SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD
ENDED March 31, 2002 OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
TO
Commission File Number 0-8084
Connecticut Water Service, Inc.
(Exact name of registrant as specified in its charter)
Connecticut 06-0739839
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
93 West Main Street, Clinton, CT 06413-1600
(Address of principal executive offices) (Zip Code)
(860) 669-8636
(Registrant's telephone number, including area code)
Not Applicable
(Former name, address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that the registrant
was required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a count. Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
7,661,728
Number of shares of common stock outstanding, March 31, 2002
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
Financial Report
March 31, 2002 and 2001
TABLE OF CONTENTS
PART I, ITEM 1: FINANCIAL STATEMENTS
Consolidated Balance Sheets at March 31, 2002
and December 31, 2001 Page 3
Consolidated Statements of Capitalization at
March 31, 2002 and December 31, 2001 Page 4
Consolidated Statements of Income for the Three Months
Ended March 31, 2002 and 2001 Page 5
Consolidated Statements of Income for the Twelve Months
Ended March 31, 2002 and 2001 Page 6
Consolidated Statements of Retained Earnings for the
Three and Twelve Months Ended March 31, 2002 and 2001 Page 7
Consolidated Statements of Cash Flows for Three Months
Ended March 31, 2002 and 2001 Page 8
Notes to Consolidated Financial Statements Page 9
PART I, ITEM 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations Page 10
PART II, ITEM 1: Submission of Matters to a Vote
of Security Holders Page 12
PART II, ITEM 6: Exhibits and Reports on Form 8-K Page 13
Signatures Page Page 14
Page 3
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
At March 31, 2002 and December 31, 2001
(In thousands)
MARCH 31,
2002 DEC. 31,
ASSETS (UNAUDITED) 2001
- ------ --------- ---------
Utility Plant $ 273,684 $ 267,575
Construction Work in Progress 8,396 12,761
Utility Plant Acquisition Adjustments (1,309) (1,309)
--------- ---------
280,771 279,027
Accumulated Provision for Depreciation (77,979) (76,697)
--------- ---------
Net Utility Plant 202,792 202,330
--------- ---------
Other Property and Investments 3,334 3,334
--------- ---------
Cash 500 102
Accounts Receivable (Less Allowance, 2002 - $229; 2001 - $234) 4,949 4,811
Accrued Unbilled Revenues 3,247 3,402
Materials and Supplies, at Average Cost 874 869
Prepayments and Other Current Assets 1,192 239
--------- ---------
Total Current Assets 10,762 9,423
--------- ---------
Unamortized Debt Issuance Expense 5,212 5,308
Unrecovered Income Taxes 8,983 8,963
Postretirement Benefits Other Than Pension 849 849
Other Costs 1,492 1,507
--------- ---------
Total Deferred Charges and Regulatory Assets 16,536 16,627
--------- ---------
TOTAL ASSETS $ 233,424 $ 231,714
========= =========
CAPITALIZATION AND LIABILITIES
Common Stockholders' Equity $ 70,885 $ 70,783
Preferred Stock 847 847
Long-Term Debt 63,806 63,953
--------- ---------
Total Capitalization 135,538 135,583
--------- ---------
Current Portion of Long Term Debt 172 2,205
Interim Bank Loans Payable 6,613 1,825
Accounts Payable, Accrued Taxes and Accrued Interest 5,543 8,462
Other 181 164
--------- ---------
Total Current Liabilities 12,509 12,656
--------- ---------
Advances for Construction 17,698 16,075
Contributions in Aid of Construction 32,296 32,277
Deferred Federal Income Taxes 19,152 18,902
Unfunded Future Income Taxes 8,223 8,223
Long-term Compensation Arrangements 6,053 6,028
Unamortized Investment Tax Credits 1,955 1,970
Commitments and Contingencies
--------- ---------
Total Long-Term Liabilities 85,377 83,475
--------- ---------
TOTAL CAPITALIZATION AND LIABILITIES $ 233,424 $ 231,714
========= =========
The accompanying notes are an integral part of these financial statements.
Page 4
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CAPITALIZATION
At March 31, 2002 and December 31, 2001
(In thousands, except share data)
MARCH 31,
2002 DEC. 31,
(UNAUDITED) 2001
---------- -----------
Common Stockholders' Equity
Common Stock Without Par Value Authorized - 15,000,000 Shares; $ 47,841 $ 47,742
Shares Issued and Outstanding: 2002 - 7,661,728; 2001 - 7,649,362
Stock Issuance Expense (1,400) (1,400)
Retained Earnings 24,444 24,441
---------- -----------
Total Common Stockholders' Equity 70,885 70,783
---------- -----------
Preferred Stock
Cumulative Preferred Stock of Connecticut Water Service, Inc.
Series A Voting, $20 Par Value; Authorized, Issued and
Outstanding 15,000 Shares, Redeemable at $21.00 Per Share 300 300
Series $.90 Non-Voting, $16 Par Value; Authorized 50,000 Shares
Issued and Outstanding 29,499 Shares, Redeemable at $16.00 Per Share 472 472
---------- -----------
Total Preferred Stock of Connecticut Water Service, Inc. 772 772
Cumulative Preferred Stock of Barnstable Water Company
Voting, $100 Par Value; Authorized, Issued and Outstanding
750 shares. Redeemable at $105 per share. 75 75
---------- -----------
Total Preferred Stock 847 847
---------- -----------
Long-Term Debt
The Connecticut Water Company
First Mortgage Bonds
5 7/8% Series R, due 2022 14,670 14,670
6.65% Series S, due 2020 8,000 8,000
5 3/4% Series T, due 2028 5,000 5,000
5.3% Series U, due 2028 4,550 4,550
6.94% Series V, due 2029 12,050 12,050
---------- -----------
44,270 44,270
Unsecured Water Facilities Revenue Refinancing Bonds
5.05% 1998 Series A, due 2028 9,670 9,705
5.125% 1998 Series B, due 2028 7,770 7,770
Other
5.5% Unsecured Promissory Note 25 37
---------- -----------
Total Connecticut Water Company 61,735 61,782
Crystal Water Utilities Corporation
8.0% New London Trust, Due 2017 126 126
---------- -----------
Crystal Water Company of Danielson
7.82% Connecticut Development Authority, Due 2020 495 495
8.0% New London Trust, Due 2011 -- 2,033
---------- -----------
Total Crystal Water Company 495 2,528
---------- -----------
Chester Realty
6% Note Payable, Due 2006 97 97
---------- -----------
Barnstable Water Company
10.2% Indianapolis Life Insurance Co., Due 2011 1,525 1,625
---------- -----------
Total Connecticut Water Service, Inc. 63,978 66,158
---------- -----------
Less Current Portion (172) (2,205)
---------- -----------
Total Long-Term Debt 63,806 63,953
---------- -----------
TOTAL CAPITALIZATION $135,538 $135,583
========== ===========
The accompanying notes are an integral part of these financial statements.
Page 5
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
2002 2001
(UNAUDITED) (UNAUDITED)
-------- --------
Operating Revenues $ 10,284 $ 10,228
-------- --------
Operating Expenses
Operation and Maintenance 4,468 4,440
Depreciation 1,230 1,225
Income Taxes 883 861
Taxes Other Than Income Taxes 1,204 1,237
-------- --------
Total Operating Expenses 7,785 7,763
-------- --------
Utility Operating Income 2,499 2,465
-------- --------
Other Income (Deductions), Net of Taxes
Gain on Property Transactions -- 1,117
Non-Water Sales Earnings 80 64
Allowance for Funds Used During Construction 115 99
Merger Costs -- (320)
Other 34 23
-------- --------
Total Other Income (Deductions), Net of Taxes 229 983
-------- --------
Interest and Debt Expense
Interest on Long-Term Debt 972 1,028
Other Interest Charges 107 80
Amortization of Debt Expense 96 56
-------- --------
Total Interest and Debt Expense 1,175 1,164
-------- --------
Net Income Before Preferred Dividends 1,553 2,284
Preferred Stock Dividend Requirement 9 9
-------- --------
Net Income Applicable to Common Stock $ 1,544 $ 2,275
======== ========
Weighted Average Common Shares Outstanding:
Basic 7,656 7,610
Diluted 7,724 7,640
Earnings Per Common Share:
Basic $ 0.20 $ 0.30
Diluted $ 0.20 $ 0.30
Dividends Per Common Share $ 0.20 $ 0.19
The accompanying notes are an integral part of these financial statements.
Page 6
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME For the Twelve
Months Ended March 31, 2002 and 2001
(In thousands, except per share amounts)
2002 2001
(UNAUDITED) (UNAUDITED)
-------- --------
Operating Revenues $ 45,448 $ 44,000
-------- --------
Operating Expenses
Operation and Maintenance 20,104 18,457
Depreciation 4,842 4,788
Income Taxes 4,799 4,518
Taxes Other Than Income Taxes 4,355 4,757
-------- --------
Total Operating Expenses 34,100 32,520
-------- --------
Utility Operating Income 11,348 11,480
-------- --------
Other Income (Deductions), Net of Taxes
Gain on Property Transactions 4 1,629
Non-Water Sales Earnings 388 268
Allowance for Funds Used During Construction 455 415
Merger Costs (32) (549)
Other 188 179
-------- --------
Total Other Income (Deductions), Net of Taxes 1,003 1,942
-------- --------
Interest and Debt Expense
Interest on Long-Term Debt 4,001 4,107
Other Interest Charges 380 464
Amortization of Debt Expense 262 222
-------- --------
Total Interest and Debt Expense 4,643 4,793
-------- --------
Net Income Before Preferred Dividends 7,708 8,629
Preferred Stock Dividend Requirement 38 38
-------- --------
Net Income Applicable to Common Stock $ 7,670 $ 8,591
======== ========
Weighted Average Common Shares Outstanding:
Basic 7,630 7,606
Diluted 7,712 7,635
Earnings Per Common Share:
Basic $ 1.01 $ 1.13
Diluted $ 0.99 $ 1.13
Dividends Per Common Share $ 0.81 $ 0.77
The accompanying notes are an integral part of these financial statements.
Page 7
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
For the Three Months Ended March 31, 2002 and 2001
(In thousands, except per share amounts)
2002 2001
(UNAUDITED) (UNAUDITED)
------------ ----------
Balance at Beginning of Period $24,441 $22,145
Net Income Before Preferred Dividends of Parent 1,553 2,284
------- -------
25,994 24,429
------- -------
Dividends Declared:
Cumulative Preferred, Class A, $.20 per share 3 3
Cumulative Preferred, Series $.90, $.225 per share 6 6
Common Stock - 2002 $.20 per share; 2001 $.19 per share 1,541 1,451
------- -------
1,550 1,460
------- -------
Balance at End of Period $24,444 $22,969
======= =======
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
For the Twelve Months Ended March 31, 2002 and 2001
(In thousands, except per share amounts)
2002 2001
(UNAUDITED) (UNAUDITED)
---------- ----------
Balance at Beginning of Period $22,969 $20,250
Net Income Before Preferred Dividends of Parent 7,708 8,629
------- -------
30,677 28,879
------- -------
Dividends Declared:
Cumulative Preferred, Class A, $.80 per share 12 12
Cumulative Preferred, Series $.90, $.90 per share 26 26
Common Stock - 2002 $.81 per share; 2001 $.77 per share 6,195 5,872
------- -------
6,233 5,910
------- -------
Balance at End of Period $24,444 $22,969
======= =======
The accompanying notes are an integral part of these financial statements.
Page 8
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2002 and 2001
(In thousands)
2002 2001
(UNAUDITED) (UNAUDITED)
------- -------
Operating Activities:
Net Income Before Preferred Dividends of Parent $ 1,553 $ 2,284
------- -------
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation (including $43 in 2002, $43 in 2001 charged to other accounts) 1,273 1,268
Change in Assets and Liabilities:
(Increase) Decrease in Accounts Receivable and Accrued Unbilled Revenues 18 23
(Increase) Decrease in Other Current Assets (955) (1,007)
(Increase) Decrease in Other Non-Current Items 115 95
Increase (Decrease) in Accounts Payable, Accrued Expenses and
Other Current Liabilities (2,902) (3,189)
Increase (Decrease) in Deferred Federal Income Taxes and
Investment Tax Credits, Net 235 235
------- -------
Total Adjustments (2,216) (2,575)
------- -------
Net Cash Provided by (Used for) Operating Activities (663) (291)
------- -------
Investing Activities:
Gross Additions to Utility Plant (including Allowance for Funds
Used During Construction of $115 in 2002 and $99 in 2001) (1,747) (862)
------- -------
Financing Activities:
Proceeds from Interim Bank Loans 6,613 3,535
Repayment of Interim Bank Loans (1,825) (1,800)
Proceeds from Issuance of Common Stock 96 219
Minority Interest -- (117)
Repayment of Long-Term Debt (2,180) (200)
Advances, Contributions and Funds From Others for Construction, Net 1,654 1,312
Cash Dividends Paid (1,550) (1,460)
------- -------
Net Cash Provided by (Used in) Financing Activities 2,808 1,489
------- -------
Net Increase (Decrease) in Cash 398 336
Cash at Beginning of Year 102 314
------- -------
Cash at End of Period $ 500 $ 650
======= =======
Supplemental Disclosures of Cash Flow Information:
Cash Paid During the Year for:
Interest (Net of Amounts Capitalized) $ 1,759 $ 1,217
State and Federal Income Taxes $ 17 $ 60
The accompanying notes are an integral part of these financial statements.
Page 9
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The consolidated financial statements included herein have been prepared by
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES (the Company), without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission
and reflect all adjustments which are, in the opinion of management, necessary
to a fair statement of the results for interim periods. Certain information and
footnote disclosures have been omitted pursuant to such rules and regulations,
although the Company believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that these consolidated
financial statements be read in conjunction with the financial statements and
the notes thereto included in the Company's latest annual report or Form 10-K.
The results for interim periods are not necessarily indicative of
results to be expected for the year since the consolidated earnings are subject
to seasonal factors.
2. Earnings per average common share are calculated by dividing net income
applicable to common stock by the average number of shares of common stock
outstanding during the respective periods as detailed on the following page:
Page 10
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
3 Months Ended 12 Months Ended
---------------------- ---------------------------------------
3/31/02 3/31/01 3/31/02 3/31/01 12/31/01
------- ------- ------- ------- --------
Common Shares Outstanding:
January 1, 2001 -- -- -- -- 7,604,594
April 1, 2001 & 2000
respectively -- 7,609,267 7,603,901 --
January 1, 2002 & 2001
respectively 7,649,362 7,604,594 -- -- --
Common Shares Issued:
To CSE - June 15, 2000 -- -- -- 248 --
To CSE - September 15, 2000 -- -- -- 213 --
To CSE - December 15, 2000 -- -- - 232 -
To PSP- January 13, 2001 -- 8,607 -- 8,607 18,607
To PSP - February 17, 2001 -- (4,216) -- (4,216) (4,216)
To CSE - March 15, 2001 -- 282 -- 282 282
To CSE - June 15, 2001 -- -- 239 -- 239
To SOE - August 20, 2001 -- -- 9,898 -- 9,898
To SOE - August 21, 2001 -- -- 2,145 -- 2,145
To SOE - August 22, 2001 -- -- 1,969 -- 1,969
To CSE - September 15, 2001 -- -- 232 -- 232
Liquidation Fractional Shares -- -- (752) -- (752)
To SOE - September 17, 2001 -- -- 10,100 -- 10,100
To SOE - September 18, 2001 -- -- 1,969 -- 1,969
To SOE - December 5, 2001 -- -- 6,059 -- 6,059
To SOE - December 7, 2001 -- -- 1,200 -- 1,200
To SOE - December 10, 2001 -- -- 3,200 -- 3,200
To SOE - December 11, 2001 -- -- 3,637 -- 3,637
To CSE - December 15, 2001 -- -- 209 -- 209
To PSP - January 10, 2002 6,710 -- 6,710 -- --
To PSP - February 14, 2002 (1,109) -- (1,109) -- --
To CSE - March 15, 2002 265 -- 265 -- --
To SOE - March 18, 2002 400 -- 400 -- --
To SOE - March 19, 2002 1,000 -- 1,000 -- --
To SOE - March 21, 2002 1,700 -- 1,700 -- --
To SOE - March 22, 2002 2,400 -- 2,400 -- --
To SOE - March 25, 2002 1,000 -- 1,000 -- --
-------- --------- --------- --------- ---------
Common Shares Outstanding:
March 31, 2002 & 2001
respectively 7,661,728 7,609,267 7,661,728 7,609,267
========= ========= ========= =========
December 31, 2001 7,649,362
=========
Weighted Average Common Shares Outstanding:
Days outstanding basis
Basic 7,655,643 7,610,092 7,630,263 7,605,637 7,619,031
========= ========= ========= ========= =========
Fully Diluted 7,723,915 7,640,237 7,712,011 7,634,200 7,680,915
========= ========= ========= ========= =========
PSP = Performance Stock Program
CSE = Common Stock Equivalents
SOE = Stock Option Exercised
PART I, ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CORPORATE RESOURCES
At March 31, 2002, the Company had a total of $9,000,000 in lines of
credit with two banks. Availability under the lines of credit as of March 31,
2002 was $2,387,496. The Company, to increase its financial flexability in the
future, increased one of its lines of credit by $3,000,000 in May 2002, giving
it a total of $12,000,000 in lines of credit with two (2) banks.
Page 11
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
RESULT OF OPERATIONS
THE FOLLOWING FACTORS HAD A SIGNIFICANT EFFECT UPON THE COMPANY'S NET
INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2002 AS COMPARED WITH THE NET INCOME
FOR THE SAME PERIOD LAST YEAR.
Net income applicable to common stock for the three months ended March
31, 2002 decreased from that of March 31, 2001 by $731,000, or $.10 per average
common share. The decrease in net income was primarily due to the $754,000
decrease in Other Income (Deductions). The largest contributing factor to the
Company's decrease in Other Income (Deductions) was the reduction in Gain on
Property Transactions. The Company has not yet completed a planned land donation
for 2002. The prior year land donation was completed within the first quarter.
The $1,117,000 reduction in Gain on Property Transactions is partially offset by
the $320,000 decrease in Merger Costs.
Utility Operating Income for the three months ended March 31, 2002
increased from that of March 31, 2001 by $34,000. This increase in Utility
Operating Income is primarily due to increased Operating Revenues and decreased
Taxes Other Than Income partially offset by an increase in Operation and
Maintenance and Income Taxes.
COMMITMENTS AND CONTINGENCIES
Federal Tax Audit - The Company has been informed by the Internal
Revenue Service (IRS) that the IRS intends to audit the Company's federal income
tax return for the calendar year 2000. The Company intends to fully cooperate
and respond to all information document requests put forth by the auditor. At
this time, the Company does not have sufficient information to determine the
amount, if any, of additional liability that may result from this proceeding.
The Company does not anticipate that this audit will have a material effect on
its consolidated results of operations or financial position.
Hungerfords - In 1999, the Company formed a three-year joint venture
with Hungerfords, Inc., a pump service provider, which has been in business in
Connecticut for over 75 years. The three-year period ended in February 2002. The
Company is evaluating whether specific financial targets were met and will
decide during the second quarter of 2002 on the nature of its future business
relationship with Hungerfords, Inc.
Unionville - The Company is pursuing the acquisition of Unionville
Water Company located in Farmington, Connecticut. The Company filed a Form S-4
with the Securities and Exchange Commission (SEC) on April 24, 2002. The Company
has been informed that the SEC will not review the Form S-4. In April 2002, the
Company also filed an application with the Connecticut Department of Public
Utility Control (DPUC)requesting that the DPUC approve the proposed merger.
Moles Environmental Services - Connecticut Water Utility Services,
Inc., (CWUS) a subsidiary of the Company, has signed a Letter Of Intent
(LOI)with Moles Environmental Services, Inc. (MES), of Taunton, Massachusetts.
The LOI calls for CWUS to acquire the assets of MES. MES provides certain
environmental services including contract operations of water and wastewater
treatment systems owned by other parties in Massachusetts. The companies are
currently working to produce a definitive agreement for acquisition.
FORWARD LOOKING INFORMATION
This report, including management's discussion and analysis, contains
certain forward looking statements regarding the Company's results of operations
and financial position. These forward looking statements are based on current
information and expectations, and are subject to risks and uncertainties, which
could cause the Company's actual results to differ materially from expected
results.
Page 12
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
PART II, ITEM 1: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On April 26, 2002, at its annual meeting, the stockholders of
Connecticut Water Service, Inc. elected the following directors for, a three
year term until 2005:
Number of Common Shares Cast
----------------------------
Abstentions
Affirmative Negative and Non-Votes
----------- -------- -------------
Mark G. Kachur* 6,440,201 0 87,616
Mary Ann Hanley 6,437,933 0 89,884
Ronald D. Lengyel 6,432,962 0 94,855
David A Lentini 6,131,670 0 396,197
* New Board members
On April 26, 2002, at its annual meeting, the stockholders of
Connecticut Water Service, Inc. elected the following directors for, a one year
term until 2003:
Number of Common Shares Cast
----------------------------
Abstentions
Affirmative Negative and Non-Votes
----------- -------- -------------
Carol P. Wallace* 6,447,152 0 80,665
* New Board member
Preferred Series A stockholders cast the following votes for each of
the Directors listed above. There were no abstentions for any of the Directors
listed above.
Number of Preferred
Series A Cast
-------------
Affirmative Withheld
----------- --------
Mark G. Kachur 9,661 0
Carol P. Wallace 9,661 0
Mary Ann Hanley 9,197 464
Ronald D. Lengyel 9,661 0
David A. Lentini 9,611 50
Page 13
CONNECTICUT WATER SERVICE, INC. AND SUBSIDIARIES
Directors whose term of office continues until 2003 are Roger Engle,
Lisa Thibdaue, Carol P. Wallace, and Donald B. Wilbur.
Directors whose term of office continue until 2004 are Marshall T.
Chiaraluce, Marcia L. Hincks, Robert F. Neal, and Arthur C. Reeds.
The appointment of Arthur Andersen, LLP or the appointment of a
different independent public accounting firm at any time during 2002 at the
discretion of the Board of Directors was ratified.
Number of Shares Cast
---------------------
Abstentions
Arthur Andersen LLP Affirmative Negative and Non-Votes
- ------------------- ----------- -------- -------------
Common Stock 5,120,553 1,219,833 187,431
Preferred Series A Stock 8,413 1,042 206
The final matter voted at the Annual Meeting was approval of the
Amended and Restated Connecticut Water Service, Inc. Performance Stock Program.
Number of Shares Cast
Abstentions
Performance Stock Program Affirmative Negative and Non-Votes
- ------------------------- ----------- -------- -------------
Common Stock 5,935,612 416,566 185,300
Preferred Series A Stock 9,199 462 0
PART II, ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A Form 8-K was filed by the Company on May 8, 2002. The following
topics were covered in the filing:
- First Quarter Earnings
- Dividend Declaration
Page 14
SIGNATURES PAGE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Connecticut Water Service, Inc.
(Registrant)
Date: May 14, 2002 By /s/ David C. Benoit
-------------------------------
David C. Benoit
Vice President - Finance
Date: May 14, 2002 By: /s/ Peter J. Bancroft
-------------------------------
Peter J. Bancroft
Assistant Treasurer