SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF PARENT

12 Months Ended

Dec. 31, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF PARENT

CONDENSED BALANCE SHEETS



	December 31,
(in thousands)	2015		2014
Assets

Cash and equivalents	$	836	$	31,629
Inter-company note receivables	12,000		1,445
Deferred tax assets	—		503
Income taxes receivable and other receivables	11		44
Total current assets	12,847		33,621

Investments in subsidiaries	479,397		478,677
Deferred taxes and other assets	5,604		4,948
Total assets	$	497,848	$	517,246

Liabilities and Capitalization

Notes payable to bank	$	28,000	$	—
Income taxes payable	2,579		9,902
Intercompany payables	474		—
Deferred taxes and other liabilities	28		154
Total current liabilities	31,081		10,056

Deferred taxes	734		100
Income taxes payable and other liabilities	88		289
Total other liabilities	822		389

Common shareholders’ equity	465,945		506,801
Total capitalization	465,945		506,801

Total liabilities and capitalization	$	497,848	$	517,246

The accompanying condensed notes are an integral part of these condensed financial statements.

CONDENSED STATEMENTS OF INCOME



	For the Years Ended December 31,
(In thousands, except per share amounts)	2015			2014			2013
Operating revenues and other income	$	98		$	81		$	227
Operating expenses and other expenses	11			48			8
Income (loss) before equity in earnings of subsidiaries and income taxes	87			33			219

Equity in earnings of subsidiaries	59,587			60,029			60,205

Income before income taxes	59,674			60,062			60,424

Income tax expense (benefit)	(810		)	(996		)	(2,262		)

Net income	$	60,484		$	61,058		$	62,686

Weighted Average Number of Common Shares Outstanding	37,389			38,658			38,639
Basic Earnings Per Common Share	$	1.61		$	1.57		$	1.61

Weighted Average Number of Diluted Common Shares Outstanding	37,614			38,880			38,869
Fully Diluted Earnings per Common Share	$	1.60		$	1.57		$	1.61

The accompanying condensed notes are an integral part of these condensed financial statements.

CONDENSED STATEMENTS OF CASH FLOWS



	For the Years Ended December 31,
(in thousands)	2015			2014			2013
Cash Flows From Operating Activities	$	57,682		$	61,092		$	32,645

Cash Flows From Investing Activities:
Loans (made to)/repaid from, wholly-owned subsidiaries	(12,000		)	19,668			(6,100		)
Net cash provided (used) in investing activities	(12,000		)	19,668			(6,100		)

Cash Flows From Financing Activities:
Repurchase of Common Shares	(72,893		)	(17,180		)	—
Proceeds from note payable to GSWC	20,700			8,300			18,236
Repayment of note payable to GSWC	(20,700		)	(8,800		)	(17,736		)
Proceeds from stock option exercises	1,198			589			2,111
Net change in notes payable to banks	28,000			—			—
Dividends paid	(32,690		)	(32,111		)	(29,360		)
Other	(90		)	(36		)	—
Net cash used in financing activities	(76,475		)	(49,238		)	(26,749		)

Change in cash and equivalents	(30,793		)	31,522			(204		)
Cash and equivalents at beginning of period	31,629			107			311

Cash and equivalents at the end of period	$	836		$	31,629		$	107

The accompanying condensed notes are 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.

In October 2015, AWR issued interest bearing promissory notes (the "Notes") to GSWC and ASUS for $40 million and $10 million, respectively, which expire on May 23, 2018. Under the terms of the Notes, AWR may borrow from GSWC and ASUS amounts up to $40 million and $10 million, respectively, for working capital purposes. AWR agrees to pay any unpaid principal amounts outstanding under these notes, plus accrued interest. As of December 31, 2015, there were no amounts outstanding under these Notes.

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 $100.0 million syndicated credit facility which expires in May 2018. AWR may, under the terms of the agreement, 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 $10.4 million, with fees of 0.65% including: (i) a $5.8 million letter of credit representing a percentage of the outstanding 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; (ii) letters of credit in an aggregate amount of $340,000 as security for GSWC’s business automobile insurance policy; (iii) a letter of credit in an amount of $585,000 as security for the purchase of power; (iv) a $15,000 irrevocable letter of credit pursuant to a franchise agreement with the City of Rancho Cordova; and (v) 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 May 2015, Standard & Poor’s Rating Services (“S&P”) affirmed the ‘A+’ credit rating on both American States Water Company and its wholly owned subsidiary, Golden State Water Company. S&P also revised its rating outlook to stable from positive for both companies as a result of the announcement of the second stock repurchase program. S&P debt ratings range from AAA (highest rating possible) to D (obligation is in default). In December 2015, Moody’s Investors Service (“Moody’s”) affirmed its ‘A2’ rating with a stable outlook for GSWC.

At December 31, 2015, there was $28.0 million 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)	2015			2014			2013
Balance Outstanding at December 31,	$	28,000		$	—		$	—
Interest Rate at December 31,	1.09		%	0.82		%	0.82		%
Average Amount Outstanding	$	4,112		$	6,181		$	—
Weighted Average Annual Interest Rate	0.92		%	0.81		%	1.02		%
Maximum Amount Outstanding	$	37,000		$	24,000		$	—

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, 2015, AWR was in compliance with these covenants with an interest coverage ratio of 7.68 times interest expense, a debt ratio of 0.44 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 taken, and to be taken, on amended income tax returns.

Dividend from Subsidiaries

Dividends in the amount of $62.0 million, $52.0 million and $29.4 million were paid to AWR (parent) by its wholly-owned subsidiaries during the years ended December 31, 2015, 2014 and 2013, respectively.