Long-Term Debt

12 Months Ended

Dec. 31, 2024

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


Description	Rate		Maturity	2024		2023

SJW Group Senior notes (a)	2.47% - 3.53%		2029 - 2039	$	560,000	560,000
SJWC:
Senior notes (a)	3.00% - 7.20%		2026 - 2054	505,000		470,000
California Pollution Control Financing Authority Revenue Bond	4.75%		2046	70,000		70,000
Total SJWC				575,000		540,000
CTWS bank term loans	4.09%, 4.15%		2027, 2037	14,389		16,457
CWC:
Connecticut Innovations Revenue Bonds, variable rate			2028 - 2029	22,050		22,050
Senior notes (a)	3.07% - 6.46%		2037 - 2054	270,000		195,000
State revolving fund loans	2.00%		2044	327		—
Bank term loans	4.04% - 4.75%		2028 - 2036	96,295		96,295
Total CWC				388,672		313,345
TWC:
Senior note (a)	6.27%		2036	15,000		15,000
Bank term loans	4.01% - 6.47%		2041 - 2054	65,000		45,000
Seller financing debt	(b)		2053	29,000		—
Total TWC				109,000		60,000
TWR seller financing debt	(b)		2053	—		29,000
MWC:
State revolving fund loans	0.00% - 2.23%		2025 - 2048	12,763		14,239
Other First Mortgage Bond	8.95	%	2024	—		900
Bank term loans	3.89% - 6.47%		2026 - 2054	60,000		49,500
Total MWC				72,763		64,639
Total debt				1,719,824		1,583,441
Unamortized debt premium and discount, net				(56)		1,583

Unamortized debt issuance costs				(9,216)		(9,350)
Current portion				(3,648)		(48,975)
Total long-term debt, less current portion				$	1,706,904	1,526,699

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

(b)Debt does not contain a stated interest rate but is discounted using an effective rate of 5.61%.

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


Year
2025	$	3,664
2026	23,757
2027	3,011
2028	44,502
2029	325,425
Thereafter	1,319,465

The estimated fair value of long-term debt as of December 31, 2024 and 2023 was $1,490,024 and $1,394,412, 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. As of December 31, 2024, $1,473,393 of the total fair value of long-term debt would be categorized as Level 2 in the fair value hierarchy, and $16,631 would be categorized as Level 3. As of December 31, 2023, $1,378,683 of the total fair value of long-term debt was categorized as Level 2 in the fair value hierarchy, and $15,729 was categorized as Level 3.

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 sold 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 closing of the note purchase agreement occurred on January 25, 2023.

On July 31, 2024, SJWC entered into and closed a note purchase agreement with certain institutional investors, pursuant to which the company sold an aggregate principal amount of $75,000 of its 5.63% Senior Notes, Series Q (“Series Q Notes”). The Series Q Notes are unsecured obligations of SJWC and are due on July 31, 2054. Interest is payable semi-annually in arrears on January 31st and July 31st of each year.

CWC

On November 15, 2023, CWC entered into a note purchase agreement with certain affiliates of American United Life Insurance, The State Life Insurance, Mutual of Omaha Insurance, and United of Omaha Life Insurance, pursuant to which the company sold an aggregate principal amount of $25,000 of its 6.46% Senior Notes, Series 2023 (“Series 2023 Notes”). The Series 2023 Notes are unsecured obligations of CWC and are due on January 15, 2054. Interest is payable semi-annually in arrears on January 15th and July 15th of each year. The closing of the notes purchase agreement occurred on January 22, 2024.

On July 31, 2024, CWC entered into a note purchase agreement with certain institutional investors, pursuant to which the company sold an aggregate principal amount of $50,000 of its 5.78% Senior Notes, Series 2024 (“Series 2024 Notes”). The Series 2024 Notes are unsecured obligations of CWC and are due on July 31, 2054. Interest is payable semi-annually in arrears on January 31st and July 31st of each year. The closing of the notes purchase agreement occurred in August 2024.

TWC and TWR

In August 2023, TWR closed on an asset acquisition that included an obligation for a post-closing production payment of $29,000 to the seller over a period of up to 29 years. The repayment schedule is based on the quantity of groundwater produced from the acquired wells, subject to certain provisions in the purchase agreement. The difference between the gross obligation of $29,000 and the fair value at the date of acquisition is reflected as a debt discount and is being amortized as interest expense using the effective interest method over the life of the obligation. During the third quarter of 2024, TWC assumed the obligation in connection with an asset purchase agreement pursuant to which TWC acquired all of the net assets of TWR.

On December 6, 2024, TWC issued a promissory note to a national cooperative bank under an existing master loan agreement for a principal amount of $20,000 at a fixed interest rate of 6.47%. This note is an unsecured obligation of TWC due on November 20, 2054. Interest is payable quarterly in arrears on the 20th day of January, April, July and October of each year. In January 2025, TWC amended the existing master loan agreement to modify one of the financial covenants. All of the other terms and conditions remain the same.

MWC

On December 6, 2024, MWC issued a promissory note to a national cooperative bank under an existing master loan agreement for a principal amount of $15,000 at a fixed interest rate of 6.47%. This note is an unsecured obligation of MWC due on November 20, 2054. Interest is payable quarterly in arrears on the 20th day of January, April, July and October of each year.

CTWS

On February 6, 2023, CTWS entered into a third amendment to the amended and restated promissory note and supplement with CoBank to update the one of the stated terms regarding one of interest rate options from LIBOR plus the applicable rate to SOFR plus the applicable rate. CTWS previously locked the interest rate under this agreement to 4.09%, such that this amendment has no impact.

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, 2024, SJW Group and its subsidiaries were in compliance with all covenants related to its long-term debt agreements.