gwrs-20250630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 June 30, 2025


☐			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: 001-37756

______________________________________________________________

Global Water Resources, Inc.

(Exact Name of Registrant as Specified in its Charter)

______________________________________________________________

Delaware

90-0632193

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

21410 N. 19th Avenue #220

Phoenix,

Arizona

85027

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (480) 360-7775

Securities registered pursuant to Section 12(b) of the Act:

______________________________________________________________


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	GWRS	The NASDAQ Stock Market, LLC

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 for 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. x Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). x Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

Smaller reporting company

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes x No

As of August 12, 2025, the registrant had 27,473,277 shares of common stock, $0.01 par value per share, outstanding.

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Table of Contents

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION			5
ITEM 1. Financial Statements (Unaudited)			5
Condensed Consolidated Balance Sheets (unaudited)			5
Condensed Consolidated Statements of Operations (unaudited)			6
Condensed Consolidated Statements of Shareholders’ Equity (unaudited)			7
Condensed Consolidated Statements of Cash Flows (unaudited)			8
Notes to the Condensed Consolidated Financial Statements			9
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			20
ITEM 3. Qualitative and Quantitative Disclosures About Market Risk			34
ITEM 4. Controls and Procedures			34
PART II. OTHER INFORMATION			36
ITEM 1. Legal Proceedings			36
ITEM 1A. Risk Factors			36
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds			36
ITEM 3. Defaults Upon Senior Securities			37
ITEM 4. Mine Safety Disclosures			37
ITEM 5. Other Information			37
ITEM 6. Exhibits			38
Signatures			39

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Table of Contents

DEFINED TERMS

The following is a list of frequently used abbreviations or acronyms that are found in this report:


The Company’s Utilities
GW-Santa Cruz			Global Water - Santa Cruz Water Company, Inc.
GW-Palo Verde			Global Water - Palo Verde Utilities Company, Inc.
GW-Farmers			Global Water - Farmers Water Company, Inc.
GW-Hassayampa			Global Water - Hassayampa Utilities Company, Inc.
GW-Belmont			Global Water - Belmont Water Company, Inc.
GW-Turner			Global Water - Turner Ranches Irrigation, Inc.
GW-Saguaro			Global Water - Saguaro District Water Company, Inc.
GW-Ocotillo			Global Water - Ocotillo Water Company, Inc.
Abbreviations and Other
ACC			Arizona Corporation Commission
ADEQ			Arizona Department of Environmental Quality
ADWR			Arizona Department of Water Resources
AFUDC			Allowance for funds utilized during construction
AIAC			Advances in Aid of Construction
ALJ			Administrative Law Judge
AMA			Active Management Area
AMI			Automated meter infrastructure
ASC			Accounting Standards Codification
ASU			Accounting Standards Update

CC&N			Certificate of Convenience & Necessity
CIAC			Contributions in Aid of Construction
CODM			Chief operating decision maker
Company (we, us, our, GWRI)			Global Water Resources, Inc.
CP Water			CP Water Company


EPA			United States Environmental Protection Agency
EPS			Earnings per share
FASB			Financial Accounting Standards Board
GAAP			Accounting principles generally accepted in the United States of America

HUF			Hook-up fee
ICFA			Infrastructure coordination and financing agreement

IT			Information technology
MCL			Maximum contaminant level

Northern Trust			The Northern Trust Company, an Illinois banking corporation
NPDWR			National Primary Drinking Water Regulations
PFAS			Per- and polyfluoroalkyl substances
Revolver			Revolving credit facility with Northern Trust
ROO			Recommended Opinion and Order
RSA			Restricted stock award
RSU			Restricted stock unit

RUCO			The Residential Utility Consumer Office, an office representing the interests of residential utility ratepayers
SEC			Securities and Exchange Commission



WIFA			Water Infrastructure Finance Authority of Arizona

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Table of Contents

Index to Condensed Consolidated Financial Statements


Condensed Consolidated Balance Sheets (unaudited)			5
Condensed Consolidated Statements of Operations (unaudited)			6
Condensed Consolidated Statements of Shareholders’ Equity (unaudited)			7
Condensed Consolidated Statements of Cash Flows (unaudited)			8
Notes to the Condensed Consolidated Financial Statements			9
1. Description of Business, Basis of Presentation, Significant Accounting Policies, and Recent Accounting Pronouncements			9
2. Acquisitions			9
3. Regulatory Matters			10
4. Revenue Recognition			11
5. Earnings Per Share			12
6. Utility Plant			13
7. Taxes, prepaid expenses and other current assets			13
8. Goodwill			13
9. Equity			14
10. Debt			14
11. Accrued Expenses and Other Current Liabilities			14
12. Fair Value			15
13. Income Taxes			16
14. Share-based Compensation			16
15. Transactions With Related Parties			16
16. Commitments and Contingencies			16
17. Business Segment Information			17
18. Other, Net			19
19. Supplemental Cash Flow Information			19

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Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements (Unaudited)

GLOBAL WATER RESOURCES, INC.

Condensed Consolidated Balance Sheets (unaudited)

(in thousands, except share and per share amounts)


	June 30, 2025		December 31, 2024
Assets
Utility Plant	$	562,267	$	512,993
Less accumulated depreciation	(160,518)		(153,614)
Net utility plant	401,749		359,379
Current Assets
Cash and cash equivalents	10,220		9,047
Accounts receivable, net of allowance for credit losses of $170 and $163, respectively	3,830		3,233
Unbilled revenue	3,806		3,109
Taxes, prepaid expenses and other current assets	3,969		4,080
Total current assets	21,825		19,469
Other Assets
Goodwill	6,282		9,486
Intangible assets, net	8,475		8,427
Regulatory assets	7,023		4,032
Restricted cash	2,156		2,109
Right-of-use assets, net	1,759		2,157
Other noncurrent assets	113		78

Total other assets	25,808		26,289
Total Assets	$	449,382	$	405,137
Capitalization and Liabilities
Capitalization
Common stock, $0.01 par value, 60,000,000 shares authorized; 27,830,545 and 24,570,994 shares issued, respectively	$	273	$	240
Treasury stock, 357,268 and 344,978 shares, respectively	(2)		(2)
Additional paid-in capital	76,469		47,366
Retained earnings	—		—
Total shareholders’ equity	76,740		47,604
Long-term debt, net	116,803		118,518
Total Capitalization	193,543		166,122
Current Liabilities
Accounts payable	986		2,051
Customer and meter deposits	1,669		1,609
Long-term debt, current portion	3,940		3,926
Leases, current portion	892		871
Accrued expenses and other current liabilities	12,519		13,801
Total current liabilities	20,006		22,258
Other Liabilities

Long-term lease liabilities	1,562		1,450
Deferred revenue - ICFA	22,449		21,517
Regulatory liabilities	5,360		5,386
Advances in aid of construction	145,854		126,467
Contributions in aid of construction, net	37,585		36,834
Deferred income tax liabilities, net	9,709		9,698
Other noncurrent liabilities	13,314		15,405
Total other liabilities	235,833		216,757
Commitments and contingencies (Refer to Note 16)
Total Capitalization and Liabilities	$	449,382	$	405,137

See accompanying notes to the condensed consolidated financial statements (unaudited)

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GLOBAL WATER RESOURCES, INC.

Condensed Consolidated Statements of Operations (unaudited)

(in thousands, except share and per share amounts)


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenue
Water service	$	7,368	$	6,668	$	13,348	$	11,894
Wastewater and recycled water service	6,873		6,842		13,350		13,226

Total revenue	14,241		13,510		26,698		25,120
Operating Expenses
Operations and maintenance	3,917		3,485		7,604		6,769
General and administrative	4,387		4,232		8,574		8,357
Depreciation and amortization	3,317		2,996		6,645		5,930
Total operating expenses	11,621		10,713		22,823		21,056
Operating Income	2,620		2,797		3,875		4,064
Other Income (Expense)
Interest income	216		266		315		504
Interest expense	(1,496)		(1,507)		(2,974)		(3,073)
Other, net	889		772		1,787		1,774
Total other expense	(391)		(469)		(872)		(795)
Income Before Income Taxes	2,229		2,328		3,003		3,269
Income Tax Expense	(617)		(598)		(800)		(848)
Net Income	$	1,612	$	1,730	$	2,203	$	2,421

Basic earnings per common share	$	0.06	$	0.07	$	0.08	$	0.10
Diluted earnings per common share	$	0.06	$	0.07	$	0.08	$	0.10
Dividends declared per common share	$	0.08	$	0.08	$	0.15	$	0.15

Weighted average number of common shares used in the determination of:
Basic	27,463,169		24,199,472		25,925,155		24,187,586
Diluted	27,504,578		24,308,524		25,986,878		24,306,316

See accompanying notes to the condensed consolidated financial statements (unaudited)

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GLOBAL WATER RESOURCES, INC.

Condensed Consolidated Statements of Shareholders’ Equity (unaudited)

(in thousands, except share and per share amounts)


	Common Stock Shares	Common Stock		Treasury Stock Shares	Treasury Stock		Additional Paid-in Capital	Retained Earnings	Total Equity
Balance as of December 31, 2024	24,570,994	$	240	(344,978)	$	(2)	$

SEC Form 10-Q filed by Global Water Resources Inc.