock on a one for one basis. In addition, at the time the preferred shares are granted, the employees receive options to purchase an equal number of shares of preferred stock at a discount to the average trading price of the Company’s common stock for the first seven days of the October immediately preceding the date of the preferred stock grant. If these options are exercised, the shares of preferred stock obtained may also be converted to shares of common stock if the employee remains with the Company for an additional four consecutive years. Each employee’s option to purchase shares of preferred stock must be exercised within 30 days of the grant date, which is the 90th day after the date of the independent registered public accountants firm’s audit opinion on the Company’s consolidated financial statements. Shares of preferred stock not subsequently converted to shares of common stock are redeemable only at the discretion of the Company. Shares of preferred stock granted under this plan during the years ended December 31, 2016, 2015 and 2014, totaled 8,421 8,615 5,957 2008 Equity Incentive Plan On May 14, 2008, the Company’s stockholders approved the 2008 Equity Incentive Plan (the “2008 Plan”) and reserved 1,500,000 The Company measures and recognizes compensation expense at fair value for all share-based payments, including stock options. Stock-based compensation for the Employee Share Incentive Plan, Employee Share Option Plan and the 2008 Equity Incentive Plan totaled $ 152,078 143,951 116,574 Non-Executive Directors’ Share Plan This stock grant plan provides part of Directors’ remuneration. Under this plan, non-Executive Directors receive a combination of cash and common stock for their participation in Board meetings. The number of shares of common stock granted is calculated based upon the market price of the Company’s common stock on October 1 of the year preceding the grant. Common stock granted under this plan during the years ended December 31, 2016, 2015 and 2014 totaled 15,192 10,514 5,992 179,573 143,218 85,880 Employee Share Option Plan (Common Stock Options) The Company has an employee stock option plan for certain long-serving employees of the Company. Under the plan, these employees are granted in each calendar year, as long as the employee is a participant in the Employee Share Incentive Plan, options to purchase common shares. The price at which the option may be exercised will be the closing market price on the grant date, which is the 40th day after the date of the Company’s Annual Shareholder Meeting. The number of options each employee is granted is equal to five times the sum of (i) the number of preferred shares which that employee receives for $nil consideration and (ii) the number of preferred share options which that employee exercises in that given year. Options may be exercised during the period commencing on the fourth anniversary of the grant date and ending on the thirtieth day after the fourth anniversary of the grant date. Options granted under this plan during the years ended December 31, 2016, 2015, and 2014, totaled 3,980 4,030 2,990 The fair value of each option award is estimated on the date of grant using a Black-Scholes option-pricing model that uses the assumptions noted in the table below. Expected volatilities are based on historical volatilities of the Company’s common stock. The Company uses historical data to estimate option exercise and post-vesting termination behavior. The expected term of options granted is based on historical data and represents the period of time that options granted are expected to be outstanding. The Company uses historical data to estimate stock option exercises and forfeitures within its valuation model. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. 2016 2015 2014 Risk free interest rate 0.43 % 0.41 % 0.48 % Expected option life (years) 1.4 1.4 1.4 Expected volatility 33.49 % 33.74 % 48.06 % Expected dividend yield 2.29 % 2.35 % 2.71 % Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Life (Years) Value (1) Outstanding at beginning of period 94,478 $ 10.52 Granted 12,401 10.05 Exercised (55,061) 7.90 Forfeited/expired (34,218) 9.87 Outstanding as of December 31, 2016 17,600 $ 12.02 1.90 years $ - Exercisable as of December 31, 2016 - $ 0.00 - years $ - (1) The intrinsic value of a stock option represents the amount by which the fair value of the underlying stock, measured by reference to the closing price of the common shares of $ 10.85 As of December 31, 2016, 17,600 12.02 1.90 25,336 1.90 As of December 31, 2016, unrecognized compensation costs relating to redeemable preferred stock outstanding were $ 155,231 1.22 2016 2015 2014 Options granted with an exercise price below market price on the date of grant: Employees preferred stock $ 4.48 $ 4.19 $ - Overall weighted average 4.48 4.19 - Options granted with an exercise price at market price on the date of grant: Management employees $ - $ - $ - Employees common stock 3.13 3.39 3.11 Overall weighted average 3.13 3.39 3.11 Options granted with an exercise price above market price on the date of grant: Management employees $ - $ - $ - Employees preferred stock - - 0.59 Overall weighted average - - 0.59 Total intrinsic value of options exercised $ 73,753 $ 87,371 $ 17,162 Long-Term Incentive Compensation The Board of Directors approved changes to the long-term incentive compensation for the Company’s executive officers effective for 2015 and thereafter to better align the interests of its executive officers with those of its shareholders. The revised long-term compensation plan includes a combination of performance and non-performance based grants of common stock. The non-performance based stock grants vest ratably over a three-year period. The performance based grants vest at the end of three years based upon the achievement of three year cumulative performance outcomes. The initial three year measurement period for the performance based stock grants is 2015-2017. Common stock granted under this plan for the year ended December 31, 2015 but issued in 2016 totaled 9,964 189,368 120,500 |
Retirement benefits
Retirement benefits | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | 20. Retirement benefits Staff pension plans are offered to all employees in Florida, Cayman Islands and Bahamas. The plans are administered by third party pension plan providers and are defined contribution plans. The Company matches the contribution of the first 5 104,400 6 376,086 328,084 325,576 |
Financial instruments
Financial instruments | 12 Months Ended |
Dec. 31, 2016 | |
Investments, All Other Investments [Abstract] | |
Financial Instruments Disclosure [Text Block] | 21. Financial instruments Credit risk: The Company is not exposed to significant credit risk on its retail customer accounts as its policy is to cease supply of water to customers’ accounts that are more than 45 days overdue. The Company’s exposure to credit risk is concentrated on receivables from its Bulk water customers. The Company considers these receivables fully collectible and therefore has not recorded an allowance for these receivables. Interest rate risk: The Company is not subject to significant interest-rate risk arising from fluctuations in interest rates as the balance of the Company’s note payable to related party at December 31, 2016 is not significant to its financial condition or results of operations. Foreign exchange risk: All relevant foreign currencies other than the Mexican peso, Indonesian rupiah and the euro have been fixed to the dollar for over 30 years and the Company does not employ a hedging strategy against exchange rate risk associated with the reporting in dollars. If any of these fixed exchange rates becomes a floating exchange rate or if any of the foreign currencies in which the Company conducts business depreciate significantly against the dollar, the Company’s consolidated results of operations could be adversely affected. Fair values: As of December 31, 2016 and 2015 the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and other current liabilities, the note payable to related party, the demand loan payable and dividends payable approximate their fair values due to the short term maturities of these instruments. Management considers that the carrying amounts for loans receivable as of December 31, 2016 and 2015 approximate their fair value as the stated interest rates approximate market rates. 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. US GAAP guidance 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 its fair value hierarchy classifications 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 December 31, 2016 and 2015: December 31, 2016 Level 1 Level 2 Level 3 Total Liabilities: Recurring Net liability arising from put/call options $ - $ - $ 680,000 $ 680,000 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Recurring Restricted cash $ 428,203 $ - $ - $ 428,203 Certificate of deposit - 5,637,538 - 5,637,538 Total recurring $ 428,203 $ 5,637,538 $ - $ 6,065,741 Net liability arising from put/call options (1) Balance as of December 31, 2015 $ - Issuance 383,000 Unrealized loss 297,000 Balance as of December 31, 2016 $ 680,000 (1) The net liability arising from the put/call options is included other liabilities in the accompanying consolidated balance sheets as of December 31, 2016. |
Supplemental disclosure of cash
Supplemental disclosure of cash flow information | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow, Supplemental Disclosures [Text Block] | 22. Supplemental disclosure of cash flow information Year Ended December 31, 2016 2015 2014 Interest paid in cash $ 74,898 $ 147,546 $ 196,768 Non-cash transactions: Transfers from inventory to property plant and equipment and construction in progress $ 276,807 $ 123,036 $ 168,622 Transfers from construction in progress to property, plant and equipment $ 3,542,119 $ 2,694,733 $ 2,693,622 Issuance of 25,156, 10,514, and 18,294, respectively, shares of common stock for services rendered $ 278,388 $ 119.018 $ 263,098 Issuance of 8,421, 8,615, and 5,957, respectively, shares of redeemable preferred stock for services rendered $ 111,410 $ 110,703 $ 65,289 Conversion (on a one-to-one basis) of 11,558, 7,195, and 4,756, respectively, shares of redeemable preferred stock to common stock $ 6,935 $ 4,317 $ 2,854 Dividends declared but not paid $ 1,118,017 $ 1,111,501 $ 1,106,456 |
Impact of recent accounting sta
Impact of recent accounting standards | 12 Months Ended |
Dec. 31, 2016 | |
New Accounting Pronouncements and Changes In Accounting Principles [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | 23. Impact of recent accounting standards Adoption of New Accounting Standards: In February 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements In September 2015, the FASB issued ASU 2015-16, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments Effect of newly issued but not yet effective accounting standards: In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, In May 2016, the FASB issued ASU 2016-11, Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, In December 2016, the FASB issued ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers The effective dates of ASU 2016-08, ASU 2016-10, ASU 2016-11, ASU 2016-12 and ASU 2016-20 are the same as ASU 2015-14 discussed above. The Company is currently evaluating the effect the adoption of these standards will have on the Company’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-07, Investments- Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting, In March 2016, the FASB issued ASU 2016-09, C ompensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 24. Income taxes The components of income (loss) before income taxes are as follows: Years Ended December 31 2016 2015 2014 Foreign (not subject to income taxes) $ 8,851,332 $ 10,502,379 $ 10,355,689 Mexico (3,339,932) (2,576,885) (3,591,149) United States (3,270,144) - - $ 2,241,256 $ 7,925,494 $ 6,764,540 The Company's provision for income taxes for 2016 consisted of a deferred tax benefit relating to U.S. operations of $ 536,057 U.S. statutory federal rate 34.0 % State taxes, net of federal effect (2.0) % Foreign tax rate differential (128.3) % Permanent items 20.9 % Valuation allowance for deferred tax assets 51.4 % (23.9) % Deferred tax assets: Operating loss carryforwards - Mexico $ 5,545,008 Operating loss carryforwards - United States 150,758 Valuation allowances (5,695,766) - Deferred tax liabilities: Property and equipment 129,041 Intangible assets 1,786,200 1,915,241 Net deferred tax liability $ 1,915,241 |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 25. Subsequent events The Company evaluated subsequent events through the time of the filing of its Annual Report on Form 10-K. Other than as disclosed in these consolidated financial statements, the Company 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) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of preparation: The consolidated financial statements presented are prepared in accordance with the accounting principles generally accepted in the United States of America. |
Use of Estimates, Policy [Policy Text Block] | Use of estimates: The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to estimates and assumptions include the carrying value of property, plant and equipment, intangible assets, goodwill and the fair value of the Company’s investment in its affiliate. Actual results could differ significantly from such estimates. |
Consolidation, Policy [Policy Text Block] | Basis of consolidation: The accompanying 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-Cooperatief”), Consolidated Water U.S. Holdings, Inc. (“CW-Holdings”); and (ii) majority-owned subsidiaries Consolidated Water (Bahamas) Ltd. (“CW-Bahamas”), Aerex Industries, Inc. (“Aerex”), Consolidated Water (Asia) Pte. Limited, PT Consolidated Water Bali (“CW-Bali”), N.S.C. Agua, S.A. de C.V. (“NSC”) and Aguas de Rosarito S.A.P.I. de C.V. (“AdR”). 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. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign currency: The Company’s reporting currency is the United States dollar (“US$”). The functional currency of the Company and its foreign operating subsidiaries (other than CW-Bali, NSC and CW-Cooperatief) is the currency for each respective country. As discussed in Note 18, the Company changed the functional currency of CW-Bali from the Indonesian rupiah to the US$ as of October 1, 2016. The functional currency for NSC and CW-Cooperatief is the US$. The exchange rates for the Cayman Islands dollar, the Belize dollar and the Bahamian dollar are fixed to the US$. CW-Cooperatief 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 Mexican pesos into US$ vary based upon market conditions. Net foreign currency gains (losses) arising from transactions and re-measurements were $ 50,299 |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive income: 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. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents: Cash and cash equivalents consist of demand deposits at banks and highly liquid deposits at banks with an original maturity of three months or less. Cash and cash equivalents as of December 31, 2016 and December 31, 2015 include $ 1.0 13.6 As of December 31, 2016, the Company had deposits in U.S. banks in excess of federally insured limits of approximately $ 2.0 40.0 Transfers from the Company’s Bahamas and Belize bank accounts to Company bank accounts in other countries require the approval of the Central Bank of the Bahamas and Belize, respectively. As of December 31, 2016, the equivalent United States dollar cash balances for deposits held in the Bahamas and Belize were approximately $ 5.9 4.9 |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts receivable and allowance for doubtful accounts: Accounts receivable are recorded at invoiced amounts based on meter readings or minimum take-or-pay amounts per contractual agreements. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable balance. The Company determines the allowance for doubtful accounts based on historical write-off experience and monthly review of delinquent accounts. Past due balances are reviewed individually for collectability and disconnection. Account balances are charged off against the allowance for doubtful accounts after all means of collection have been exhausted and the potential for recovery is considered by management to be remote. |
Inventory, Policy [Policy Text Block] | Inventory: Inventory primarily includes consumables stock and spare parts stock that are valued at the lower of cost or net realizable value with cost determined on the first-in, first-out basis. Inventory also includes potable water held in the Company’s reservoirs. The carrying amount of the water inventory is the lower of the average cost of producing water during the year or its net realizable value. |
Finance, Loans and Leases Receivable, Policy [Policy Text Block] | Loans receivable: Loans receivable relate to notes receivable from customers arising from the construction and sale of water desalination plants. The allowance for loan losses, if any, is the Company’s best estimate of the amount of probable credit losses in the Company’s existing loans and is determined on an individual loan basis. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, plant and equipment: Property, plant and equipment is stated at cost less accumulated depreciation. Depreciation is calculated using a straight line method with an allowance for estimated residual values. Buildings 5 40 Plant and equipment 4 40 Distribution system 3 40 Office furniture, fixtures and equipment 3 10 Vehicles 3 10 Leasehold improvements Lab equipment 5 10 Additions to property, plant and equipment are comprised of the cost of the contracted services, direct labor and materials. Assets under construction are recorded as additions to property, plant and equipment upon completion of the projects. Depreciation commences in the month the asset is placed in service. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-lived assets: Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. For long-lived assets to be held and used, the Company recognizes an impairment loss only if its carrying amount is not recoverable through its undiscounted cash flows and measures the impairment loss based on the difference between the carrying amount and estimated fair value. |
Construction In Progress [Policy Text Block] | Construction in progress: Interest costs directly attributable to the acquisition and construction of qualifying assets, which are assets that necessarily take a substantial period of time to be ready for their intended use, are added to the cost of those assets until such time as the assets are substantially ready for use. No interest was capitalized during the years ended December 31, 2016, 2015 or 2014. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and intangible assets: Goodwill represents the excess cost over the fair value of the assets of an acquired business. Goodwill and intangible assets acquired in a business combination accounted for as a purchase and determined to have an indefinite useful life are not amortized, but are tested for impairment at least annually. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed periodically for impairment. The Company evaluates the possible impairment of goodwill annually as part of its reporting process for the fourth quarter of each fiscal year. Management identifies the Company’s reporting units, which consist of the retail and bulk business segments and Aerex, and determines the carrying value of each reporting unit by assigning the assets and liabilities, including the existing goodwill and intangible assets, to those reporting units. The Company determines the fair value of each reporting unit and compares the fair value to the carrying amount of the reporting unit. To the extent the carrying amount of the reporting unit exceeds the fair value of the reporting unit, the Company is required to perform the second step of the impairment test, as this is an indication that the reporting unit’s goodwill may be impaired. In this step, the Company compares the implied fair value of the reporting unit’s goodwill with the carrying amount of the reporting unit’s goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit to all the assets (recognized and unrecognized) and liabilities of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit’s goodwill. If the implied fair value is less than its carrying amount, the impairment loss is recorded. For the years ended December 31, 2016 and 2015, the Company estimated the fair value of its reporting units by applying the discounted cash flow method, the subject company stock price method, the guideline public company method, and the mergers and acquisitions method. The discounted cash flow method relied upon seven-year discrete projections of operating results, working capital and capital expenditures, along with a terminal value subsequent to the discrete period. These seven-year projections were based upon historical and anticipated future results, general economic and market conditions, and considered the impact of planned business and operational strategies. The discount rates for the calculations represented the estimated cost of capital for market participants at the time of each analysis. In preparing these seven-year projections for its retail unit, the Company (i) identified possible outcomes of its on-going negotiations with the Cayman Islands government for the renewal of its retail license; (ii) estimated the cash flows associated with each possible outcome; and (iii) assigned a probability to each outcome and associated estimated cash flows. The weighted average estimated cash flows were then summed to determine the overall fair value of the retail unit under this method. The possible outcomes used for the discounted cash flow method for the retail unit included the implementation of a rate of return on invested capital model, the methodology proposed by Cayman Islands government representatives for the new retail license. The Company also estimated the fair value of each of its reporting units for the years ended December 31, 2016 and 2015 through reference to the quoted market prices for the Company and guideline companies and the market multiples implied by guideline merger and acquisition transactions. The Company weighted the fair values estimated for each of its reporting units under each method and summed such weighted fair values to estimate the overall fair value for each reporting unit. Method Retail Bulk Discounted cash flow 50 % 50 % Subject company stock price 30 % 30 % Guideline public company 10 % 10 % Mergers and acquisitions 10 % 10 % 100 % 100 % The fair values the Company estimated for its retail, bulk and Aerex units exceeded their carrying amounts by 123 41 26 72 20 The Company also performed an analysis reconciling the conclusions of value for its reporting units to its market capitalization at December 31, 2016. This reconciliation resulted in no implied control premium for the Company. On February 11, 2016, the Company acquired 51 8,035,211 1,750,000 6,285,211 |
Investment, Policy [Policy Text Block] | Investments: Investments where the Company does not exercise significant influence over the operating and financial policies of the investee and holds less than 20% of the voting stock are recorded at cost. The Company uses the equity method of accounting for investments in common stock where the Company holds 20% to 50% of the voting stock of the investee and has significant influence over its operating and financial policies but does not meet the criteria for consolidation. |
Other Assets [Policy Text Block] | Other assets: Under the terms of CW-Bahamas’ contract with the Water and Sewerage Corporation of The Bahamas to supply water from its Blue Hills desalination plant, CW-Bahamas was required to reduce the amount of water lost by the public water distribution system on New Providence Island, The Bahamas, over a one year period by 438 million gallons, a requirement CW Bahamas met during 2007. The Company was solely responsible for the engineering, labor and materials costs incurred to effect the reduction in lost water, which were capitalized and are being amortized on a straight-line basis over the original remaining life of the Blue Hills contract. Such costs are included in other assets and aggregated approximately $ 3.5 1.8 1.6 |
Other Liabilities [Policy Text Block] | Other liabilities : Other liabilities consist of security deposits received from large customers as security for accounts receivable from such customers. |
Income Tax, Policy [Policy Text Block] | Income taxes: The Company accounts for the income taxes arising from the operations of its United States and Mexico subsidiaries under the asset and liability method. Deferred tax assets and liabilities, if any, 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 and operating loss and tax credit carryforwards. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to the extent any deferred tax asset may not be realized. CW-Belize is liable for business and corporate income taxes. Under the terms of its water supply agreement with Belize Water Services Ltd. (“BWSL”), its sole customer, CW-Belize is reimbursed by BWSL for all taxes that it is required to pay and records this reimbursement as an offset to its tax expense. The Company is not presently subject to income taxes in the other countries in which it operates. |
Plant Construction Revenue And Cost Recognition [Policy Text Block] | Construction revenue and cost of construction revenue: The Company recognizes revenue and related costs as work progresses on long term fixed price construction contracts using the percentage-of-completion method, which relies on contract revenue and estimates of total expected costs. The Company follows this method since it can make reasonably dependable estimates of the revenue and costs applicable to various stages of a contract. Under the percentage-of-completion method, the Company records revenue and recognizes profit or loss as work on the contract progresses. The Company estimates total project costs and profit to be earned on each long term, fixed price contract prior to commencement of work on the contract and updates these estimates as work on the contract progresses. The cumulative amount of revenue recorded on a contract at a specified point in time is that percentage of total estimated revenue that incurred costs to date comprises of estimated total contract costs. If, as work progresses, the actual contract costs exceed estimates, the profit recognized on revenue from that contract decreases. The Company recognizes the full amount of any estimated loss on a contract at the time the estimates indicate such a loss. Any costs and estimated earnings in excess of billings are classified as current assets. Billings in excess of costs and estimated earnings on uncompleted contracts, if any, are classified as current liabilities. With respect to the plant construction contracts awarded as the result of a tender process, the Company assumes the risk that the costs associated with constructing the plant may be greater than it anticipated in preparing its bid, as the terms of such tender processes typically require the winner to guarantee the sales price for the plant at the bid amount. Because the Company bases its contracted sales price in part on its estimation of future construction costs, the profitability of its plant sales is dependent on its ability to estimate these costs accurately. The cost estimates the Company prepares in connection with the construction of plants to be sold to third parties are subject to inherent uncertainties. The cost of materials and construction may increase significantly after the Company submits its tender and accompanying bid price for a plant due to factors beyond the Company’s control, which could cause the profit margin for a plant to be less than the Company anticipated when the tender was submitted. The profit margin the Company initially expects to generate from a plant sale could be further affected by other factors, such as hydro-geologic conditions at the plant site that differ materially from those the Company believes exists, and therefore relies upon, in determining its bid price. |
Revenue Recognition, Policy [Policy Text Block] | Revenue from water sales: The Company recognizes revenues from water sales at the time water is supplied to the customer’s facility or storage tank. The amount of water supplied is determined based upon water meter readings performed at the end of each month. Under the terms of both its license agreement with the government of the Cayman Islands and its bulk water supply contracts, the Company is entitled to charge its customers the greater of a minimum monthly charge or the price for water supplied during the month. |
Reclassification, Policy [Policy Text Block] | Comparative amounts: Certain amounts presented in the financial statements previously issued for 2015 and 2014 have been reclassified to conform to the current year’s presentation. |
Accounting policies (Tables)
Accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule Of Property Plant And Equipment Useful Life [Table Text Block] | Rates are determined based on the estimated useful lives of the assets as follows: Buildings 5 40 Plant and equipment 4 40 Distribution system 3 40 Office furniture, fixtures and equipment 3 10 Vehicles 3 10 Leasehold improvements Lab equipment 5 10 |
Estimated Fair value Of Reporting Segment [Table Text Block] | The respective weightings the Company applied to each method as of December 31, 2016 were consistent with those used as of December 31, 2015 and were as follows: Method Retail Bulk Discounted cash flow 50 % 50 % Subject company stock price 30 % 30 % Guideline public company 10 % 10 % Mergers and acquisitions 10 % 10 % 100 % 100 % |
Cash and cash equivalents (Tabl
Cash and cash equivalents (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents [Table Text Block] | Cash and cash equivalents are not restricted by the terms of the Company’s bank accounts as to withdrawal or use. As of December 31, 2016 and 2015, the equivalent United States dollars are denominated in the following currencies: December 31, 2016 2015 Bank accounts: United States dollar $ 11,355,704 $ 10,961,159 Cayman Islands dollar 16,511,673 10,590,207 Bahamian dollar 4,859,914 1,983,236 Belize dollar 4,884,161 4,213,923 Bermudian dollar 3,733 4,571 Mexican peso 72,507 27,872 Euro 11,657 23,819 Singapore dollar 25,840 25,879 Indonesian rupiah 29,220 40,483 37,754,409 27,871,149 Short term deposits: United States dollar 490,914 1,307,337 Bahamian dollar 1,008,793 15,614,248 1,499,707 16,921,585 Total cash and cash equivalents $ 39,254,116 $ 44,792,734 |
Accounts receivable (Tables)
Accounts receivable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | December 31 2016 2015 Trade accounts receivable $ 15,368,218 $ 8,235,514 Receivable - construction project - 521,250 Receivable from OC-BVI 53,970 45,118 Other accounts receivable 1,271,948 920,472 16,694,136 9,722,354 Allowance for doubtful accounts (193,338) (193,338) $ 16,500,798 $ 9,529,016 |
Schedule Of Allowance For Doubtful Accounts Activity [Table Text Block] | The activity for the allowance for doubtful accounts consisted of: December 31 2016 2015 Opening allowance for doubtful accounts $ 193,338 $ 193,338 Provision for doubtful accounts 42,553 - Accounts written off during the year (42,553) - Ending allowance for doubtful accounts $ 193,338 $ 193,338 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Noncurrent [Table Text Block] | December 31, 2016 2015 Water stock $ 23,905 $ 27,670 Consumables stock 143,028 152,350 Spare parts stock 6,745,034 6,297,082 Total inventory 6,911,967 6,477,102 Less current portion 2,305,879 1,918,728 Inventory (non-current) $ 4,606,088 $ 4,558,374 |
Loans receivable (Tables)
Loans receivable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Schedule Of Loans Receivable [Table Text Block] | December 31, 2016 2015 All loans receivable are due from the Water Authority-Cayman and consisted of: Two loans originally aggregating $10,996,290, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $124,827 to June 2019, and secured by the machinery and equipment of the North Side Water Works plant. $ 3,448,051 $ 4,678,355 Two loans originally aggregating $3,671,039, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $54,513 to June 2017, and secured by the machinery and equipment of the Red Gate plant. 320,965 932,512 Total loans receivable 3,769,016 5,610,867 Less current portion 1,633,588 1,841,851 Loans receivable, excluding current portion $ 2,135,428 $ 3,769,016 |
Property, plant and equipment39
Property, plant and equipment and construction in progress (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | December 31, 2016 2015 Land $ 3,570,361 $ 3,223,361 Buildings 19,366,123 18,437,758 Plant and equipment 62,227,399 63,733,553 Distribution system 33,482,674 31,726,766 Office furniture, fixtures and equipment 3,405,633 3,210,819 Vehicles 1,396,886 1,384,294 Leasehold improvements 261,147 260,519 Lab equipment 151,233 157,851 123,861,456 122,134,921 Less accumulated depreciation 70,777,351 68,391,751 Property, plant and equipment, net $ 53,084,105 $ 53,743,170 Construction in progress $ 885,494 $ 1,928,610 |
Investment in OC-BVI (Tables)
Investment in OC-BVI (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summarized Financial Information of Unconsolidated Equity Method Investment [Table Text Block] | Summarized financial information for OC-BVI is as follows: December 31, 2016 2015 Current assets $ 5,627,414 $ 4,323,792 Non-current assets 3,963,242 4,682,650 Total assets $ 9,590,656 $ 9,006,442 December 31, 2016 2015 Current liabilities $ 197,673 $ 584,116 Non-current liabilities 1,854,900 1,650,252 Total liabilities $ 2,052,573 $ 2,234,368 Year Ended December 31, 2016 2015 2014 Revenues $ 3,832,929 $ 4,143,882 $ 4,679,829 Cost of revenues 2,107,557 2,261,973 2,833,007 Gross profit 1,725,372 1,881,909 1,846,822 General and administrative expenses 930,838 958,364 940,072 Income from operations 794,534 923,545 906,750 Other income (expense), net 51,475 (176,448) (188,751) Net income 846,009 747,097 717,999 Income (loss) attributable to non-controlling interests 69,975 70,854 21,045 Net income attributable to controlling interests $ 776,034 $ 676,243 $ 696,954 |
Equity Method Investments [Table Text Block] | A reconciliation of the beginning and ending balances for the investment in OC-BVI for the year ended December 31, 2016: Balance as of December 31, 2015 $ 4,548,271 Profit sharing and equity from earnings of OC-BVI 463,359 Distributions received from OC-BVI - Impairment of investment in OC-BVI (925,000) Balance as of December 31, 2016 $ 4,086,630 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, 2016 2015 Cost Intangible asset management service agreement $ 856,356 $ 856,356 Belize water production and supply agreement 1,522,419 1,522,419 Aerex - Non-compete agreement 400,000 - Aerex - Trade name 1,400,000 - Aerex - Certifications/programs 2,000,000 - Aerex - Customer backlog 100,000 - Aerex - Customer relationships 2,000,000 - 8,278,775 2,378,775 Accumulated amortization Intangible asset management service agreement (840,839) (750,697) Belize water production and supply agreement (922,460) (856,267) Aerex - Non-compete agreement (73,333) - Aerex - Trade name (85,556) - Aerex - Certifications/programs (611,111) - Aerex - Customer backlog (91,667) - Aerex - Customer relationships (458,333) - (3,083,299) (1,606,964) Intangible assets, net $ 5,195,476 $ 771,811 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amortization of intangible assets for each of the next five years and thereafter is expected to be as follows: 2017 $ 1,430,042 2018 1,406,192 2019 795,081 2020 281,192 2021 166,192 Thereafter 1,116,777 $ 5,195,476 |
Purchase of interest in Aerex42
Purchase of interest in Aerex Industries, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The purchase price for Aerex is summarized as follows: Cash consideration Purchase price (excluding working capital) $ 7,140,000 Working capital adjustment 605,179 Cash acquired (2,326) Total cash consideration $ 7,742,853 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table summarizes the estimated fair values of the assets and liabilities assumed at the acquisition date: Financial assets $ 456,664 Inventory 70,487 Costs and estimated earnings in excess of billings 784,465 Property, plant and equipment 2,159,401 Identifiable intangible assets 5,900,000 Deferred tax liability (2,451,298) Accounts payable and accrued liabilities (116,893) Net liability arising from put/call options (383,000) Total identifiable net assets 6,419,826 Non-controlling interest in Aerex (6,712,184) Goodwill 8,035,211 $ 7,742,853 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The identifiable intangible assets consisted of the following items: Amount Useful life Non-compete agreement $ 400,000 5 years Trade name 1,400,000 15 years Certifications/programs 2,000,000 3 years Customer backlog 100,000 1 year Customer relationships 2,000,000 4 years $ 5,900,000 |
Business Acquisition, Pro Forma Information [Table Text Block] | The pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which would have actually occurred had the transaction taken place on January 1, 2015, or of future results of operations: Year Ended December 31, 2016 2015 Revenues $ 58,381,424 $ 75,919,627 Cost of revenues 33,892,238 47,624,001 Gross profit 24,489,186 28,295,626 General and administrative expenses 18,992,301 17,266,335 Impairment loss on long-lived assets 2,000,000 - Impairment of goodwill 1,750,000 - Income from operations 1,746,885 11,029,291 Other income (expense), net 419,458 226,762 Income before income taxes 2,166,343 11,256,053 Provision for (benefit from) income taxes (608,970) 1,127,911 Net income 2,775,313 10,128,142 Income (loss) attributable to non-controlling interests (1,148,675) 1,719,425 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,923,988 $ 8,408,717 Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders $ 0.26 $ 0.57 Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders $ 0.26 $ 0.57 Weighted average number of common shares used in the determination of: Basic earnings per share 14,809,909 14,741,748 Diluted earnings per share 14,944,028 14,827,755 |
Aerex Industries Inc [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The results of operations of Aerex included in the Company’s results of operations for the period February 11, 2016 to December 31, 2016 are as follows: Year Ended Revenues $ 3,887,284 Gross profit 796,450 Amortization of intangibles (1,320,000) Impairment loss (1,750,000) Net loss (1,566,281) |
Dividends (Tables)
Dividends (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Dividends [Abstract] | |
Dividends Declared [Table Text Block] | Interim dividends declared on Class A common stock and redeemable preferred stock for each quarter of the respective years ended December 31 were as follows: 2016 2015 2014 First Quarter $ 0.075 $ 0.075 $ 0.075 Second Quarter 0.075 0.075 0.075 Third Quarter 0.075 0.075 0.075 Fourth Quarter 0.075 0.075 0.075 $ 0.30 $ 0.30 $ 0.30 |
Long term debt (Tables)
Long term debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | December 31, 2016 2015 Demand loan payable with an original balance of $10.0 million, payable in quarterly installments of $500,000 with the remaining principal balance due on May 14, 2016, if not called by the lender; bearing interest at LIBOR plus 1.5%. $ - $ 7,000,000 Working capital loan from related party to Aerex bearing interest at 1% per annum and payable on June 30, 2017 490,000 - Total debt 490,000 7,000,000 Less current portion 490,000 7,000,000 Long term debt, excluding current portion $ - $ - |
Cost of revenues and general 45
Cost of revenues and general and administrative expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Cost of revenues and general and administrative expenses [Abstract] | |
Cost Of Revenues And General And Administrative Expenses [Table Text Block] | Year Ended December 31, 2016 2015 2014 Cost of revenues consist of: Electricity $ 9,037,347 $ 10,675,287 $ 14,631,638 Depreciation 5,355,529 5,270,454 5,077,293 Fuel oil 4,210,542 4,974,421 8,726,195 Employee costs 5,541,983 4,287,783 4,274,007 Cost of plant sales 142,151 878,396 1,470,045 Maintenance 3,545,269 3,436,736 3,131,947 Retail license royalties 1,528,914 1,427,073 1,405,067 Insurance 992,374 1,187,097 1,397,799 Materials 1,280,794 - - Other 1,989,918 1,670,735 1,972,987 $ 33,624,821 $ 33,807,982 $ 42,086,978 General and administrative expenses consist of: Employee costs $ 7,598,829 $ 6,841,274 $ 6,671,510 Insurance 782,013 802,386 923,089 Professional fees 1,101,938 941,193 1,424,927 Directors’ fees and expenses 774,769 754,145 686,228 Depreciation 384,045 218,032 278,478 NSC project expenses 3,011,989 1,976,408 3,606,332 Amortization of intangibles 1,410,143 89,896 89,896 Other 3,613,858 3,216,822 3,330,581 $ 18,677,584 $ 14,840,156 $ 17,011,041 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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: Year Ended December 31, 2016 2015 2014 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,960,501 $ 7,518,701 $ 6,265,358 Less: preferred stock dividends (11,563) (12,028) (11,485) Net income available to common shares in the determination of basic earnings per common share $ 3,948,938 $ 7,506,673 $ 6,253,873 Weighted average number of common shares in the determination of basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders 14,809,909 14,741,748 14,697,896 Plus: Weighted average number of preferred shares outstanding during the period 37,706 38,612 37,924 Potential dilutive effect of unexercised options 96,413 47,395 28,503 Weighted average number of shares used for determining diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders 14,944,028 14,827,755 14,764,323 |
Segment information (Tables)
Segment information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Year Ended December 31, 2016 Retail Bulk Services Total Revenues $ 23,505,619 $ 29,647,034 $ 4,723,054 $ 57,875,707 Cost of revenues 10,294,298 19,488,550 3,841,973 33,624,821 Gross profit 13,211,321 10,158,484 881,081 24,250,886 General and administrative expenses 11,460,165 1,744,840 5,472,579 18,677,584 Impairment loss on long-lived assets 2,000,000 - - 2,000,000 Impairment of goodwill - - 1,750,000 1,750,000 Income (loss) from operations $ (248,844) $ 8,413,644 $ (6,341,498) 1,823,302 Other income (expense), net 417,954 Income before income taxes 2,241,256 Provision for (benefit from) income taxes (536,057) Net income 2,777,313 Loss attributable to non-controlling interests (1,183,188) Net income attributable to Consolidated Water Co. Ltd. stockholders $ 3,960,501 Depreciation and amortization expenses for the year ended December 31, 2016 for the retail, bulk and services segments were $ 2,468,846 3,288,083 1,664,339 As of December 31, 2016 Retail Bulk Services Total Accounts receivable, net $ 2,646,628 $ 12,692,714 $ 1,161,456 $ 16,500,798 Property plant and equipment, net $ 24,890,031 $ 26,124,724 $ 2,069,350 $ 53,084,105 Construction in progress $ 134,392 $ 743,296 $ 7,806 $ 885,494 Intangibles, net $ - $ 599,960 $ 4,595,516 $ 5,195,476 Goodwill $ 1,170,511 $ 2,328,526 $ 6,285,211 $ 9,784,248 Land held for development $ - $ - $ 20,558,424 $ 20,558,424 Total assets $ 54,303,011 $ 68,663,628 $ 40,637,889 $ 163,604,528 Year Ended December 31, 2015 Retail Bulk Services Total Revenues $ 23,254,757 $ 31,854,255 $ 2,007,190 $ 57,116,202 Cost of revenues 10,543,972 21,634,789 1,629,221 33,807,982 Gross profit (loss) 12,710,785 10,219,466 377,969 23,308,220 General and administrative expenses 11,095,349 1,605,943 2,138,864 14,840,156 Income (loss) from operations $ 1,615,436 $ 8,613,523 $ (1,760,895) 8,468,064 Other income (expense), net (542,570) Net income 7,925,494 Income attributable to non-controlling interests 406,793 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 7,518,701 Depreciation and amortization expenses for the year ended December 31, 2015 for the retail, bulk and services segments were $ 2,344,315 3,389,717 102,901 As of December 31, 2015 Retail Bulk Services Total Accounts receivable, net $ 2,261,141 $ 6,231,626 $ 1,036,249 $ 9,529,016 Property plant and equipment, net $ 25,204,226 $ 28,421,906 $ 117,038 $ 53,743,170 Construction in progress $ 1,860,050 $ 68,560 $ - $ 1,928,610 Intangibles, net $ - $ 666,152 $ 105,659 $ 771,811 Goodwill $ 1,170,511 $ 2,328,526 $ - $ 3,499,037 Land held for development $ - $ - $ 20,558,424 $ 20,558,424 Total assets $ 54,561,577 $ 83,284,439 $ 23,729,010 $ 161,575,026 Year ended December 31, 2014 Retail Bulk Services Total Revenues $ 24,104,932 $ 39,201,011 $ 2,253,135 $ 65,559,078 Cost of revenues 11,521,277 27,985,441 2,580,260 42,086,978 Gross profit 12,583,655 11,215,570 (327,125) 23,472,100 General and administrative expenses 11,540,333 1,605,499 3,865,209 17,011,041 Income from operations $ 1,043,322 $ 9,610,071 $ (4,192,334) 6,461,059 Other income, net 303,481 Net income 6,764,540 Income attributable to non-controlling interests 499,182 Net income attributable to Consolidated Water Co. Ltd. stockholders $ 6,265,358 |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | Revenues earned by major geographic region were: Year ended December 31, 2016 2015 2014 Cayman Islands $ 31,211,705 $ 32,735,215 $ 35,040,803 Bahamas 19,554,944 21,062,081 26,702,605 Indonesia 91,311 368,012 471,919 Belize 2,614,989 2,422,547 2,596,410 United States 3,887,284 - - Revenues earned from management services agreement with OC-BVI 515,474 528,347 747,341 $ 57,875,707 $ 57,116,202 $ 65,559,078 Revenues earned from major customers were: Year ended December 31, 2016 2015 2014 Revenues earned from the Water and Sewerage Corporation of the Bahamas("WSC") $ 19,254,395 $ 20,770,347 $ 26,376,520 Percentage of total revenues from the WSC 33 % 36 % 40 % Revenues earned from the Water Authority - Cayman ("WAC") $ 7,477,101 $ 8,369,627 $ 9,901,996 Percentage of total revenues from the WAC 13 % 15 % 15 % |
Long-lived Assets by Geographic Areas [Table Text Block] | December 31, 2016 2015 Cayman Islands $ 24,252,351 $ 22,518,524 Bahamas 25,180,669 27,441,376 Belize 907,752 920,149 Indonesia 612,568 2,665,312 United States 1,978,321 - All other country operations 152,444 197,809 $ 53,084,105 $ 53,743,170 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum lease payments under these non-cancellable operating leases as of December 31, 2016 are as follows: 2017 $ 806,279 2018 790,725 2019 557,480 2020 432,473 2021 216,786 Thereafter 2,595,436 $ 5,399,179 |
Schedule Of Financial Results [Table Text Block] | CW-Bali’s summarized financial results for the three most recent fiscal years are as follows: Year ended December 31, 2016 2015 2014 Revenues $ 91,311 $ 368,012 $ 471,919 Impairment loss on long-lived assets (2,000,000) - - Loss from operations (2,744,361) (483,544) (458,393) Net loss (2,547,332) (860,783) (585,744) Depreciation 450,736 304,673 279,037 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The significant weighted average assumptions for the years ended December 31, 2016, 2015 and 2014 were as follows: 2016 2015 2014 Risk free interest rate 0.43 % 0.41 % 0.48 % Expected option life (years) 1.4 1.4 1.4 Expected volatility 33.49 % 33.74 % 48.06 % Expected dividend yield 2.29 % 2.35 % 2.71 % |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company’s stock option activity for the year ended December 31, 2016 is as follows: Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Life (Years) Value (1) Outstanding at beginning of period 94,478 $ 10.52 Granted 12,401 10.05 Exercised (55,061) 7.90 Forfeited/expired (34,218) 9.87 Outstanding as of December 31, 2016 17,600 $ 12.02 1.90 years $ - Exercisable as of December 31, 2016 - $ 0.00 - years $ - (1) The intrinsic value of a stock option represents the amount by which the fair value of the underlying stock, measured by reference to the closing price of the common shares of $ 10.85 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | The following table summarizes the weighted average fair value of options at the date of grant and the intrinsic value of options exercised during the years ended December 31, 2016, 2015 and 2014: 2016 2015 2014 Options granted with an exercise price below market price on the date of grant: Employees preferred stock $ 4.48 $ 4.19 $ - Overall weighted average 4.48 4.19 - Options granted with an exercise price at market price on the date of grant: Management employees $ - $ - $ - Employees common stock 3.13 3.39 3.11 Overall weighted average 3.13 3.39 3.11 Options granted with an exercise price above market price on the date of grant: Management employees $ - $ - $ - Employees preferred stock - - 0.59 Overall weighted average - - 0.59 Total intrinsic value of options exercised $ 73,753 $ 87,371 $ 17,162 |
Financial instruments (Tables)
Financial instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 December 31, 2016 and 2015: December 31, 2016 Level 1 Level 2 Level 3 Total Liabilities: Recurring Net liability arising from put/call options $ - $ - $ 680,000 $ 680,000 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Recurring Restricted cash $ 428,203 $ - $ - $ 428,203 Certificate of deposit - 5,637,538 - 5,637,538 Total recurring $ 428,203 $ 5,637,538 $ - $ 6,065,741 |
Fair Value Measurements, Nonrecurring [Table Text Block] | The activity for the Level 3 liability for the year ended December 31, 2016: Net liability arising from put/call options (1) Balance as of December 31, 2015 $ - Issuance 383,000 Unrealized loss 297,000 Balance as of December 31, 2016 $ 680,000 (1) The net liability arising from the put/call options is included other liabilities in the accompanying consolidated balance sheets as of December 31, 2016. |
Supplemental disclosure of ca51
Supplemental disclosure of cash flow information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Year Ended December 31, 2016 2015 2014 Interest paid in cash $ 74,898 $ 147,546 $ 196,768 Non-cash transactions: Transfers from inventory to property plant and equipment and construction in progress $ 276,807 $ 123,036 $ 168,622 Transfers from construction in progress to property, plant and equipment $ 3,542,119 $ 2,694,733 $ 2,693,622 Issuance of 25,156, 10,514, and 18,294, respectively, shares of common stock for services rendered $ 278,388 $ 119.018 $ 263,098 Issuance of 8,421, 8,615, and 5,957, respectively, shares of redeemable preferred stock for services rendered $ 111,410 $ 110,703 $ 65,289 Conversion (on a one-to-one basis) of 11,558, 7,195, and 4,756, respectively, shares of redeemable preferred stock to common stock $ 6,935 $ 4,317 $ 2,854 Dividends declared but not paid $ 1,118,017 $ 1,111,501 $ 1,106,456 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The components of income (loss) before income taxes are as follows: Years Ended December 31 2016 2015 2014 Foreign (not subject to income taxes) $ 8,851,332 $ 10,502,379 $ 10,355,689 Mexico (3,339,932) (2,576,885) (3,591,149) United States (3,270,144) - - $ 2,241,256 $ 7,925,494 $ 6,764,540 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | U.S. statutory federal rate 34.0 % State taxes, net of federal effect (2.0) % Foreign tax rate differential (128.3) % Permanent items 20.9 % Valuation allowance for deferred tax assets 51.4 % (23.9) % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The tax effects of significant items comprising the Company's net long term deferred tax liability at December 31, 2016 were as follows: Deferred tax assets: Operating loss carryforwards - Mexico $ 5,545,008 Operating loss carryforwards - United States 150,758 Valuation allowances (5,695,766) - Deferred tax liabilities: Property and equipment 129,041 Intangible assets 1,786,200 1,915,241 Net deferred tax liability $ 1,915,241 |
Accounting policies (Details)
Accounting policies (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Buildings [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 40 years |
Buildings [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Plant and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 40 years |
Plant and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 4 years |
Distribution system [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 40 years |
Distribution system [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Vehicles [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Leasehold improvements [Member] | |
Property, Plant and Equipment, Estimated Useful Lives | Shorter of 5 years or lease term |
Lab equipment [Member]. | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Lab equipment [Member]. | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Accounting policies (Details 1)
Accounting policies (Details 1) | 12 Months Ended |
Dec. 31, 2015 | |
Retail [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 100.00% |
Retail [Member] | Discounted cash flow [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 50.00% |
Retail [Member] | Subject company stock price [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 30.00% |
Retail [Member] | Guideline public company [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 10.00% |
Retail [Member] | Mergers and acquisitions [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 10.00% |
Bulk [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 100.00% |
Bulk [Member] | Discounted cash flow [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 50.00% |
Bulk [Member] | Subject company stock price [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 30.00% |
Bulk [Member] | Guideline public company [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 10.00% |
Bulk [Member] | Mergers and acquisitions [Member] | |
Estimated Fair Value Percentage Segment Reporting Information | 10.00% |
Accounting policies (Details Te
Accounting policies (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Feb. 11, 2016 | |
Accounting Policies [Line Items] | |||||
Foreign Currency Transaction Gain (Loss), before Tax | $ 50,299 | $ (485,291) | $ (111,409) | ||
Cash Deposits In Excess Of Federally Insured Limits | 2,000,000 | ||||
Accumulated Amortization of Other Deferred Costs | $ 1,800,000 | 1,600,000 | |||
Equity Method Investment, Additional Information | The Company uses the equity method of accounting for investments in common stock where the Company holds 20% to 50% of the voting stock of the investee and has significant influence over its operating and financial policies but does not meet the criteria for consolidation. | ||||
Criteria For Recognizing Investment At Cost | Investments where the Company does not exercise significant influence over the operating and financial policies of the investee and holds less than 20% of the voting stock are recorded at cost. | ||||
Cash Equivalents, at Carrying Value | $ 37,754,409 | 27,871,149 | |||
Cash And Restricted Cash Equivalents Held In Foreign Bank | 40,000,000 | ||||
Goodwill | 9,784,248 | 3,499,037 | |||
Goodwill, Impairment Loss | $ 1,750,000 | 0 | $ 0 | ||
Aerex Industries Inc [Member] | |||||
Accounting Policies [Line Items] | |||||
Estimated Fair Value Carrying Amount Exceeded Percentage | 26.00% | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | ||||
Goodwill | $ 6,285,211 | $ 8,035,211 | |||
Goodwill, Impairment Loss | $ 1,750,000 | ||||
Certificates of Deposit [Member] | |||||
Accounting Policies [Line Items] | |||||
Cash Equivalents, at Carrying Value | $ 1,000,000 | $ 13,600,000 | |||
BELIZE | |||||
Accounting Policies [Line Items] | |||||
Deposits held in foreign bank | 4,900,000 | ||||
BAHAMAS | |||||
Accounting Policies [Line Items] | |||||
Deposits held in foreign bank | $ 5,900,000 | ||||
Retail [Member] | |||||
Accounting Policies [Line Items] | |||||
Estimated Fair Value Carrying Amount Exceeded Percentage | 123.00% | 72.00% | |||
Goodwill | $ 1,170,511 | $ 1,170,511 | |||
Goodwill, Impairment Loss | $ 0 | ||||
Bulk [Member] | |||||
Accounting Policies [Line Items] | |||||
Estimated Fair Value Carrying Amount Exceeded Percentage | 41.00% | 20.00% | |||
Goodwill | $ 2,328,526 | $ 2,328,526 | |||
Goodwill, Impairment Loss | 0 | ||||
Capitalized Engineering Labor and Materials Cost [Member] | |||||
Accounting Policies [Line Items] | |||||
Other Assets | $ 3,500,000 | $ 3,500,000 |
Cash and cash equivalents (Deta
Cash and cash equivalents (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | $ 37,754,409 | $ 27,871,149 | ||
Short term deposits | 1,499,707 | 16,921,585 | ||
Total cash and cash equivalents | 39,254,116 | 44,792,734 | $ 35,713,689 | $ 33,626,516 |
United States dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 11,355,704 | 10,961,159 | ||
Short term deposits | 490,914 | 1,307,337 | ||
Cayman Islands dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 16,511,673 | 10,590,207 | ||
Bahamian dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 4,859,914 | 1,983,236 | ||
Short term deposits | 1,008,793 | 15,614,248 | ||
Belize dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 4,884,161 | 4,213,923 | ||
Bermudian dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 3,733 | 4,571 | ||
Mexican peso [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 72,507 | 27,872 | ||
Euro [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 11,657 | 23,819 | ||
Singapore dollar [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | 25,840 | 25,879 | ||
Indonesian rupiah [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Bank accounts | $ 29,220 | $ 40,483 |
Accounts receivable (Details)
Accounts receivable (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Trade accounts receivable | $ 15,368,218 | $ 8,235,514 | |
Receivable - construction project | 0 | 521,250 | |
Receivable from OC-BVI | 53,970 | 45,118 | |
Other accounts receivable | 1,271,948 | 920,472 | |
Accounts Receivable, Gross, Current | 16,694,136 | 9,722,354 | |
Allowance for doubtful accounts | (193,338) | (193,338) | $ (193,338) |
Accounts Receivable, Net, Current | $ 16,500,798 | $ 9,529,016 |
Accounts receivable (Details 1)
Accounts receivable (Details 1) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Opening allowance for doubtful accounts | $ 193,338 | $ 193,338 | |
Provision for doubtful accounts | 42,553 | 0 | $ 0 |
Accounts written off during the year | (42,553) | 0 | |
Ending allowance for doubtful accounts | $ 193,338 | $ 193,338 | $ 193,338 |
Inventory (Details)
Inventory (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Total inventory | $ 6,911,967 | $ 6,477,102 |
Less current portion | 2,305,879 | 1,918,728 |
Inventory (non-current) | 4,606,088 | 4,558,374 |
Water stock [Member] | ||
Inventory [Line Items] | ||
Total inventory | 23,905 | 27,670 |
Consumables stock [Member] | ||
Inventory [Line Items] | ||
Total inventory | 143,028 | 152,350 |
Spare parts stock [Member] | ||
Inventory [Line Items] | ||
Total inventory | $ 6,745,034 | $ 6,297,082 |
Loans receivable (Details)
Loans receivable (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total loans receivable | $ 3,769,016 | $ 5,610,867 |
Less current portion | 1,633,588 | 1,841,851 |
Loans receivable, excluding current portion | 2,135,428 | 3,769,016 |
Two loans originally aggregating $10,996,290, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $124,827 to June 2019, and secured by the machinery and equipment of the North Side Water Works plant [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total loans receivable | 3,448,051 | 4,678,355 |
Two loans originally aggregating $3,671,039, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $54,513 to June 2017, and secured by the machinery and equipment of the Red Gate plant [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total loans receivable | $ 320,965 | $ 932,512 |
Loans receivable (Details Textu
Loans receivable (Details Textual) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Two loans originally aggregating $10,996,290, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $124,827 to June 2019, and secured by the machinery and equipment of the North Side Water Works plant [Member] | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Loans Receivable Face Amount | $ 10,996,290 |
Loans Receivable Interest Rate Stated Percentage | 6.50% |
Loans Receivable Monthly Installment | $ 124,827 |
Loans Receivable Maturity Date | Jun. 30, 2019 |
Two loans originally aggregating $3,671,039, bearing interest at 6.5% per annum, receivable in aggregate monthly installments of $54,513 to June 2017, and secured by the machinery and equipment of the Red Gate plant [Member] | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Loans Receivable Face Amount | $ 3,671,039 |
Loans Receivable Interest Rate Stated Percentage | 6.50% |
Loans Receivable Monthly Installment | $ 54,513 |
Loans Receivable Maturity Date | Jun. 30, 2017 |
Property, plant and equipment62
Property, plant and equipment and construction in progress (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 123,861,456 | $ 122,134,921 |
Less accumulated depreciation | 70,777,351 | 68,391,751 |
Property, plant and equipment, net | 53,084,105 | 53,743,170 |
Construction in progress | 885,494 | 1,928,610 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,570,361 | 3,223,361 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 19,366,123 | 18,437,758 |
Distribution Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 33,482,674 | 31,726,766 |
Office furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,405,633 | 3,210,819 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,396,886 | 1,384,294 |
Plant And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 62,227,399 | 63,733,553 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 261,147 | 260,519 |
Lab Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 151,233 | $ 157,851 |
Property, plant and equipment63
Property, plant and equipment and construction in progress (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Capital Commitments | $ 1,809,418 | ||
Construction In Progress Placed In Service | 3,542,119 | $ 2,694,733 | |
Depreciation | $ 5,765,580 | $ 5,501,491 | $ 5,355,771 |
Investment in OC-BVI (Details)
Investment in OC-BVI (Details) - Ocean Conversion (BVI) Ltd [Member] - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Current assets | $ 5,627,414 | $ 4,323,792 |
Non-current assets | 3,963,242 | 4,682,650 |
Total assets | 9,590,656 | 9,006,442 |
Current liabilities | 197,673 | 584,116 |
Non-current liabilities | 1,854,900 | 1,650,252 |
Total liabilities | $ 2,052,573 | $ 2,234,368 |
Investment in OC-BVI (Details 1
Investment in OC-BVI (Details 1) - Ocean Conversion (Bvi) Ltd [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income attributable to non-controlling interests | |||
Revenues | $ 3,832,929 | $ 4,143,882 | $ 4,679,829 |
Cost of revenues | 2,107,557 | 2,261,973 | 2,833,007 |
Gross profit | 1,725,372 | 1,881,909 | 1,846,822 |
General and administrative expenses | 930,838 | 958,364 | 940,072 |
Income from operations | 794,534 | 923,545 | 906,750 |
Other income (expense), net | 51,475 | (176,448) | (188,751) |
Net income | 846,009 | 747,097 | 717,999 |
Income (loss) attributable to non-controlling interests | 69,975 | 70,854 | 21,045 |
Net income attributable to controlling interests | $ 776,034 | $ 676,243 | $ 696,954 |
Investment in OC-BVI (Details 2
Investment in OC-BVI (Details 2) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||
Balance | $ 4,548,271 | ||
Profit sharing and equity from earnings of OC-BVI | 463,359 | $ 399,668 | $ 414,755 |
Distributions received from OC-BVI | 0 | 0 | 969,600 |
Impairment of investment in OC-BVI | (925,000) | (1,060,000) | $ (860,000) |
Balance | $ 4,086,630 | $ 4,548,271 |
Investment in OC-BVI (Details T
Investment in OC-BVI (Details Textual) | 1 Months Ended | 12 Months Ended | 108 Months Ended | ||||||
Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2009USD ($)gal | Dec. 31, 2007USD ($)gal | Dec. 31, 2003USD ($) | Jun. 30, 2012USD ($) | Mar. 04, 2010gal | |
Schedule of Investments [Line Items] | |||||||||
Equity Method Investment, Ownership Percentage | 43.53% | ||||||||
Equity Method Investments Voting Shares Percentage | 50.00% | ||||||||
Equity Method Investment, Interest In Profit Percentage | 45.00% | ||||||||
Impairment of investment in OC-BVI | $ 925,000 | $ 1,060,000 | $ 860,000 | ||||||
Equity Method Investments | 4,086,630 | 4,548,271 | |||||||
Intangible assets, net | 5,195,476 | 771,811 | |||||||
Income (Loss) from Equity Method Investments | 337,809 | 294,368 | 303,380 | ||||||
Profit Loss From Subsidiaries | 125,550 | 105,300 | 111,375 | ||||||
Sales Revenue, Services, Net | 4,723,054 | 2,007,190 | 2,253,135 | ||||||
Due from Related Parties | $ 34,218 | 23,803 | |||||||
Baughers Bay Plant [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Plant Value | $ 13,000,000 | ||||||||
Litigation Settlement, Amount | $ 11,580,000 | ||||||||
1990 Agreement [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Cost to Expand Production Capacity of Plant | $ 4,700,000 | ||||||||
Bar Bay Agreement [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Delivery Terms, Volume of water per day | gal | 600,000 | ||||||||
Ocean Conversion (BVI) Ltd [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Equity Method Investment, Ownership Percentage | 43.50% | ||||||||
Equity Method Investments | $ 4,086,630 | 4,548,271 | |||||||
Loss Contingency, Damages Awarded, Value | $ 10,400,000 | ||||||||
Proceeds from Legal Settlements | $ 10,400,000 | ||||||||
Income (Loss) from Equity Method Investments | 337,809 | 294,368 | 303,380 | ||||||
Profit Loss From Subsidiaries | 125,550 | 105,300 | 111,375 | ||||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | 30,000 | ||||||||
Ocean Conversion (BVI) Ltd [Member] | 1990 Agreement [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Loss Contingency, Damages Sought, Value | $ 4,700,000 | ||||||||
Ocean Conversion (BVI) Ltd [Member] | Management Service [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Intangible assets, net | 15,500 | 106,000 | |||||||
Sales Revenue, Services, Net | 515,474 | $ 528,346 | $ 747,340 | ||||||
Baughers Bay [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Purchase Price Agreed for Plant Under Agreement | $ 1,420,000 | $ 1,420,000 | |||||||
Plant Capacity | gal | 1,700,000 | ||||||||
Bar Bay [Member] | |||||||||
Schedule of Investments [Line Items] | |||||||||
Plant Capacity | gal | 720,000 |
N.S.C. Agua, S.A. de C.V. (Deta
N.S.C. Agua, S.A. de C.V. (Details Textual) gal in Millions | Oct. 13, 2016MXN | Aug. 22, 2016gal | Nov. 30, 2015gal | Feb. 28, 2014USD ($) | May 31, 2013USD ($) | Nov. 30, 2012USD ($)m² | Feb. 29, 2012 | May 31, 2010gal | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)gal | Dec. 31, 2015MXNgal | Dec. 31, 2014USD ($)ha | Dec. 31, 2014USD ($)ha | Mar. 10, 2017USD ($) | Mar. 10, 2017MXN | Dec. 31, 2015MXN | Oct. 31, 2015 |
Schedule of Investments [Line Items] | |||||||||||||||||
General and administrative expenses | $ 18,677,584 | $ 14,840,156 | $ 17,011,041 | ||||||||||||||
Assets, Total | 163,604,528 | 161,575,026 | |||||||||||||||
Liabilities, Total | 9,499,156 | 13,379,921 | |||||||||||||||
Legal Fees | $ 203,000 | 138,000 | |||||||||||||||
Equity Method Investment, Ownership Percentage | 43.53% | ||||||||||||||||
Mexican Tax Authority [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Income Tax Examination, Estimate of Possible Loss | 428,203 | MXN 7,367,875 | |||||||||||||||
N S C Agua [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | ||||||||||||||||
Total Percentage Of Ownership Interest In An Acquired Company | 99.90% | 99.90% | |||||||||||||||
Seawater Reverse Osmosis Desalination Plant Per Day Processing Capacity | gal | 100 | 100 | |||||||||||||||
General and administrative expenses | $ 3,000,000 | 2,000,000 | $ 3,700,000 | ||||||||||||||
Lease Term | 20 years | ||||||||||||||||
Assets, Total | 23,300,000 | 22,000,000 | |||||||||||||||
Liabilities, Total | $ 221,000 | $ 488,000 | |||||||||||||||
Operating Leases, Rent Expense per month | $ 20,000 | ||||||||||||||||
Percentage of Voting Interest Acquired through Option Agreement | 25.00% | ||||||||||||||||
Payments For Option Exercised | $ 1,000,000 | ||||||||||||||||
Area of Land | 5,000 | 20.1 | 20.1 | ||||||||||||||
Payments to Acquire Land | $ 20,600,000 | ||||||||||||||||
Counter Guaranty Fixed Amount | MXN | MXN 300,000 | ||||||||||||||||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 463,000,000 | MXN 9,000,000,000 | |||||||||||||||
Expected Annual Revenues From Project | $ 52,000,000 | MXN 1,020,000,000 | |||||||||||||||
N S C Agua [Member] | Aguas de Rosarito S.A.P.I. de C.V [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Equity Method Investment, Ownership Percentage | 99.60% | ||||||||||||||||
N S C Agua [Member] | First Phase [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Seawater Reverse Osmosis Desalination Plant Per Day Processing Capacity | gal | 50 | 50 | 50 | 50 | |||||||||||||
N S C Agua [Member] | Second Phase [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Seawater Reverse Osmosis Desalination Plant Per Day Processing Capacity | gal | 50 | 50 | 50 | 50 | |||||||||||||
N S C Agua [Member] | Option agreement [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Repayment of inter-company loan payable | $ 5,700,000 | ||||||||||||||||
Total Voting Interest Percentage After Conversion Of Loan | 99.90% | ||||||||||||||||
Percentage of Voting Interest Acquired through Option Agreement | 25.00% | ||||||||||||||||
Payments For Option Exercised | $ 1,000,000 | ||||||||||||||||
Option Agreement Expiration Date | Feb. 7, 2014 | ||||||||||||||||
N S C Agua [Member] | Mexican Tax Authority [Member] | Letter of Credit [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Irrevocable letter of credit | $ 428,203 | MXN 7,367,875 | |||||||||||||||
NSA [Member] | |||||||||||||||||
Schedule of Investments [Line Items] | |||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | ||||||||||||||||
Payments to Acquire Land | $ 20,600,000 |
Intangible assets (Details)
Intangible assets (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Cost | ||
Finite-Lived Intangible Assets, Gross | $ 8,278,775 | $ 2,378,775 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (3,083,299) | (1,606,964) |
Intangible assets, net | 5,195,476 | 771,811 |
Intangible Asset Management Service Agreements [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 856,356 | 856,356 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (840,839) | (750,697) |
Belize Water Production And Supply Agreement [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 1,522,419 | 1,522,419 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (922,460) | (856,267) |
Aerex Non Compete Agreement [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 400,000 | 0 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (73,333) | 0 |
Aerex Trade Name [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 1,400,000 | 0 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (85,556) | 0 |
Aerex Certifications Programs [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 2,000,000 | 0 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (611,111) | 0 |
Aerex Customer Backlog [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 100,000 | 0 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (91,667) | 0 |
Aerex Customer Relationships [Member] | ||
Cost | ||
Finite-Lived Intangible Assets, Gross | 2,000,000 | 0 |
Accumulated amortization | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ (458,333) | $ 0 |
Intangible assets (Details 1)
Intangible assets (Details 1) | Dec. 31, 2016USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,017 | $ 1,430,042 |
2,018 | 1,406,192 |
2,019 | 795,081 |
2,020 | 281,192 |
2,021 | 166,192 |
Thereafter | 1,116,777 |
Finite Lived Intangible Assets Net | $ 5,195,476 |
Intangible assets (Details Text
Intangible assets (Details Textual) - USD ($) | Feb. 11, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2003 |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 1,476,335 | $ 156,089 | $ 168,588 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 5,900,000 | ||||
Aerex Industries Inc [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 5,900,000 | ||||
Aerex Industries Inc [Member] | Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||
Aerex Industries Inc [Member] | Certification Marks [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | ||||
Aerex Industries Inc [Member] | Customer-Related Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year | ||||
Aerex Industries Inc [Member] | Customer Relationships [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | ||||
Belize Water Production And Supply Agreement [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite Lived Intangible Asset Amortization Period | 23 years | ||||
Trade Names [Member] | Aerex Industries Inc [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||
Desal Co [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Acquisition, Transaction Costs | $ 856,356 |
Purchase of interest in Aerex72
Purchase of interest in Aerex Industries, Inc. (Details) - USD ($) | Feb. 11, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Cash consideration | ||||
Total cash consideration | $ 7,742,853 | $ 0 | $ 0 | |
Aerex Industries Inc [Member] | ||||
Cash consideration | ||||
Purchase price (excluding working capital) | $ 7,140,000 | |||
Working capital adjustment | 605,179 | |||
Cash acquired | (2,326) | |||
Total cash consideration | $ 7,742,853 |
Purchase of interest in Aerex73
Purchase of interest in Aerex Industries, Inc. (Details 1) - USD ($) | Dec. 31, 2016 | Sep. 30, 2016 | Feb. 11, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Identifiable intangible assets | $ 5,900,000 | |||
Goodwill | $ 9,784,248 | $ 3,499,037 | ||
Aerex Industries Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Financial assets | 456,664 | |||
Inventory | 70,487 | |||
Costs and estimated earnings in excess of billings | 784,465 | |||
Property, plant and equipment | 2,159,401 | |||
Identifiable intangible assets | 5,900,000 | |||
Deferred tax liability | (2,451,298) | |||
Accounts payable and accrued liabilities | (116,893) | |||
Net liability arising from put/call options | (383,000) | |||
Total identifiable net assets | 6,419,826 | |||
Non-controlling interest in Aerex | (6,712,184) | |||
Goodwill | $ 6,285,211 | 8,035,211 | ||
Total | $ 7,742,853 |
Purchase of interest in Aerex74
Purchase of interest in Aerex Industries, Inc. (Details 2) - Aerex Industries Inc [Member] | Feb. 11, 2016USD ($) |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 5,900,000 |
Trade name [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 1,400,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years |
Non-compete agreement [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 400,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years |
Certifications/programs [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 2,000,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years |
Customer backlog [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 100,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Customer relationships [Member] | |
Business Acquisition [Line Items] | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 2,000,000 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years |
Purchase of interest in Aerex75
Purchase of interest in Aerex Industries, Inc. (Details 3) - Aerex Industries Inc [Member] | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Business Acquisition [Line Items] | |
Revenues | $ 3,887,284 |
Gross profit | 796,450 |
Amortization of intangibles | (1,320,000) |
Impairment loss | (1,750,000) |
Net loss | $ (1,566,281) |
Purchase of interest in Aerex76
Purchase of interest in Aerex Industries, Inc. (Details 4) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | ||
Revenues | $ 58,381,424 | $ 75,919,627 |
Cost of revenues | 33,892,238 | 47,624,001 |
Gross profit | 24,489,186 | 28,295,626 |
General and administrative expenses | 18,992,301 | 17,266,335 |
Impairment loss on long-lived assets | 2,000,000 | 0 |
Impairment of goodwill | 1,750,000 | 0 |
Income from operations | 1,746,885 | 11,029,291 |
Other income (expense), net | 419,458 | 226,762 |
Income before income taxes | 2,166,343 | 11,256,053 |
Provision for (benefit from) income taxes | (608,970) | 1,127,911 |
Net income | 2,775,313 | 10,128,142 |
Income (loss) attributable to non-controlling interests | (1,148,675) | 1,719,425 |
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ 3,923,988 | $ 8,408,717 |
Basic earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders | $ 0.26 | $ 0.57 |
Diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders | $ 0.26 | $ 0.57 |
Weighted average number of common shares used in the determination of: | ||
Basic earnings per share | 14,809,909 | 14,741,748 |
Diluted earnings per share | 14,944,028 | 14,827,755 |
Purchase of interest in Aerex77
Purchase of interest in Aerex Industries, Inc. (Details Textual) - USD ($) | Feb. 11, 2016 | Feb. 28, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Notes Payable, Related Parties, Current | $ 490,000 | $ 0 | ||||
Goodwill, Impairment Loss | $ 1,750,000 | $ 0 | $ 0 | |||
Aerex Industries Inc [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill, Impairment Loss | $ 1,750,000 | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | |||||
Business Combination, Consideration Transferred | $ 7,700,000 | |||||
Goodwill, Period Increase (Decrease) | $ 6,285,211 | |||||
Aerex Industries Inc [Member] | Thomas Donnick, Jr [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.00% | |||||
Shareholders Agreement [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Notes Payable, Related Parties, Current | $ 510,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||
Shareholders Agreement [Member] | Subsequent Event [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Notes Payable, Related Parties, Current | $ 408,000 | |||||
Debt Instrument, Maturity Date | Sep. 30, 2017 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||
Shareholders Agreement [Member] | Donnick [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Notes Payable, Related Parties, Current | $ 490,000 | |||||
Shareholders Agreement [Member] | Former Sole Shareholder [Member] | Subsequent Event [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Notes Payable, Related Parties, Current | $ 392,000 |
Dividends (Details)
Dividends (Details) - $ / shares | 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, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Dividends Payable [Line Items] | |||||||||||||||
Dividends Per Share Declared | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.075 | $ 0.30 | $ 0.30 | $ 0.30 |
Long term debt (Details)
Long term debt (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Total debt | $ 490,000 | $ 7,000,000 |
Less current portion | 490,000 | 7,000,000 |
Long term debt, excluding current portion | 0 | 0 |
Demand Note Payable [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | 7,000,000 |
Working Capital Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 490,000 | $ 0 |
Long term debt (Details Textual
Long term debt (Details Textual) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Demand Note Payable [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Periodic Payment | $ 500,000 |
Debt Instrument, Maturity Date | May 14, 2016 |
Debt Instrument, Frequency of Periodic Payment | quarterly installments |
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Working Capital Loan [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Maturity Date | Jun. 30, 2017 |
Debt Instrument, Basis Spread on Variable Rate | 1.00% |
Share capital and additional 81
Share capital and additional paid-in capital (Details Textual) - 12 months ended Dec. 31, 2016 | $ / shares | KYD / shares |
Share Capital And Additional Paid In Capital [Line Items] | ||
Options Redemption Price | KYD / shares | KYD 0.01 | |
Options, Exercise Basis Assumptions | Assuming that the common shares had a per share value of $20.00 at such time, the holder of each valid Option would be entitled to purchase 10 common shares for $100.00. | |
Class B Common Stock [Member] | ||
Share Capital And Additional Paid In Capital [Line Items] | ||
Options Exercise Price | $ / shares | $ 100 | |
Criteria One Description | a person or group of affiliated or associated persons (an Acquiring Person) has acquired, or obtained the right to acquire, beneficial ownership of 20% or more of the Companys outstanding common shares | |
Criteria Two Description | an Acquiring Person (or by certain related parties) following any person, alone or jointly with its affiliates and associates, becoming an Acquiring Person would entitle its holder to purchase $200.00 worth of the Companys common shares for $100.00. | |
Option Expiration Date | Jul. 31, 2017 |
Cost of revenues and general 82
Cost of revenues and general and administrative expenses (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | $ 33,624,821 | $ 33,807,982 | $ 42,086,978 |
Electricity [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 9,037,347 | 10,675,287 | 14,631,638 |
Depreciation [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 5,355,529 | 5,270,454 | 5,077,293 |
Fuel oil [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 4,210,542 | 4,974,421 | 8,726,195 |
Employee costs [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 5,541,983 | 4,287,783 | 4,274,007 |
Cost of plant sales [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 142,151 | 878,396 | 1,470,045 |
Maintenance [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 3,545,269 | 3,436,736 | 3,131,947 |
Retail license royalties [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 1,528,914 | 1,427,073 | 1,405,067 |
Insurance [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 992,374 | 1,187,097 | 1,397,799 |
Materials [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | 1,280,794 | 0 | 0 |
Other [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
Cost of Revenue | $ 1,989,918 | $ 1,670,735 | $ 1,972,987 |
Cost of revenues and general 83
Cost of revenues and general and administrative expenses (Details 1) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | $ 18,677,584 | $ 14,840,156 | $ 17,011,041 |
Employee costs [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 7,598,829 | 6,841,274 | 6,671,510 |
Insurance [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 782,013 | 802,386 | 923,089 |
Professional fees [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 1,101,938 | 941,193 | 1,424,927 |
Directors' fees and expenses [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 774,769 | 754,145 | 686,228 |
Depreciation [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 384,045 | 218,032 | 278,478 |
NSC project expenses [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 3,011,989 | 1,976,408 | 3,606,332 |
Amortization Of Intangibles [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | 1,410,143 | 89,896 | 89,896 |
Other [Member] | |||
Cost of revenues and general and administrative expenses [Line Items] | |||
General and Administrative Expense | $ 3,613,858 | $ 3,216,822 | $ 3,330,581 |
Earnings per share (Details)
Earnings per share (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Line Items] | |||
Net income attributable to Consolidated Water Co. Ltd. stockholders | $ 3,960,501 | $ 7,518,701 | $ 6,265,358 |
Less: preferred stock dividends | (11,563) | (12,028) | (11,485) |
Net income available to common shares in the determination of basic earnings per common share | $ 3,948,938 | $ 7,506,673 | $ 6,253,873 |
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) | 14,809,909 | 14,741,748 | 14,697,896 |
Weighted average number of preferred shares outstanding during the period (in shares) | 37,706 | 38,612 | 37,924 |
Potential dilutive effect of unexercised options (in shares) | 96,413 | 47,395 | 28,503 |
Weighted average number of shares used for determining diluted earnings per common share attributable to Consolidated Water Co. Ltd. common stockholders (in shares) | 14,944,028 | 14,827,755 | 14,764,323 |
Segment information (Details)
Segment information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 57,875,707 | $ 57,116,202 | $ 65,559,078 |
Cost of revenues | 33,624,821 | 33,807,982 | 42,086,978 |
Gross profit (loss) | 24,250,886 | 23,308,220 | 23,472,100 |
General and administrative expenses | 18,677,584 | 14,840,156 | 17,011,041 |
Impairment loss on long-lived assets | 2,000,000 | 0 | 0 |
Impairment of goodwill | 1,750,000 | 0 | 0 |
Income (loss) from operations | 1,823,302 | 8,468,064 | 6,461,059 |
Other income (expense), net | 417,954 | (542,570) | 303,481 |
Income before income taxes | 2,241,256 | 7,925,494 | 6,764,540 |
Provision for (benefit from) income taxes | (536,057) | 0 | 0 |
Net income | 2,777,313 | 7,925,494 | 6,764,540 |
Income attributable to non-controlling interests | (1,183,188) | 406,793 | 499,182 |
Net income attributable to Consolidated Water Co. Ltd. stockholders | 3,960,501 | 7,518,701 | 6,265,358 |
Accounts receivable, net | 16,500,798 | 9,529,016 | |
Property plant and equipment, net | 53,084,105 | 53,743,170 | |
Construction in progress | 885,494 | 1,928,610 | |
Intangibles, net | 5,195,476 | 771,811 | |
Goodwill | 9,784,248 | 3,499,037 | |
Land held for development | 20,558,424 | 20,558,424 | |
Total assets | 163,604,528 | 161,575,026 | |
Retail [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 23,505,619 | 23,254,757 | 24,104,932 |
Cost of revenues | 10,294,298 | 10,543,972 | 11,521,277 |
Gross profit (loss) | 13,211,321 | 12,710,785 | 12,583,655 |
General and administrative expenses | 11,460,165 | 11,095,349 | 11,540,333 |
Impairment loss on long-lived assets | 2,000,000 | ||
Impairment of goodwill | 0 | ||
Income (loss) from operations | (248,844) | 1,615,436 | 1,043,322 |
Accounts receivable, net | 2,646,628 | 2,261,141 | |
Property plant and equipment, net | 24,890,031 | 25,204,226 | |
Construction in progress | 134,392 | 1,860,050 | |
Intangibles, net | 0 | 0 | |
Goodwill | 1,170,511 | 1,170,511 | |
Land held for development | 0 | 0 | |
Total assets | 54,303,011 | 54,561,577 | |
Bulk [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 29,647,034 | 31,854,255 | 39,201,011 |
Cost of revenues | 19,488,550 | 21,634,789 | 27,985,441 |
Gross profit (loss) | 10,158,484 | 10,219,466 | 11,215,570 |
General and administrative expenses | 1,744,840 | 1,605,943 | 1,605,499 |
Impairment loss on long-lived assets | 0 | ||
Impairment of goodwill | 0 | ||
Income (loss) from operations | 8,413,644 | 8,613,523 | 9,610,071 |
Accounts receivable, net | 12,692,714 | 6,231,626 | |
Property plant and equipment, net | 26,124,724 | 28,421,906 | |
Construction in progress | 743,296 | 68,560 | |
Intangibles, net | 599,960 | 666,152 | |
Goodwill | 2,328,526 | 2,328,526 | |
Land held for development | 0 | 0 | |
Total assets | 68,663,628 | 83,284,439 | |
Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 4,723,054 | 2,007,190 | 2,253,135 |
Cost of revenues | 3,841,973 | 1,629,221 | 2,580,260 |
Gross profit (loss) | 881,081 | 377,969 | (327,125) |
General and administrative expenses | 5,472,579 | 2,138,864 | 3,865,209 |
Impairment loss on long-lived assets | 0 | ||
Impairment of goodwill | 1,750,000 | ||
Income (loss) from operations | (6,341,498) | (1,760,895) | $ (4,192,334) |
Accounts receivable, net | 1,161,456 | 1,036,249 | |
Property plant and equipment, net | 2,069,350 | 117,038 | |
Construction in progress | 7,806 | 0 | |
Intangibles, net | 4,595,516 | 105,659 | |
Goodwill | 6,285,211 | 0 | |
Land held for development | 20,558,424 | 20,558,424 | |
Total assets | $ 40,637,889 | $ 23,729,010 |
Segment information (Details 1)
Segment information (Details 1) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 57,875,707 | $ 57,116,202 | $ 65,559,078 |
Cayman Islands [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 31,211,705 | 32,735,215 | 35,040,803 |
Bahamas [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 19,554,944 | 21,062,081 | 26,702,605 |
Indonesia [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 91,311 | 368,012 | 471,919 |
Belize [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 2,614,989 | 2,422,547 | 2,596,410 |
Management Services Agreement With OC-BVI [Membre] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 515,474 | 528,347 | 747,341 |
Water and Sewerage Corporation of the Bahamas [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 19,254,395 | $ 20,770,347 | $ 26,376,520 |
Percentage of total revenues | 33.00% | 36.00% | 40.00% |
Water Authority - Cayman [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 7,477,101 | $ 8,369,627 | $ 9,901,996 |
Percentage of total revenues | 13.00% | 15.00% | 15.00% |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 3,887,284 | $ 0 | $ 0 |
Segment information (Details 2)
Segment information (Details 2) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | $ 53,084,105 | $ 53,743,170 |
Cayman Island [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | 24,252,351 | 22,518,524 |
Bahamas [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | 25,180,669 | 27,441,376 |
Belize [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | 907,752 | 920,149 |
Indonesia [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | 612,568 | 2,665,312 |
United States [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | 1,978,321 | 0 |
All other country operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Property, Plant and Equipment, Net | $ 152,444 | $ 197,809 |
Segment information (Details Te
Segment information (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Retail [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation, Depletion and Amortization | $ 2,468,846 | $ 2,344,315 | $ 2,404,404 |
Bulk [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation, Depletion and Amortization | 3,288,083 | 3,389,717 | 3,196,912 |
Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation, Depletion and Amortization | $ 1,664,339 | $ 102,901 | $ 102,396 |
Commitments and contingencies89
Commitments and contingencies (Details) | Dec. 31, 2016USD ($) |
Future Minimum Lease Payments Under Non-Cancelable Operating Leases [Line Items] | |
2,017 | $ 806,279 |
2,018 | 790,725 |
2,019 | 557,480 |
2,020 | 432,473 |
2,021 | 216,786 |
Thereafter | 2,595,436 |
Operating Leases, Future Minimum Payments Due | $ 5,399,179 |
Commitments and contingencies90
Commitments and contingencies (Details 1) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues, Total | $ 57,875,707 | $ 57,116,202 | $ 65,559,078 | |
Impairment loss on long-lived assets | (2,000,000) | 0 | 0 | |
Loss from operations | 1,823,302 | 8,468,064 | 6,461,059 | |
Net loss | 3,960,501 | 7,518,701 | 6,265,358 | |
Depreciation | 5,765,580 | 5,501,491 | 5,355,771 | |
CW Bali [Member] | ||||
Revenues, Total | 91,311 | 368,012 | 471,919 | |
Impairment loss on long-lived assets | $ (2,000,000) | (2,000,000) | 0 | 0 |
Loss from operations | (2,744,361) | (483,544) | (458,393) | |
Net loss | (2,547,332) | (860,783) | (585,744) | |
Depreciation | $ 450,736 | $ 304,673 | $ 279,037 |
Commitments and contingencies91
Commitments and contingencies (Details Textual) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)gal | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 29, 2011gal | |
Commitments And Contingencies [Line Items] | |||||||||
Operating Leases, Rent Expense, Net | $ 834,738 | $ 821,845 | $ 812,658 | ||||||
Royalty Payment Percentage | 7.50% | ||||||||
Employment Agreement Base Annual Salaries | $ 2,100,000 | ||||||||
Cayman Water Retail Operations, Percentage Of Gross Profit | 56.00% | 56.00% | 54.00% | ||||||
Cayman Water Retail Operations, Percentage Of Revenue | 40.00% | 40.00% | 36.00% | ||||||
Noncancellable Lease Term Expiration Date | 2,035 | ||||||||
Long-term Purchase Commitment, Amount | $ 2,900,000 | ||||||||
Operating Income (Loss) | $ 1,823,302 | $ 8,468,064 | $ 6,461,059 | ||||||
Long-term Purchase Commitment, Date | Dec. 31, 2019 | ||||||||
Foreign Currency Transaction Gain (Loss), before Tax | $ 50,299 | (485,291) | (111,409) | ||||||
Cash and Cash Equivalents, at Carrying Value, Total | 39,254,116 | 44,792,734 | 35,713,689 | $ 33,626,516 | |||||
Accounts Receivable, Net, Current, Total | 16,500,798 | 9,529,016 | |||||||
Impairment of Long-Lived Assets Held-for-use | 2,000,000 | 0 | 0 | ||||||
Indonesia, Rupiahs | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Cash and Cash Equivalents, at Carrying Value, Total | 28,000 | ||||||||
Accounts Receivable, Net, Current, Total | $ 7,000 | ||||||||
Cw Bahamas [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Delivery Terms Volume Of Water Per Week | gal | 63,000,000 | ||||||||
Cw Belize [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Delivery Terms, Volume of water per day | gal | 450,000 | ||||||||
CW Bali [Member] | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Plant Capacity | gal | 790,000 | ||||||||
Operating Income (Loss) | $ (2,744,361) | (483,544) | (458,393) | ||||||
Foreign Currency Transaction Gain (Loss), before Tax | $ (542,000) | $ 28,000 | $ (309,000) | $ 202,000 | |||||
Translation Adjustment Functional to Reporting Currency, Net of Tax | (549,555) | (549,555) | 549,555 | ||||||
Impairment of Long-Lived Assets Held-for-use | 2,000,000 | 2,000,000 | 0 | $ 0 | |||||
Net Assets | 1,200,000 | ||||||||
CW Bali [Member] | Indonesia, Rupiahs | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Translation Adjustment Functional to Reporting Currency, Net of Tax | $ (549,555) | $ (549,555) | $ (549,555) | $ (533,365) |
Stock-based compensation (Detai
Stock-based compensation (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk free interest rate | 0.43% | 0.41% | 0.48% |
Expected option life (years) | 1 year 4 months 24 days | 1 year 4 months 24 days | 1 year 4 months 24 days |
Expected volatility | 33.49% | 33.74% | 48.06% |
Expected dividend yield | 2.29% | 2.35% | 2.71% |
Stock-based compensation (Det93
Stock-based compensation (Details 1) - Employee Stock Option [Member] | 12 Months Ended | |
Dec. 31, 2016USD ($)$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding at the beginning of period -Options | shares | 94,478 | |
Granted - Options | shares | 12,401 | |
Exercised - Options | shares | (55,061) | |
Forfeited/expired - Options | shares | (34,218) | |
Outstanding at the ending of period -Options | shares | 17,600 | |
Exercisable-Options | shares | 0 | |
Outstanding-Weighted Average Exercise Price at the beginning of period - Options | $ / shares | $ 10.52 | |
Granted-Weighted Average Exercise Price | $ / shares | 10.05 | |
Exercised-Weighted Average Exercise Price | $ / shares | 7.90 | |
Forfeited/expired-Weighted Average Exercise Price | $ / shares | 9.87 | |
Outstanding-Weighted Average Exercise Price at the ending of period - Options | $ / shares | 12.02 | |
Exercisable-Weighted Average Exercise Price | $ / shares | $ 0 | |
Outstanding-Weighted Average Remaining Contractual Life (Years) | 1 year 10 months 24 days | |
Exercisable-Weighted Average Remaining Contractual Life (Years) | 0 years | |
Outstanding-Aggregate Intrinsic Value | $ | $ 0 | [1] |
Exercisable-Aggregate Intrinsic Value | $ | $ 0 | [1] |
[1] | The intrinsic value of a stock option represents the amount by which the fair value of the underlying stock, measured by reference to the closing price of the common shares of $10.85 on the Nasdaq Global Select Market on December 31, 2016, exceeds the exercise price of the option. |
Stock-based compensation (Det94
Stock-based compensation (Details 2) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 73,753 | $ 87,371 | $ 17,162 |
Below Market Price [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 4.48 | $ 4.19 | $ 0 |
Below Market Price [Member] | Employees [Member] | Preferred Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 4.48 | 4.19 | 0 |
At Market Price [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 3.13 | 3.39 | 3.11 |
At Market Price [Member] | Management Employees [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 0 | 0 | 0 |
At Market Price [Member] | Employees [Member] | Common Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 3.13 | 3.39 | 3.11 |
Above Market Price [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 0 | 0 | 0.59 |
Above Market Price [Member] | Management Employees [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 0 | 0 | 0 |
Above Market Price [Member] | Employees [Member] | Preferred Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0 | $ 0 | $ 0.59 |
Stock-based compensation (Det95
Stock-based compensation (Details Textual) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 14, 2008 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense, Net of Tax | $ 152,078 | $ 143,951 | $ 116,574 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 17,600 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 12.02 | |||
Share Based Compensation Arrangement By Share Based Payment Award Options Non Vested Outstanding Weighted Average Remaining Contractual Term | 1 year 10 months 24 days | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 10 months 24 days | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 25,336 | |||
Share-based Compensation | $ 521,019 | $ 407,668 | $ 202,454 | |
Closing Price of Common Shares | $ 10.85 | |||
Non Executive Directors Share Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 15,192 | 10,514 | 5,992 | |
Share-based Compensation | $ 179,573 | $ 143,218 | $ 85,880 | |
Long-Term Incentive Compensation [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 17,825 | 9,964 | ||
Allocated Share-based Compensation Expense | $ 189,368 | $ 120,500 | ||
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 12,401 | |||
Employee Stock Option [Member] | Common Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 3,980 | 4,030 | 2,990 | |
Equity Incentive Plan2008 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 | 0 | |
Common Stock, Capital Shares Reserved for Future Issuance | 1,500,000 | |||
Redeemable Preferred Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 2 months 19 days | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 155,231 | |||
Stock Issued During Period, Shares, Issued for Services | 8,421 | 8,615 | 5,957 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | $ 0 |
Retirement benefits (Details Te
Retirement benefits (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Staff Pension Plans Contribution Matched To Participating Employee Salary | $ 104,400 | ||
Pension Expense | $ 376,086 | $ 328,084 | $ 325,576 |
Cayman Islands [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 5.00% | ||
Florida [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 6.00% |
Financial instruments (Details)
Financial instruments (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | |
Recurring | |||
Restricted cash | $ 0 | $ 428,203 | |
Certificate of deposit | 0 | 5,637,538 | |
Net put/call option liability | [1] | 680,000 | 0 |
Total assets recurring | 6,065,741 | ||
Fair Value, Inputs, Level 1 [Member] | |||
Recurring | |||
Restricted cash | 428,203 | ||
Certificate of deposit | 0 | ||
Net put/call option liability | 0 | ||
Total assets recurring | 428,203 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Recurring | |||
Restricted cash | 0 | ||
Certificate of deposit | 5,637,538 | ||
Net put/call option liability | 0 | ||
Total assets recurring | 5,637,538 | ||
Fair Value, Inputs, Level 3 [Member] | |||
Recurring | |||
Restricted cash | 0 | ||
Certificate of deposit | 0 | ||
Net put/call option liability | $ 680,000 | ||
Total assets recurring | $ 0 | ||
[1] | The net liability arising from the put/call options is included other liabilities in the accompanying condensed consolidated balance sheets as of December 31, 2016. |
Financial instruments (Details
Financial instruments (Details 1) | 12 Months Ended | |
Dec. 31, 2016USD ($) | [1] | |
Financial Instruments [Line Items] | ||
Balance | $ 0 | |
Net put/call option liability - Aerex | 383,000 | |
Increase in net put/call option liability - Aerex | 297,000 | |
Balance | $ 680,000 | |
[1] | The net liability arising from the put/call options is included other liabilities in the accompanying condensed consolidated balance sheets as of December 31, 2016. |
Supplemental disclosure of ca99
Supplemental disclosure of cash flow information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental Disclosure Of Cash Flow Information [Line Items] | |||
Interest paid in cash | $ 74,898 | $ 147,546 | $ 196,768 |
Non-cash transactions: | |||
Transfers from inventory to property plant and equipment and construction in progress | 276,807 | 123,036 | 168,622 |
Transfers from construction in progress to property, plant and equipment | 3,542,119 | 2,694,733 | 2,693,622 |
Issuance of 25,156, 10,514, and 18,294, respectively, shares of common stock for services rendered | 278,388 | 119.018 | 263,098 |
Issuance of 8,421, 8,615, and 5,957, respectively, shares of redeemable preferred stock for services rendered | 111,410 | 110,703 | 65,289 |
Conversion (on a one-to-one basis) of 11,558, 7,195, and 4,756, respectively, shares of redeemable preferred stock to common stock | 6,935 | 4,317 | 2,854 |
Dividends declared but not paid | $ 1,118,017 | $ 1,111,501 | $ 1,106,456 |
Supplemental disclosure of c100
Supplemental disclosure of cash flow information (Details Textual) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Redeemable Preferred Stock [Member] | |||
Supplemental Disclosure Of Cash Flow Information [Line Items] | |||
Stock Issued During Period, Shares, Issued for Services | 8,421 | 8,615 | 5,957 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | 11,558 | 7,195 | 4,756 |
Common Stock [Member] | |||
Supplemental Disclosure Of Cash Flow Information [Line Items] | |||
Stock Issued During Period, Shares, Issued for Services | 25,156 | 10,514 | 18,294 |
Income taxes (Details)
Income taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Foreign (not subject to income taxes) | $ 8,851,332 | $ 10,502,379 | $ 10,355,689 |
Mexico | (3,339,932) | (2,576,885) | (3,591,149) |
United States | (3,270,144) | 0 | 0 |
income (loss) before income taxes | $ 2,241,256 | $ 7,925,494 | $ 6,764,540 |
Income taxes (Details 1)
Income taxes (Details 1) | 12 Months Ended |
Dec. 31, 2016 | |
U.S. statutory federal rate | 34.00% |
State taxes, net of federal effect | (2.00%) |
Foreign tax rate differential | (128.30%) |
Permanent items | 20.90% |
Valuation allowance for deferred tax assets | 51.40% |
Effective Income Tax Rate Reconciliation, Percent | (23.90%) |
Income taxes (Details 2)
Income taxes (Details 2) | Dec. 31, 2016USD ($) |
Deferred tax assets: | |
Operating loss carryforwards - Mexico | $ 5,545,008 |
Operating loss carryforwards - United States | 150,758 |
Valuation allowances | (5,695,766) |
Deferred Tax Assets, Net of Valuation Allowance | 0 |
Deferred tax liabilities: | |
Property and equipment | 129,041 |
Intangible assets | 1,786,200 |
Deferred Tax Liabilities, Gross | 1,915,241 |
Net deferred tax liability | $ 1,915,241 |
Income taxes (Details Textual)
Income taxes (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Expense (Benefit) | $ (536,057) | $ 0 | $ 0 |