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SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF PARENT
12 Months Ended
Dec. 31, 2013
Condensed Financial Information of Parent Company Only Disclosure [Abstract]  
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF PARENT
 
 
December 31,
(in thousands)
 
2013
 
2012
Assets
 
 

 
 

 
 
 
 
 
Cash and equivalents
 
$
107

 
$
311

Inter-company note receivables
 
21,113

 
15,013

Deferred tax assets
 
388

 
633

Income taxes receivable and other receivables
 
1,733

 
1,415

Total current assets
 
23,341

 
17,372

 
 
 
 
 
Investments in subsidiaries
 
468,568

 
435,373

Other assets
 
3,364

 
2,421

Total assets
 
$
495,273

 
$
455,166

 
 
 
 
 
Liabilities and Capitalization
 
 

 
 

 
 
 
 
 
Note payable to GSWC
 
$
500

 
$

Income taxes payable
 
1,851

 

Deferred taxes and other liabilities
 
84

 
117

Total current liabilities
 
2,435

 
117

 
 
 
 
 
Deferred taxes
 
146

 
49

Income taxes payable and other liabilities
 
288

 
421

Total other liabilities
 
434

 
470

 
 
 
 
 
Common shareholders’ equity
 
492,404

 
454,579

Total capitalization
 
492,404

 
454,579

 
 
 
 
 
Total liabilities and capitalization
 
$
495,273

 
$
455,166

 
The accompanying condensed note is an integral part of these condensed financial statements.
CONDENSED STATEMENTS OF INCOME 
 
 
For the Years Ended December 31,
(In thousands, except per share amounts)
 
2013
 
2012
 
2011
Operating revenues and other income
 
$
227

 
$
64

 
$
238

Operating expenses and other expenses
 
8

 
120

 
521

Income (loss) before equity in earnings of subsidiaries and income taxes
 
219

 
(56
)
 
(283
)
 
 
 
 
 
 
 
Equity in earnings of subsidiaries
 
60,205

 
54,212

 
46,483

 
 
 
 
 
 
 
Income before income taxes
 
60,424

 
54,156

 
46,200

 
 
 
 
 
 
 
Income tax expense (benefit)
 
(2,262
)
 
8

 
341

 
 
 
 
 
 
 
Net income
 
$
62,686

 
$
54,148

 
$
45,859

 
 
 
 
 
 
 
Weighted Average Number of Common Shares Outstanding
 
38,639

 
37,998

 
37,386

Basic Earnings Per Common Share
 
$
1.61

 
$
1.42

 
$
1.22

 
 
 
 
 
 
 
Weighted Average Number of Diluted Common Shares Outstanding
 
38,869

 
38,262

 
37,674

Fully Diluted Earnings per Common Share
 
$
1.61

 
$
1.41

 
$
1.21

 
The accompanying condensed note is an integral part of these condensed financial statements.
CONDENSED STATEMENTS OF CASH FLOWS
 
 
 
For the Years Ended December 31,
(in thousands)
 
2013
 
2012
 
2011
Cash Flows From Operating Activities
 
$
32,645

 
$
16,885

 
$
17,945

 
 
 
 
 
 
 
Cash Flows From Investing Activities:
 
 

 
 

 
 

Loans (made to)/repaid from, wholly-owned subsidiaries
 
(6,100
)
 
(4,720
)
 
36,786

Increase in investment of subsidiary
 

 

 
(10,000
)
Proceeds from the sale of CCWC
 

 

 
29,603

Net cash provided (used) in investing activities
 
(6,100
)
 
(4,720
)
 
56,389

 
 
 
 
 
 
 
Cash Flows From Financing Activities:
 
 

 
 

 
 

Proceeds from note payable to GSWC
 
18,236

 

 

Repayment of note payable to GSWC
 
(17,736
)
 

 

Proceeds from the issuance of common stock
 

 

 
1,658

Proceeds from stock option exercises
 
2,111

 
13,295

 
2,350

Net change in notes payable to banks
 

 
(2,000
)
 
(58,900
)
Dividends paid
 
(29,360
)
 
(24,130
)
 
(20,552
)
Net cash used in financing activities
 
(26,749
)
 
(12,835
)
 
(75,444
)
 
 
 
 
 
 
 
Decrease in cash and equivalents
 
(204
)
 
(670
)
 
(1,110
)
Cash and equivalents at beginning of period
 
311

 
981

 
2,091

 
 
 
 
 
 
 
Cash and equivalents at the end of period
 
$
107

 
$
311

 
$
981

 
The accompanying condensed note is an integral part of these condensed financial statements.
Basis of Presentation
 
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”) and American States Utility Services, Inc. ("ASUS"), except that all subsidiaries are accounted for as equity method investments.
 
Related Party Transactions:
As further discussed in Note 2 — Notes Payable to Banks, AWR (parent) has access to a$100.0 million syndicated credit facility. AWR (parent) borrows under this facility and provides funds to its subsidiaries, in support of their operations. Any amounts owed to AWR (parent) for borrowings under this facility are reflected as inter-company receivables on the condensed balance sheets.  The interest rate charged to the subsidiaries is sufficient to cover AWR (parent)’s interest cost under the credit facility.

During 2013, AWR (parent) issued an interest bearing promissory note (the "Note") to GSWC for $20.0 million which expires on May 23, 2018. Under the terms of the Note, AWR (parent) may borrow from GSWC amounts up to $20.0 million for working capital purposes. As of December 31, 2013, $500,000 is outstanding under this Note, which has been reflected as a Note payable to GSWC on the balance sheet of AWR (parent)'s as of December 31, 2013. This Note is expected to be repaid by AWR (parent) within one year.

AWR (parent) guarantees performance of ASUS's military privatization contracts and agrees to provide necessary resources, including financing, which are necessary to assure the complete and satisfactory performance of such contracts.
Note Payable to Banks
 
 AWR (parent) has access to a syndicated credit facility which was amended on May 23, 2013 to, among other things, extend the expiration date of the syndicated credit facility to May 23, 2018, reduce the amount of interest and fees paid by AWR, and update certain representations and covenants in the credit agreement.  AWR may, under the terms of the fourth amendment, elect to increase the aggregate commitment by up to an additional $50.0 million. The aggregate effective amount that may be outstanding under letters of credit is $25.0 million.  AWR has obtained letters of credit, primarily for GSWC, in the aggregate amount of $18.1 million, including: (i) a letter of credit with a fee of 1.2%, in the amount of $6.3 million, in favor of a trustee with respect to the variable rate obligation of GSWC issued by the Three Valleys Municipal Water District; (ii) letters of credit with a fee of 1.2%, in an aggregate amount of $440,000 as security for GSWC’s business automobile insurance policy; (iii) a letter of credit with a fee of 1.2%, in an amount of $585,000 as security for the purchase of power by GSWC; (iv) a $7.2 million letter of credit with a fee of 1.2% representing 80% of total American Recovery and Reinvestment Act (“ARRA”) funds received by GSWC for reimbursement of capital costs related to the installation of meters in GSWC’s Arden-Cordova water system; (v) a $15,000 irrevocable letter of credit on behalf of GSWC pursuant to a franchise agreement with the City of Rancho Cordova, and, (vi) an irrevocable letter of credit in the amount of $3.6 million, pursuant to a settlement agreement with Southern California Edison Company to cover GSWC’s commitment to pay the settlement amount. Letters of credit outstanding reduce the amount that may be borrowed under the revolving credit facility. There were no compensating balances required.

Loans can be obtained at the option of AWR and bear interest at rates based on credit ratings and Euro rate margins.  In August 2013, Standard & Poor’s Ratings Services (“S&P”) affirmed the ‘A+’ corporate credit rating on AWR and GSWC with a stable outlook.  S&P debt ratings range from AAA (highest rating possible) to D (obligation is in default). 

At December 31, 2013, there were no borrowings outstanding under this facility. At times, AWR (parent) borrows under this facility and provides loans to its subsidiaries in support of its operations, under terms that are similar to that of the credit facility.
 
AWR’s (parent) short-term borrowing activities (excluding letters of credit) for the last three years were as follows:
 
 
December 31,
(in thousands, except percent)
 
2013
 
2012
 
2011
Balance Outstanding at December 31,
 
$

 
$

 
$
2,000

Interest Rate at December 31,
 
0.82
%
 
1.41
%
 
1.51
%
Average Amount Outstanding
 
$

 
$
885

 
$
25,713

Weighted Average Annual Interest Rate
 
1.02
%
 
1.49
%
 
1.46
%
Maximum Amount Outstanding
 
$

 
$
6,000

 
$
64,900

 
All of the letters of credit are issued pursuant to the syndicated revolving credit facility. The syndicated revolving credit facility contains restrictions on prepayments, disposition of property, mergers, liens and negative pledges, indebtedness and guaranty obligations, transactions with affiliates, minimum interest coverage requirements, a maximum debt to capitalization ratio and a minimum debt rating. Pursuant to the credit agreement, AWR must maintain a minimum interest coverage ratio of 3.25 times interest expense, a maximum total funded debt ratio of 0.65 to 1.00 and a minimum debt rating from Moody’s or S&P of Baa3 or BBB-, respectively. As of December 31, 2013, AWR was in compliance with these covenants with an interest coverage ratio of 7.18 times interest expense, a debt ratio of 0.42 to 1.00 and a debt rating of A+.
Income Taxes
 
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.
    
During the year ended December 31, 2013, AWR (parent) recorded a cumulative tax benefit of $1.5 million related to an employee benefit plan for deductions taken on recently filed tax returns and amounts expected to be taken on amended income tax returns. It is management's intention to amend tax returns for open years to reflect these deductions which cover a period of 5 years.
Dividend from subsidiaries
 
Dividends in the amount of $29.4 million, $16.9 million and $20.0 million were paid to AWR (parent) by its wholly-owned subsidiaries during the years ended December 31, 2013, 2012 and 2011, respectively.