
	December 31,
(in thousands)	2023		2022
Assets

Cash and equivalents	$	3,547	$	93
Prepayments and other current assets	116		—
Income taxes receivable	39		20
Intercompany note receivables	39,044		159,582
Total current assets	42,746		159,695

Investments in subsidiaries	870,020		799,802
Deferred taxes and other assets	10,135		9,891
Total assets	$	922,901	$	969,388

Liabilities and Capitalization
Notes payable to bank	$	—	$	255,500
Income taxes payable	2,422		2,158
Other liabilities	577		454
Total current liabilities	2,999		258,112

Notes payable to bank	141,500		—
Deferred taxes and other liabilities	2,293		1,727
Total other liabilities	143,793		1,727

Common shareholders’ equity	776,109		709,549
Total capitalization	776,109		709,549

Total liabilities and capitalization	$	922,901	$	969,388


	For the Years Ended December 31,
(In thousands, except per share amounts)	2023		2022		2021
Operating revenues and other income	$	—	$	—	$	—
Operating expenses and other expenses	5,576		2,093		542
Loss before equity in earnings of subsidiaries and income taxes	(5,576)		(2,093)		(542)

Equity in earnings of subsidiaries	128,783		79,892		94,808

Income before income taxes	123,207		77,799		94,266

Income tax benefit	(1,714)		(597)		(81)

Net income	$	124,921	$	78,396	$	94,347

Weighted Average Number of Common Shares Outstanding	36,976		36,955		36,921
Basic Earnings Per Common Share	$	3.37	$	2.12	$	2.55

Weighted Average Number of Diluted Common Shares Outstanding	37,077		37,039		37,010
Fully Diluted Earnings per Common Share	$	3.36	$	2.11	$	2.55

Dividends Paid Per Common Share	$	1.655	$	1.525	$	1.400


	For the Years Ended December 31,
(in thousands)	2023		2022		2021
Cash Flows From Operating Activities	$	67,041	$	56,398	$	36,799

Cash Flows From Investing Activities:
Loans (made to)/repaid from, wholly-owned subsidiaries	121,000		(81,000)		(46,000)
Increase in investment of subsidiary	(10,000)		—		—
Net cash provided (used) by investing activities	111,000		(81,000)		(46,000)

Cash Flows From Financing Activities:
Net borrowings on notes payable to banks	(113,392)		81,000		60,500
Proceeds from note payable to GSWC	—		—		(26,000)
Repayment of note payable to GSWC	—		—		26,000
Dividends paid	(61,195)		(56,356)		(51,689)
Net cash provided (used) by financing activities	(174,587)		24,644		8,811

Net change in cash and cash equivalents	3,454		42		(390)
Cash and equivalents at beginning of period	93		51		441

Cash and equivalents at the end of period	$	3,547	$	93	$	51

The accompanying condensed financial statements of AWR (parent) should be read in conjunction with the consolidated financial statements and notes thereto of American States Water Company and subsidiaries (“Registrant”) included in Part II, Item 8 of this Form 10-K. AWR’s (parent) significant accounting policies are consistent with those of Registrant and its wholly owned subsidiaries, Golden State Water Company (“GSWC”), Bear Valley Electric Service, Inc. (“BVES”) and American States Utility Services, Inc. (“ASUS”), except that all subsidiaries are accounted for as equity method investments.

As further discussed in Note 2 — Notes Payable to Banks, AWR (parent) currently has access to a $165.0 million syndicated credit facility. AWR (parent) borrows under this facility and provides funds to ASUS in support of their operations and itself. Prior to the new credit agreement in June 2023, described below, AWR (parent) had a credit facility with access of up to $280.0 million and had provided funds to both GSWC and ASUS in support of their operations. Any amounts owed to AWR (parent) for borrowings under this facility are reflected as intercompany receivables on the Condensed Balance Sheets. The interest rate charged to its subsidiaries is sufficient to cover AWR (parent)’s interest cost under the credit facility. AWR may, from time to time, also make equity investments in its subsidiaries.

In October 2020, AWR (parent) issued an interest-bearing promissory note to GSWC, which expired in May 2023. Under the terms of the note, AWR (parent) was permitted to borrow from GSWC amounts up to $30.0 million for working capital purposes. AWR (parent) agreed to pay any unpaid principal amounts outstanding under this note, plus accrued interest. During 2021, AWR (parent) borrowed and repaid a total of $26.0 million from GSWC under the terms of the note. There were no borrowings or repayments made during 2022 and 2023. As of December 31, 2023 and 2022, there were no amounts outstanding under this note.

In January 2023, the Board of Directors approved the issuance of one GSWC Common Share to AWR (parent) for $10.0 million. In January 2023, GSWC issued $130.0 million in unsecured long-term notes in a private placement. GSWC used the proceeds from both the issuance of equity and long-term debt to pay-off all intercompany borrowings from AWR (parent).

AWR (parent) guarantees performance of ASUS’s contracts with the U.S. government and agrees to provide necessary resources, including financing, which are necessary to assure the complete and satisfactory performance of such contracts.

On June 28, 2023, AWR (parent) entered into a new credit agreement with a term of five years provided by a syndicate of banks and financial institutions. The credit agreement will mature on June 28, 2028. In connection with the new credit agreement, AWR (parent) incurred legal and other fees totaling $632,000. The syndicated credit facility replaced AWR (parents)’s previous credit agreement with a sole bank where it had a borrowing capacity of $280.00 million. Funds from the new facilities were used to pay-off in full all outstanding borrowings under AWR (parent)’s prior credit facility.

The new credit agreement provides for a $150.0 million unsecured revolving credit facility. Under the credit agreement, the borrowing capacity may be expanded up to an additional amount of $75 million, subject to the lenders’ approval. The aggregate amount that may be outstanding under letters of credit is $10.0 million. Loans may be obtained under the credit facilities at the option of AWR (parent) and bear interest at rates based on either a base rate plus an applicable margin or an adjusted term SOFR determined by the SOFR administrator, currently the Federal Reserve Bank of New York, plus an applicable margin. The applicable margin depends upon AWR’s credit ratings.

On November 6, 2023, the credit facility was amended to increase the borrowing capacity from $150.0 million to $165.0 million. In connection with the increase in borrowing capacity, the amendment also provides for the addition of a new bank to the existing syndicate group participating in AWR’s credit facility. As of December 31, 2023, outstanding borrowings under its credit facility of $141.5 million have been classified as non-current liabilities on its Condensed Balance Sheet.

The credit agreement contains affirmative and negative covenants and events of default customary for credit facilities of this type, including, among other things, affirmative covenants relating to compliance with law and material contracts, and negative covenants relating to additional in indebtedness, liens, investments, restricted payments and asset sales by AWR (parent) and its subsidiaries, other than BVES. AWR (parent) is not permitted to have a consolidated total capitalization ratio (as defined in the credit agreement), excluding BVES, greater than 0.65 to 1.00 at the end of any quarter. Default under any indebtedness of any subsidiary of AWR (parent), other than BVES, will result in a default under its credit agreement. As of December 31, 2023, AWR (parent) had a debt ratio of 0.54 to 1.00.


	December 31,
(in thousands, except percent)	2023			2022
Balance Outstanding at December 31,	$	141,500		$	255,500
Interest Rate at December 31,	6.45		%	5.07		%
Average Amount Outstanding	$	156,533		$	213,758
Weighted Average Annual Interest Rate	5.92		%	2.56		%
Maximum Amount Outstanding	$	257,500		$	255,500

AWR (parent) receives a tax benefit for expenses incurred at the parent-company level. AWR (parent) also recognizes the effect of AWR’s consolidated California unitary apportionment, which is beneficial or detrimental depending on a combination of the profitability of AWR’s consolidated non-California activities as well as the proportion of its consolidated California sales to total sales.

Cash dividends in the amount of $71.4 million, $56.4 million and $38.3 million were paid to AWR (parent) by its wholly owned subsidiaries during the years ended December 31, 2023, 2022 and 2021, respectively.