Long-Term Debt

12 Months Ended

Dec. 31, 2022

Long-term debt as of December 31 was as follows:


Description	Rate	Maturity	2022		2021

SJW Group Senior notes (a)	2.47% - 3.53%	2029 - 2039	$	560,000	560,000
SJWC:
Senior notes (a)	3.00% - 7.37%	2024 - 2051	400,000		420,000
California Pollution Control Financing Authority Revenue Bond	4.75%	2046	70,000		120,000
Total SJWC			470,000		540,000
CTWS bank term loans	4.09%, 4.15%	2027, 2037	18,444		20,351
Connecticut Water:
Connecticut Innovations Revenue Bonds, variable rate		2028 - 2029	22,050		22,050
Senior notes (a)	3.07% - 4.71%	2037 - 2052	195,000		170,000
Bank term loans	4.04% - 4.75%	2028 - 2036	96,295		111,090
Total Connecticut Water			313,345		303,140
SJWTX:
Senior note (a)	6.27%	2036	15,000		15,000
Bank term loans	4.01% - 5.54%	2041, 2052	45,000		30,000
Total SJWTX			60,000		45,000
Maine Water:
State revolving fund loans	0.00% - 2.23%	2023 - 2048	15,699		17,264
Other First Mortgage Bond	8.95%	2024	1,800		2,700
Bank term loans	3.89% - 5.51%	2024 - 2043	49,500		34,500
Total Maine Water			66,999		54,464
Total debt			1,488,788		1,522,955
Unamortized debt premium, net (b)			17,396		19,937

Unamortized debt issuance costs			(9,859)		(10,851)
Current portion			(4,360)		(39,106)
Total long-term debt, less current portion			$	1,491,965	1,492,935

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(a)Senior notes held by institutional investors are unsecured obligations of SJW Group, SJWC, Connecticut Water, SJWTX and Maine Water and require interest-only payments until maturity. To minimize issuance costs, the companies’ debt has primarily been placed privately.

(b)Consists of fair value adjustments recognized through purchase accounting for the completed merger with CTWS on October 9, 2019.

The following is a table of the consolidated company’s schedule of principal payments:


Year
2023	$	4,360
2024	48,983
2025	3,648
2026	23,303
2027	2,299
Thereafter	1,406,195

The estimated fair value of long-term debt as of December 31, 2022 and 2021 was approximately $1,294,354 and $1,651,825, respectively, and was determined using a discounted cash flow analysis, based on the current rates for similar financial instruments of the same duration and creditworthiness of the Company. The fair value of long-term debt would be categorized as Level 2 of the fair value hierarchy.

SJWC

On July 14, 2022, SJWC entered into a note purchase agreement with certain affiliates of New York Life Insurance, Metropolitan Life Insurance, Northwestern Mutual Life Insurance, and John Hancock Life Insurance (collectively the “Purchasers”), pursuant to which the company will sell an aggregate principal amount of $70,000 of its 4.85% Senior Notes, Series P (“Series P Notes”) to the Purchasers. The Series P Notes are unsecured obligations of SJWC and are due on February 1, 2053. Interest is payable semi-annually in arrears on February 1st and August 1st of each year. The note purchase agreement contains customary affirmative and negative covenants for as long as the Series P Notes are outstanding. The Series P Notes are also subject to customary events of default. The closing of the note purchase agreement occurred on January 25, 2023.

Connecticut Water

On June 28, 2022, Connecticut Water entered into a note purchase agreement with certain affiliates of New York Life Insurance Company, pursuant to which Connecticut Water sold an aggregate principal amount of $25,000 of its 4.71% Senior Notes, Series 2022, due 2052. The closing of the note purchase agreement occurred on December 14, 2022. The Series 2022 Notes are unsecured obligations of Connecticut Water. Interest is payable semi-annually in arrears on June 15th and December 15th of each year.

SJWTX

On October 31, 2022, SJWTX entered into a credit with a commercial bank, pursuant to an existing master loan agreement under which the commercial bank issued SJWTX a promissory note on the same date with an aggregate principal amount of $15,000 at a fixed interest rate of 5.54% due on May 30, 2052. The notes are unsecured obligations of SJWTX. Interest is payable quarterly in arrears on the 20th day of January, April, July and October of each year.

Maine Water

On April 6, 2022, Maine Water entered into a credit agreement with a commercial bank, pursuant to an existing master loan agreement under which the commercial bank issued Maine Water a promissory note on the same date with an aggregate principal amount of $15,000 at a fixed interest rate of 4.54%, due May 31, 2042. The notes are unsecured obligations of Maine Water. Interest is payable quarterly in arrears on the 20th day of January, April, July and October of each year. Proceeds from the borrowing were received on May 13, 2022.

Financial Covenants

The debt and credit agreements of SJW Group and its subsidiaries contain various financial and other covenants. Non-compliance with these covenants could result in accelerated due dates and termination of the agreements. In addition, the credit agreements contain customary representations and warranties and subject to customary events of default, which may result in outstanding notes becoming immediately due and payable. As of December 31, 2022, SJW Group and its subsidiaries were in compliance with all covenants related to its long-term debt agreements.