usher focel - government of new york
TRANSCRIPT
USHER FOCEL LAW OFFICE ATTORNEY AT LAW
557 CENTRAL AVENUE, SUITE 4A CEDARHURST, NY 1I516
BY ELECTRONIC MAIL
Hon. Jaclyn Brilling Secretary NYS Public Service Commission Three Empire State Plaza Albany, New York 12223
May 17,2011
TEL: 516.374.8400 X 108
FAX: 516.374.2600
CELL: 516.9673242
E-MAIL: [email protected]
Case No. 11-W - - Petition of Saratoga Water Services, Inc. Pursuant to Public Service Law, Section 89-f, for Authority to Issue and Sen Long Term Debt in an Amount Not to Exceed $1,389,500.
Dear Secretary Brilling:
Enclosed for filing with the Commission, please find the original Petition filed on behalf of Saratoga Water Services Inc. ("SWS") in the above-captioned matter.
The original SAP A form is also enclosed.
Thank you for your assistance in this matter.
Respectfully submitted,
cc: Alexander Mackay (by electronic mail)
STATE OF NEW YORK PUBLIC SERVICE COMMISSION
Case No. ll-W- Petition of Saratoga Water Services, Inc. Pursuant to Public Service Law, Section 89-f, for Authority to Issue and Sen Long Term Debt in an Amount Not to Exceed $1,389,500.
PETITION
Saratoga Water Services, Inc. by Alexander L. Mackey, President, pursuant to the Rules
and Regulations of the New York State Public Service Commission (PSC or Commission)
hereby petitions the Commission.
Identification of Petitioner
1. Alexander L. Mackey is the President of Saratoga Water services (Saratoga or
Company), a domestic transportation corporation providing water utility service to residential
and commercial customers residing in the Town of Malta, Saratoga county, State of New York.
Relief Requested
2. Saratoga requests that the Commission issue an Order pursuant to Public Service
Law Section 89-f authorizing the Company to issue and selllong-tenn debt in an amount not to
exceed $1,389,500 to The Adirondack Trust Company (Adirondack) in accordance with the
terms and conditions governing the long-term debt issuance as codified in the Commitment
Letter, dated April 19, 2011, a copy of which is annexed hereto as Exhibit "I"; to permit the
assets of the Company to be pledged and mortgaged to Adirondack as collateral security for
such long-term debt; and through its duly appointed officers, agents or employees, to execute all
documents and take all appropriate actions associated with and in furtherance of the issuance of
such long-term debt.
Factual Recitation
3. The NYS Department of Health (DOH) has directed Saratoga to construct and
install an additional supply production well--- Supply Well PW-9 ----to assure compliance with
the "Recommended Standards for Water Works". A copy of the correspondence from DOH
directing installation of PW -9 is annexed hereto as Exhibit 2.
4. In response thereto, Saratoga after discussion with its engineer and hydro-
geologist has developed an action plan detailing the steps that will be implemented to install the
new well. A copy of the November 11, 2010 letter from Lamont Engineers detailing the
implementation action plan is annexed hereto as Exhibit 3.
5. In addition, Saratoga has determined that installation of the new well reflecting all
related costs will total approximately $770,000. A copy of the total costing analysis is annexed
hereto as Exhibit 4.
6. Saratoga requires long term financing to support installation of this new well.
7. In Case No. 05-W-0154, the Commission authorized Saratoga to issue long term
debt in the amount $1,103,000 to Adirondack. There is currently a remaining principal balance
of approximately $619,500 on this loan In order the improve cash flow and take advantage of
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the more beneficial interest rate climate, Saratoga also seeks to refinance the balance of this
existing loan.
8. The instant loan approval request is thus designed to provide initial financing for
installation of the new supply well PW-9 ($770,000), and refinance the existing long term loan
currently held with Adirondack ($619,SOO).
9. The purpose of this petition is to obtain approval of the long-term debt issuance
through Adirondack. The loan will be comprised ofthe following components:
411 An initial line of credit for a six month period of $770,000 at the rate of .S% over
the Adirondack Base lending Rate with interest only payments;
It After six months issuance of debt in the amount of $1,389 ,SOO for a1S year term
to close out the line of credit and consolidate the existing loan.
411 The long term loan will be fixed for five years at the rate of S.S% and then
adjusted to the Adirondack Base Lending Rate plus .S%.
III The loan will be secured by a first security interest in the assets ofthe Company, a
personal guarantee from the President of Saratoga, and pledging of additional
personal property.
It It is anticipated that the loan would close in December, 2011.
10. A copy of the original Certificate of Incorporation of Saratoga and Order of the
Commission in Case 98-W -0990 approving an amendment to the Certificate of Incorporation are
annexed hereto as Exhibit" S". The certificate authorizes two classes of stock of 179 shares of
the Class A voting stock has been issued.
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11. Income statements and balance sheets for the years 2008-2010 are annexed hereto
as Exhibit "6". Copies of projected financial statements and cash flow for the period 2010-2014
are annexed hereto as Exhibit "7".
12. The cost and expenses of the proposed financing are estimated to be
approximately $15,000.
9. The proposed issuance of long-term debt for which authorization is now sought
from the Commission, has been approved by Saratoga. A copy of the resolution of the Board of
Directors and shareholders of the Company to this effect is annexed hereto as Exhibit "8".
10. The proposed long-debt loan debt issuance serves the public interest and is needed
to ensure and maintain the provision of safe and adequate utility service at just and reasonable
rates.
WHEREFORE, it is respectfully requested that the Public Service Commission issue an
Order pursuant to Public Service Law Section 89-f granting Saratoga Water Services, Inc.
authority to issue and sell long-term debt in an amount not to exceed $1,389,500 to The
Adirondack Trust Company in accordance with the terms and conditions of commitment letter,
dated April 19, 2001, together with the other relief requested herein.
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Dated: Cedarhurst, N. Y. May 17,2011
Respectfully subIJi'~ted, 17 ,/") II? jr) j/ II
, / r)/ ,'fl", )/ /~ \J~fL-/,~e:f~~~ t~
Ush~r Fogel, E~q l~"/ \ Counsel for Saratoga Water Services, Inc. 557 Central Avenue, Suite 4A Cedarhurst, N. Y. 11516 Tel No. (518) 374.8400 x 308 E-mail: [email protected]
5
VERIFICATION
STATE OF NEW YORK ) ) 55.:
COUNTY OF SARATOGA )
Alexander L. Mackay, being duly sworn, deposes and says that deponent is the President of
Saratoga Water Services, Inc., the corporation named in the within Petition and knows the
contents thereof; that the same is true to deponent's own knowledge, except as to the matters
therein stated to be alleged on information and belief, and that as to those matters, deponent
believes it to be true.
Sworn to before me this f' of May, 7 2011
MICHAEL LOMAESTOO III ~ARY PUBUC STATE OF NEW"tOfIK
00. COMM,
COMMISSIONED IN SAflA'iOOA COUIIffY
THE ADIRONDACK TRUST COMPANY 473 BROADWAY· SARATOGA SPRINGS. NY 12866-0326
April 19,2011
Saratoga Water Services, Inc. Alexander Mackay, President P.O. Box 2109 Malta NY 12020-8109
Dear Mr. Mackay,
I am pleased to inform you that we have approved the following credit accommodations as outlined below.
BORROWER:
AMOUNT:
PURPOSE:
ADVANCES:
TYPE:
RATE:
BANK FEE:
MATURITY:
REPAYMENT:
Saratoga Water Services, Inc.
$770,000
To put in a new production well.
Advances to be documented by a written request from borrower.
Line of Credit. To be converted to a fully amortizing 15 year term loan at the end of six months. (See Loan "2")
.5% (half percent) over The Adirondack Trust Company Base Lending Rate (floating).
Interest is computed on the basis of a 360 day calendar for the number of days the loan is outstanding (or in the billing period).
None
6 Months
Interest only.
518584-5844 - FAX 518 584-1107 'www.adirondacktrust.com
SECURITY:
GUARANTEES:
Loan #2:
a)
THE ADIRONDACK TRUST COMPANY
SARATOGA SPRINGS. N.V.
First security interest in inventory, accounts receivable, furniture, fixtures, and equipment.
b) Personal guarantee to be secured by a negative pledge and unfiled mortgage on 2 Stonebreak Rd. Malta NY.
Alexander L. Mackay
BORROWER: Saratoga Water Services, Inc.
AMOUNT: $1,389,500 (One million three hundred eighty nine thousand five hundred dollars and 0011 00)
PURPOSE: To term out line of credit, used to put in new production well referenced above and consolidate note # 288060.
TYPE: Term loan.
AMORTIZATION: (15) Fifteen years.
RATE:
BANK FEE:
MATURITY:
REPAYMENT:
SECURITY:
GUARANTEES:
Fixed for five years at 5.50% then adjusting to ATC base rate + .50%. ~
Interest is computed on the basis of a 360 day calendar for the number of days the loan is outstanding (or in the billing period).
1/4% on new money 0[$770,000 ($1,925)
(15) Fifteen years.
Principal and interest in an amount adequate to amortize the balance over 15 years.
a) First security interest in inventory, accounts receivable, furniture, fixtures, and equipment.
b) Guarantee to be secured by a negative pledge and unfiled mortgage on 2 Stonebreak Rd. Malta NY.
Alexander L. Mackay
2
THE ADIRONDACK TRUST COMPANY
SARATOGA SPRINGS. N.Y.
FINANCIAL COVENANTS:
OTHER:
a) Maintain a minimum debt service coverage ratio of 1.20x. Defined as earnings before interest, tax, depreciation and amortization less distributions divided by total debt service. (To be tested annually at FYE)
b) Limitation on future advances to related entities without bank consent.
c) Maintain a minimum Net Worth of$l ,750M. (To be tested annually at FYE)
a) The borrower shall execute a loan agreement which contains representations, warranties, covenants and conditions traditionally used by the Bank:.
b) For the life of the loan, provide the bank with the borrower's annual fiscal year-end financial statement prepared on a review basis within 90 days of fiscal year~end and, at the same time, current financial statements on all guarantors.
c) For the life of the loan, maintain fire and hazard insurance coverage in form and amounts acceptable to the bank: on the real estate and improvements, naming the bank as first mortgagee.
d) The loan for which you have been approved may not be assumed unless you obtain written approval from us. Any attempted transfer of any rights conferred by this loan is void, and you will remain liable for the payment under the loan.
e) This commitment will be automatically terminated should any of the information on your application or any other material you have supplied us change or prove to be inaccurate or misleading or should the value of the mortgaged property materially depreciate in value. Ifth1s commitment terminates under this Paragraph, we will have no obligation to make the loan.
f) Prior to closing, borrower to provide the bank with executed copies of construction contracts from the general contractor and any major subcontractors.
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THE ADIRONDACK TRUST COMPANY
SARATOGA SPRINGS. N.Y.
g) Prior to any advance, borrower to provide the bank with a written request detailing the advance, accompanied by subcontractor invoices, in a manner acceptable to the bank.
h) Simultaneously, with each advance of funds, lien waivers may be required.
Please submit the following: 1) Copy of deed to 2 Stonebreak Rd., Malta NY 12020 2) Borrowing resolution and related documents authorizing aU aspect of this transaction 3) Proof of conformance with local zoning laws 4) Copies of existing leases for any portion of property to be mortgaged 5) Fire insurance policy and hazard insurance policy 6) Flood insurance. If this property falls within a flood designated area, we must receive an original flood insurance policy satisfactory to the bank or an application for such insurance, together with proof of payment of the first annual premium.
All terms and conditions of this commitment shall survive the loan closing and become part of the loan documentation.
This commitment is not assignable and shall expire on June 30, 2011. This commitment may be accepted by signing and returning the enclosed to the undersigned by May 15, 2011.
Please contact me at 584-5844 Ext. #2230 if you have any questions.
Thank you.
4
aZYours
,
Ed1u; P. Hart Vice President
THE ADIRONDAOK TRUST GOMPANY
SARATOGA SPRINGS, N.Y.
ACCEPTED: (-
~"'~ BY: ( .. d>Lj-Alexander ackay Date
Date
5
ST E OF NEW YORK DEPARTMENT OF HEALTH Flanigan Square 547 River Street Troy, New York 12180-2216 www.health.ny.gov
Nirav R. Shah, M.D., M.P.H. Commissioner
VIA ELECTRONIC MAIL
W. Richard Speidel Environmental Permits, Region 5 New York State Department of Environmental Conservation
P.O. Box 220 Warrensburg, NY 12885-0220
Dear Mr. Speidel:
February 15, 2011
RE: WSA #11,471; DEC #5-4140-00038/00022 NYS DOH Recommended Approval of WSA Affordable Storage Development Saratoga Water Services - PWS ID#: NY4511620 (T) Malta, Saratoga County
The New York State Department of Health (NYSDOH) has reviewed the Water Supply Application for the above referenced project. The application was received in this office on February 10, 2011. It is our understanding that the project involves the expansion of water services by the Saratoga Water Services (SWS) to the proposed Affordable Storage Development in the Town of Malta. The project will involve the installation of approximately 872 lineal feet of lO-inch PVC water main and 120 lineal feet of 6-inch water service lateral and 48 lineal feet of %-inch water service lateral, along with hydrants, valves, and appurtenances. The average water demand for the project is estimated to be approximately 330 gallons of water per day (gpd), to be supplied from the Knapp Road Well Field and Cold Spring Well Field.
Based upon our review of the application materials, we recommend approval of the application with the following conditions:
THAT the Saratoga Water Services (SWS) Plan of Action and Water Conservation Measures are carried out as detailed in the respective November 11, 2010 and June 9,2010 letters submitted by SWS to the NYS DOH, including immediate implementation of select activities when any corresponding trigger points described therein are observed; and
THAT the Saratoga Lake Golf Course irrigation system be under the physical control of SWS and efficiently managed by SWS in a manner that conserves water and minimizes the potential for disruption of residential water services; and
THAT the source capacity, as detailed in Recommended Standardsfor Water Works 3.2.1, will at all times equal or exceed the maximum daily demand with the largest producing well out of service; and
P:\Sections\Design\EASTERN\( 45) SARATOGA\Saratoga_ Water_Services\ WSA 11471_DOH Rec Approval.doc
Mr. Richard Speidel February 15, 2011 Page 2 of2
THAT approval of final plans and specifications for the water main extension shall be obtained from the NYS DOH - Glens Falls District Office prior to commencing construction; and
THAT the new water services for the Affordable Storage Development shall not be connected until the equipment for the SCW A emergency interconnection is procured.
If you have any questions, please contact our office at (518) 402-7676.
ecc: K. Sayers, NYSDOH - CRO K. Wheeler! A. Koonsman, NYSDOH - GFDO R. Streeter, NYSDEC - Region 5 M. Harrington, Lamont Engineers
Sincerely,
:er~<-L y-Brock Rogers, P.E. Public Health Engineer 2 New York State Department of Health Bureau of Water Supply Protection
P:\Sections\Design\EASTERN\(45) SARATOGA\Saratoga_ Water_Services\WSA 1 147 I_DOH Rec Approval.doc
S TE OF NEW YORK DEPARTMENT OF HEALTH Flanigan Square 547 River Street Troy, New York 12180-2216
Richard F. Daines, M.D. Wendy E. Saunders Commissioner Executive Deputy Commissioner
VIA ELECTRONIC MAIL
W. Richard Speidel Division of Environmental Permits Region 5 New York State Department of Environmental Conservation
232 Golf Course Road Warrensburg, NY 12885-0220
Dear Mr. Speidel:
January 25, 2010
RE: WSA #11,333; DEC #5-4140-00038/00016; Endorsement of WSA Malta Mobile Acres Saratoga Water Services - PWS ID#: NY45 1 1620 (T) Malta, Saratoga County
The New York State Department of Health (NYS DOH) has reviewed the Water Supply Application for the above referenced project. The application was received in this office on November 19,2009. The project involves the expansion of the Saratoga Water Services (SWS) service territory to encompass the existing I21-unit Malta Mobile Acres mobile home park, which is currently served by wells that have been determined to be under the direct influence of surface water. The project consists of extending a lO-inch water main approximately 430 feet from an existing water main to Malta Mobile Acres, where a 4-inch service line will be provided to the site.
Since the source of water at Malta Mobile Acres is vulnerable to contamination due to its GWUDr classification, the NYS DOH supports the connection of Malta Mobile Acres to SWS. However, the Recommended Standards for Water Works requires that the total developed groundwater source capacity for community water systems equal or exceed the design maximum day demand (MDD) with the largest producing well out of service. Based on materials provided in the application and in NYS DOH files, SWS may not have sufficient developed source capacity to meet this requirement at full build-out without temporary suspension of its non-community/seasonal service commitments (e.g., Luther Forest Tech Park construction activities or the Saratoga Lake Golf Club). For this reason, the SWS should develop additional source capacity (e.g., install proposed supply well PW -9), and future SWS water supply applications should include a detailed schedule for developing such capacity.
Based on the foregoing, the DOH has no objection to DEC issuing the requested water supply permit at this time with the following conditions:
THAT final plans and specifications for the proposed water facilities be approved by the DOH Glens Falls District Office; and
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Mr. Richard Speidel January 25,2010 Page 2 of2
THAT the water district boundaries be provided in digital format. GIS format is preferred, particularly ESRI or Maplnfo. CAD file formats such as AutoCAD's DWG are also acceptable. Such files may be sent via e-mail [email protected].
The applicant should also be aware that without adequate documentation that the requirements of Recommended Standards for Water Works can be fully met, future SWS requests for water service area expansion may not be approved unless additional source capacity is developed.
If you have any questions, I may be reached at (518) 402-7676.
ecc: K. Sayers, NYS DOH - CDRO
Sincerely,
ff,--j. y Brock Rogers, P.E. Senior Sanitary Engineer New York State Department of Health Bureau of Water Supply Protection
K. Wheeler! A. Koonsman, NYS DOH - GFDO M. Shaw, NYS DOH - GFDO R. Streeter, NYS DEC M. Harrington, Lamont Engineers
P:\Sections\Design\EASTERN\Saratoga\Saratoga_ WatecServices\ WSA 11333 _end. doc
mont gineers ENGINEERS. PLANNERS. FACIUTY OPERATIONS
lJed0u:ed to. Sewice . .. ~d to. &~
November 11, 2010
Me William Gilday, PE NYSDOH BPWS Flanigan Square 547 River St., 4th Floor Troy, NY 12180
Re: Saratoga Water Services, Inc. Maximum Day Demand and Source Capacity Analyses Revised Plan of Action - SCWA Emergency Connection Added
Dear Mr. Gilday:
Saratoga Water Services (SWS) hereby modifies its Plan of Action to attain Source Capacity in compliance with ''Ten States Standards", which requires that Maximum Day Demand be met with the largest producing well out of service. The revised schedule is presented below (new/modified items in bold):
Action Item
Commence Water Conservation Measures
Replace PW-7 Well Pump and Drop Pipe
Replace PW-8 Well Pump and Drop Pipe
Commence Design of PW-9 and Piping Connection
Procure Equipment for Emergency Connection with SCWA
Commence Construction of PW-9
Submit Plans and Specifications to DOH for Approval
Submit Water Supply Application to DEC
Start-up and Operation of PW-9
PO Box 610 l.eskilt, NY 12043
Tet: 51S-234-4028 Fax: 518-234-4613
www.lamonteng!neers.com lamonl@lamontengln8Ilfs,com
Completion Date
T rigger Point
June 30, 2010
August 31,2010
November 1, 2010 (or Trigger Point)
December 31,2010
August 1, 2011
October 15, 2011
October 15, 2011
December 15. 2011
o PO Bo)( 486 Roxbury, NY 12474
Tel: 607-326-3341 Fax: 607-326-3346
Obtain weekly data from interruptible services (starting now)
Update Water Demand Analysis Table quarterly based on actual build-out of developments
Establish Trigger Points for Future Upgrades (Well Pumps and Booster Pumps)
December 15, 2011
December 15, 2011
March 1, 2012
Once this Revised Plan of Action is approved by NYSDOH, we trust that SWS's compliance with the Plan of Action will result in unencumbered approval of reasonable Water Supply Applications while SWS increases its Source Capacity.
Should you have any questions or require additional information, please call.
Michael D. H rrington, P.E. Principal Engineer Lamont Engineers
Cc: Alec Mackay, SWS Jean Marcotte, SWS Aaron Koonsman, NYSDOH Glens Fails Brock Rogers. NYSDOH Troy Erik Schmitt, NYSDEC Albany Rob Streeter, NYSDEC Warrensburg Richard Speidel, NYSDEC Warrensburg
S:/SWS/OOBI
Saratoga Water Services, Inc Production Well #9 (PW9) Cost Estimates 1400 gallon per minute (2.0 MGD)
Site Work Site preparation and Erosion Control 10" Transmission Pipe Installation Connection to Exisiting Pipe Building Modifications (8' stud wall)
Hydrogeologic Tasks Test Well Installation Production Well Installation Aquifer Pumping Test Aquifer Pumping Test Test Analysis Reports
Controls VFD, Well Transducer, Well Transmitter Box, Field Service
Pump Installation MobilizationlDemobilization Drop Pipe Pump/Motor Cable Misc. Fittings (incudes check valves) Pitless(lnciudes excavation) Hydrogeologist Supervision
Electrical Improvements Cabling and Wiring from Master Control Center to PW9 Manual Transfer Switch and plug for PW8 and PW9 Wiring PW8 for Emergency Power Contois Programming Control Wiring and VFD Installation
Subtotal Costs
Contingency at 10%
Permitting Engineering Construction Services
Grand Total
Costs $2,000 $6,000 $6,000 $1,000
$63,775 $337,000 $83,375
$5,500 $5,500
$14,650
$1,220 $10,270 $22,735
$8,165 $5,955
$36,715 $4,500
$11,000 $10,000 $10,000 $4,000 $4,000
$653,360
$65,336
$5,000 $41,304
$5,000
$770,000
OF MALTA STATE OF NEW YORK·
-~-------------------------------------------------
In the Hatter of the Application of WILLIAM IL MACKAY, proposed incorporator
for
Consent of the Town Superintendent of Highways and a majority of the members of the Town Board of the Town of Malta for the formation of a transportation corporation pursuant to Section 41 of the Transportation Corporations Law of the State of New York
CONSENT TO THE FORMATION OF SARATOGA WATER SERVICES, INC.
13 Grant Ave., Glens Falls, NY A TRANSPORTATION CORPORATION
We, the undersigned, the Town Superintendent of High~iiays and a majority
of the members of the Town Board, in the Town of Malta, County of Saratoga, State
of New York, do hereby consent to the formation of a water-works corporation
under the provisions of Articles 1 and 4 of the Transportation Corporations Law
of the State of New York, for the purpose of supplying a portion of the Town
of Malta, said portion more particularly described in the Certificate of .
Incorporation, with water, and we consent to the filing of the annexed certificate
of incorporation of the Saratoga Water Services, Inc.
this
IN WITNESS WHEREOF, we
)() \}.Alay of lvllll~c H·· have made and subscribed this consent in triplicate,
, 1978.
Town peri tendent of Highways, TOvffi of Malta, County of Saratoga State of New York
A Majority of the Members of the Town Board of the Town of Malta,
County of Saratoga, State of New York
STATE OF NEW YORK PUBLIC SERVICE COMMISSION
COMMISSIONERS PRESENT:
Maureen O. Helmer, Chairman John B. Daly Thomas J. Dunleavy James D. Bennett
At a session of the Public Service commission held in the City of
Albany on October 21, 1998
CASE 98-W-0990 - Petition of Saratoga Water Services, Inc., for Approval of a Plan of Corporate Reorganization.
ORDER APPROVING AMENDMENT TO CERTIFICATE OF INCORPORATION OF SARATOGA WATER SERVICES, INC.
(Issued and Effective December 2, 1998)
BY THE COMMISSION:
Saratoga Water Services, Inc. (Saratoga Water or the
company) filed a petition dated June 15, 1998, pursuant to
Section 89-g of the Public Service Law (PSL) requesting
Commission authority to permit it to reorganize by amending its
Certificate of Incorporation to increase the number of authorized
shares of voting common stock to 500, and to authorize the
issuance of 9,500 shares of non-voting comrnonstock.
When incorporated in 1978 in New York State as a
waterworks corporation, Saratoga Water was authorized to issue
200 shares of voting common stock. The sole shareholder,
Al~xander L. Mackay, currently holds 178 shares of the issued and
outstanding shares; 22 shares have not been issued. The company
supplies water to inhabitants of the Town of Malta and the. Town
of Stillwater in Saratoga County. The company had sales of about
$626,000 in 1997 and $572 1 000 in 1996.
Th~ comp~~y seeks to reorganize by amending its
certiticate of inco+,poration to authorize the issuance of 500
shq~es o~ votip9 ~oromo~ stock t without par value, and 9500 shares
of non-voting cQ~on $tQ~kf witnout par value. The shareholder's
178 stl.~res of voting c.:~:mmon stock will be exchanged for 5000
CASE 98-W-0990 j
shares of common stock consisting of 500 shares of Class A voting
shares and 4500 shares of Class B non-voting shares. The 22
shares of common stock, which are presently unissued, will be
changed into 5000 shares of Class B non-voting common stock. The
shareholder may transfer, by gift, shares of the voting and/or
non-voting common stock to his spouse and issue, or trust(s) for
their benefit. The company seeks to reorganize to provide for
the orderly succession of management and ownership of the company
in the event of the sole shareholder's disability, incapacity,
incompetency, or death.
Section 108(1) of the PSL prohibits the delivery to,
and the filing by, the Department of State of a Certificate of
Amendment of a Certificate of Incorporation that makes any
amendment specified in Sections 801(b) (8)-(12) of the Business
Corporations Law (BCL), "unless such certificate shall have
endorsed thereon the consent and approval of the Commission.""
Several of the amendments that appear in the company's
Certificate of Amendment are specified in the portions of BeL.
The proposed reorganization of Saratoga Water does not
have a negative impact on ratepayers or the operation of the
company, and as the company states, provides for the orderly
succession of management and ownership of the corporation. It
also appears that the company requires approval under PSL Section
108(1) as well as Section 89-g.
The Commission orders:
1. The proposed certificate of amendment is approved,
pursuant to Section 89-g and 108(1) subject to the condition that
it be executed substantially in the form attached to the petition
of Saratoga Water Services, Inc. dated June 15, 1998.
2. The Secretary of the Public Service Commission is
directed to endorse this consent and approval upon the
certificate when executed or to attach to the certificate such
consent and approval.
3. The consent and approval of the Commission to the
certificate of amendment may be revoked without further notice,
-2'-
CASE 98-W-0990
if the certificate approved in this Order is not filed with the
Secretary of State within 90 days from the date of service of
this Order.
4. Within 10 days after filing the certificate of
amendment with the Secretary of State, Saratoga Water Services t
Inc. shall file verified proof of such filing with the Secretary
of the Public Service Commission.
5. Upon the filing of the verified proof described in
Ordering Paragraph 4, this proceeding will be closed.
(SIGNED)
~3-
By the Commission t
DEBRA RENNER Acting Secretary
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERVICES, INC. Profit & Loss
January through December 2010
Jan - Dec 10
Income FINANCE CHARGES INTEREST INCOME METERED SALES MISC WATER REVENUES SURCHARGE
Total Income
Expense AMORTIZATION EXPENSE ACCOUNTING FEES BANK CHARGES CREDIT CARD DISCOUNT DEPRECIATION DUES & SUBSCRIPTIONS GENERAL OFFICE EXPENSE INSURANCE
Health Insurance Other Liability Disability Work Comp Vehicle
Total INSURANCE
INTEREST EXPENSE NOTES 2005 Mort I nt Expense # 274110 2006 Bond Refin Int Exp #285 ... 2006 Mort Int Exp #288060
Total INTEREST EXPENSE
LEGAL FEES MAINT. MATERIALS & EXPENS ... NYS CORP TAX OPERATING TAXES PAYROLL EXPENSES Payroll fees PAYROLL TAXES Professional Fees POWER PURCHASED PURIFICATION SUPPLIES REAL ESTATE EXPENSES RENTS RETIREMENT EXPENSES SHOP & LAB EXPENSE TELEPHONE EXPENSE VEHICLE EXPENSE VEHICLE LEASE
Total Expense
Net Income
3,366.28 17.79
807,046.55 2,240.00
35,421.24
848,091.86
211.51 4,200.00
614.23 1,898.38
102,197.78 490.00
14,712.02
13,3'10.03 793.40
6,386.91 52.32
2,661.65 1,442.90
24,647.2'1
9,819.91 4,411.11
10,873.72 35,080.43
60,185.17
28,795.00 49,972.12
300.00 5,712.20
180,290.65 214.40
13,820.59 37,740.40 62,336.93 15,871.56 55,543.08 24,817.15 10,799.43 2,809.25 4,909.25
15,948.11 13,200.00
732,236.42
115,855.44
Page 1
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERVICES, INC.
As of December 31, 20'10
ASSETS Current Assets
Checking/Savings A TC - Checking Saratoga Water Srvs Sure!large Savings(Deposit Escrow} Property Tax Savings CAPITAL SAVINGS ACCOUNT
Total Checking/Savings
Other Current Assets ACCOUNTS RECEIVABLE
Total Other Current Assets
Total Current Assets
Fixed Assets FIRE PROTECTION/ORIGINAL COST LAND MAINS/ORIGINAL COST METERS10RIGINAL COST OFFICE EQUiPMENT/ORIGINAL c.., POWER & PUMPING/ORIGINAL C." SERVICES! ORiGINAL COST STRUCTURESfORIGINAL COST WELLS/ORIGINAL COST ACCUMULATED DEPRECIATION
Total Fixed Assets
Other Assets CIAC 2006 Bond Refinance Costs 2006 Bond Refin Accum Amort NOTES RECEIVABLE ORGANIZATION ORGANIZATION/ACCUMULATED"
Total Other Assets
TOTAL ASSETS
LIABILITIES & EQUITY Liabilities
Current Liabilities Other Current Liabilities
Customer Deposits ACCOUNTS PAYABLE ACCRUED INTEREST PAYABLE ACCRUED NYS CORP TAX NOTES PAYABLES
Une of Credit - #309920 Une of Credit #288050
Total NOTES PAYABLES
Dec 31,10
1,090.71 2,806,94
408.64 115.36
18,021.42 " .. -.-.. ~~---~----. -.
22,443.07
15,550.10
15,550.10 ", .. , ... ,"'''''''''''' """''''',
37,993.17
50,378.47 111,832.85
1,587,755.38 342,673.75
22,854,00 424,258.06
856,468.18 370,947.36
-1,596,030.10
=c==-=:-.
2,650,212.37
567,444.90 4,228.75
-1.056.02 70,106.55 51,959.79
-51,959.79
640,724.18
3,328,929.72
375.00 684.31
3,892.68 30000
68,327.56 100,714.00
169,041.56
Page 1
3:40 PM
05/16/11 ACCfllalBasis
SARATOGA WATER Balance
As of December 31, 2010
PAYROLL LIABiLITIES
Total Other Current Liabilities
Total Current Liabilities
Long Term Liabilities 2005 Consolidation Loan #274110 2006 Bond Refinance #285100 2006 Mortgage #288060
Total Long Term Liabilities
Total Liabilities
Equity COMMON STOCK PAID IN CAPITAL RETAINED EARNINGS Net income
Total
TOTAL LIABILITIES & EQUITY
INC.
Dec 31, 10
179,718.80
62,229.02 135,694.03 636,295.23
834,218.28
1,013,937.08
1,358,563.10 734,500.39 106,073.71 115,855,44
2,314,992.64
2
3:39 PM
05/16/11 Accrual Basis
SARATOGA WATER SERViCES, INC. Profit & Loss
January through December 2009
Jan - Dec 09
Income FINANCE CHARGES INTEREST INCOME METERED SALES MISC WATER REVENUES SURCHARGE
Total Income
Expense AMORTIZATION EXPENSE ACCOUNTING FEES BANK CHARGES CREDIT CARD DISCOUNT DEPRECIATION DUES & SUBSCRIPTIONS GENERAL OFFICE EXPENSE INSURANCE
Other Liability Disabtlity Work Comp Vehicle
Total INSURANCE
I NTEREST EXPENSE NOTES 2005 Mort Int Expense # 274110 2006 Bond Refin Int Exp #285 ... 2006 Mort Int Exp #288060
Total INTEREST EXPENSE
LEGAL FEES MAl NT. MATERIALS & EXPENS ... NYS CORP TAX OPERATING TAXES PAYROLL EXPENSES Payroll fees PAYROLL TAXES Professional Fees POWER PURCHASED PURIFICATION SUPPLIES REAL ESTATE EXPENSES RENTS RETIREMENT EXPENSES SHOP & LAB EXPENSE TELEPHONE EXPENSE VEHICLE EXPENSE VEHICLE LEASE
Total Expense
Net Income
3,715.97 4009
731,437.85 1,769.70
36,379.77
773,343.38
211.51 2,000.00
534.87 1,690.68
101,103.69 1,110.00
17,090.74
1,010.01 6,020.19
0.51 2,615.26 1,372.52
11,018.49
8,480.62 6,745.51
12,464.40 39,843.84
67,534.37
18,750.00 24,054.04
299.90 5,672.04
182,898.27 208.50
14,846.29 55,242.12 60,959.80 11,109.75 54,412.01 22,548.69 '17,167.36 4,994.25 5,279.63
14,62656 14,200.00
709,563.56
63,77982
Page'1
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERVICES, INC.
ASSETS
Balance Sheet As of December 31, 2009
Current Assets Checking/Savings
A TC - Checking Saratoga Water Srvs Surcharge Savings(Deposit Escrow) Property Tax Savings CAPITAL SAVINGS ACCOUNT
Total Checking/Savings
Other Current Assets ACCOUNTS RECEIVABLE
Total Other Current Assets
Total Current Assets
Fixed Assets FIRE PROTECTION/ORIGINAL COST LAND MAINS/ORIGINAL COST METERS/ORIGINAL COST OFFICE EQUIPMENT/ORIGINAL C POWER & PUMPING/ORIGINAL C SERVICES/ ORIGINAL COST STRUCTURES/ORIGINAL COST WELLS/ORIGINAL COST ACCUMULATED DEPRECIATION
Total Fixed Assets
Other Assets CIAC 2006 Bond Refinance Costs 2006 Bond Refin Accum Amort NOTES RECEIVABLE ORGANIZATION ORGANIZATION/ACCUMULATED ...
Total Other Assets
TOTAL ASSETS
LIABILITIES & EQUITY Liabilities
Current liabilities Other Current liabilities
Customer Deposits ACCOUNTS PAYABLE ACCRUED INTEREST PAYABLE ACCRUED NYS CORP TAX NOTES PAYABLES
Line of Credit - #309920 Line of Credit #288050
Total NOTES PAYABLES
Dec 31,09
4,072.70 3,139.06
332.75 115.08
1,212.96 . ,--- ,,_.,,> .~-,,~ .. -- .. ~ •. ~.~ -_. ---~-.
8,872.55
13,830.41
13,830.41
22,702.96
50,378.47 111,832.85
1,587,755.38 322,249.91
22,854.00 424,258.06 479,074.42 856,468.18 370,947.36
-1,493,832.32
2,731,986.31
557,000.00 4,228.75 -844.51
138,856.55 51,959.79
-51,959.79
699,240.79
3,453,930.06
300.00 11,721.94 4,503.70
300.00
101,159.93 125,240.00
226,399.93
Page 1
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERViCES, INC. Balance Sheet
As of December 31, 2009
PAYROLL LIABILITIES
Total Other Current Liabilities
Total Current Liabilities
Long Term Liabilities 2005 Consolidation Loan #274110 2006 Bond Refinance #285100 2006 Mortgage #288060
Total Long Term Liabilities
Total Liabilities
Equity COMMON STOCK PAID IN CAPITAL RETAINED EARNINGS Net Income
Total Equity
TOTAL LIABILITiES & EQUITY
Dec 31,09 -_._._----.-_ ...
4,883.21
248,108_78
248,108.78
106,014.95 159,106.30 685,076.99
950,198.24
1,198,307.02
1,358,563.10 690,684.39 142,595.73 63,779.82
2,255,623.04
3,453,930.06
Page 2
3:39 PM
05/16!11 Accrual Basis
SARATOGA WATER SERVICES, INC. Profit & Loss
January through December 2008
Jan - Dec 08
Income FINANCE CHARGES INTEREST INCOME METERED SALES MISC WATER REVENUES SURCHARGE
Total Income
Expense AMORTIZATION EXPENSE ACCOUNTING FEES BANK CHARGES CREDIT CARD DISCOUNT DEPRECIATION DUES & SUBSCRIPTIONS GENERAL OFFICE EXPENSE INSURANCE
Other Liability Disability Work Comp Vehicle
Total INSURANCE
INTEREST EXPENSE NOTES 2005 Mort Int Expense # 274110 2006 Bond Refin Int Exp #285 ... 2006 Mort Int Exp #288060
Total INTEREST EXPENSE
LEGAL FEES MAINT MATERIALS & EXPENS ... NYS CORP TAX OPERATING TAXES PAYROLL EXPENSES Payroll fees PAYROLL TAXES Professional Fees POWER PURCHASED PURIFICATION SUPPLIES REAL ESTATE EXPENSES RENTS RETIREMENT EXPENSES SHOP & LAB EXPENSE TELEPHONE EXPENSE VEHICLE EXPENSE VEHICLE LEASE
Total Expense
Net Income
3,291.77 54.16
749,551.65 8,412.90
33,759.39
795,069.87
211.00 2,000.00
616.52 1,109.67
100,307.98 1,258.00
17,452.01
642.17 5,521.18
-2.88 3,653.56 1,253.83
11,067.86
10,334.58 10,550.87 14,057.40 45,477.99
80,420.84
16,005.78 25,144.53
300.00 2,268.87
172,872.16 211.47
13,095.08 37,583.85 72,433.08
6,359.11 57,026.28 25,372.15 16,952.99
5,984.00 4,669.75
21,316.26 13,000.00
705,039.24
90,030.63
Page 1
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERVICES, INC.
ASSETS
Sheet As of December 31, 2008
Current Assets Checking/Savings
ATC - Checking Saratoga Water Srvs Savings(Deposit Escrovv) Property Tax Savings CAPITAL SAVINGS ACCOUNT
Total Checking/Savings
Other Current Assets ACCOUNTS RECEIVABLE
Total Other Current Assets
Total Current Assets
Fixed Assets FIRE PROTECTION/ORIGINAL COST LAND MAINS/ORIGINAL COST METERS/ORIGINAL COST OFFICE EQUIPMENT/ORIGINAL C. POWER & PUMPING/ORIGINAL C ... SERVICES! ORIGINAL COST STRUCTURES/ORiGINAL COST WELLS/ORIGINAL COST ACCUMULATED DEPRECIATION
Total Fixed Assets
Other Assets CIAC 2006 Bond Refinance Costs 2006 Bond Refin Accum Amort NOTES RECEIVABLE ORGANIZATION ORGANIZATION/ACCUMULATED ..
Total Other Assets
TOTAL ASSETS
LIABiLITIES & EQUITY Liabilities
Cummt Uiilbilitl@~ Other Current Liabilities
Customer Deposits ACCOUNTS PAYABLE ACCRUED INTEREST PAYABLE ACCRUED NYS CORP TAX NOTES PAYABLES
Line of Credit #288050
Total NOTES PAYABLES
Dec 31,08
181.99 7,002.90
22,193.53
36,767.46
14,37429
14,37429
51,141.75
42,050.00 111.832.85
1,478,715.85 312,756.55
22,854.00 424,258.06 479,074.42
8 370,947.36
-1,392,728.63
2,706,228.64
332,000.00 4
-633.00 147,856.55
51,959.79 -51,959.79
.. ~ ~ - -.---~. --"",, +-~-~------
483,452.30
150.00 22,316.35
300.10
145,400.00
145,400.00
Page 1
3:40 PM
05/16/11 Accrual Basis
SARATOGA WATER SERVICES, INC. Balance Sheet
As of December 31, 2008
PAYROLL LIABILITIES
Total Other CurTent Liabilities
Total Current Liabilities
Long Term Liabilities 2005 Consolidation Loan #274110 2006 Bond Refinance #285100 2006 Mortgage #288060
Total long Term Liabilities
Total Liabilities
Equity COMMON STOCK PAID IN CAPITAL RETAINED EARNINGS Net Income
Total Equity
TOTA.L LIABILITIES & EQUITY
Dec 31,08
5,192.16 . --- ._ ... .... --."--... ~ .. -----
178,897.03
178,897.03
147,485.88 180,027.56 728,004.22
1 ,055,517.66
1,234,414.69
1,358,563.10 443,524.39 114,289.88 90,030.63
2,006,408.00
3240,822.69
Page 2
Saratoga Water Services, Inc. 1 ~ .. __ . i 1___ I 1 _11-+1 ____ --1
Balance Sheet Pro Forma - Production Wei! #9 Financin9J JJ ~ I I i . , 1 i ' 1 11------
r-----~_=_-__ -".~=~============ _ _=__=__=~_~_:~~--:A:S;=O-f-:_-_:_:-:_!_-h---Aso-f ~t- As of i As of'l As of 12/31/20101 i 12/31/20111 12/31/2012 i 12/31/2013 i 12/31/2014
I It I i I -----~~.-------+-----.-H_--.-++- ~----_+I--f;-------
!----_c_u--:rr:-:-e_nt_A-c-s_se-c-t::-s_-,-______ ---+I _____ +-i +, ___ -----!-l--~--T-(----- i ____ _
_____ C ___ h_e_c_k~in~g~/S~a-Vi~n~gS------_-+II-~--1~L. ! iii I I ATC-Checking =-----c--_----i._----:$:-1-'-,0_9--j11 .. 1 $53,090,. $81,174 I $150,6111 I $220,617
r--------- Saratoga Water Ser Surcharge $2,807 i J $2,8071' I $2,807 I $2,807 i $2,807 Savings - Deposit Escrow I $4091 ! $409, I $409 i $409 $409
f----·----.::Pc-ro-p----'e"'rtC'y--=Ta-x-'-S:::-a-v7in-g-s-----+1 ---$=-1c'C1=5+-1 +1 -.- $115 i I $115: I' $115 1 L $115
Capital Savings Account I $18,02fl 1 $2,0211 I $2,021 i' $2,0211 -----c$-c'-2,-c-0-:--21c4
I ! I 1 I
Assets
___ T_ot_a_1 C_h_e_C_ki~ng~/_Sa_V_in-"g'-S ____ + __ $_2_2_'_,4_4311 $58'4~421 1_$86,526 $155,9631 $225,969
I __ ~~~_--:--:~----: ____ ---+I ___ ~I~ ---- I i ---~! +-------Other Current Assets I . J+ I
Accrued Interest Payable I it- -$3,893 -$3,893i[ -$3,8931 I -$3,893 !----___ A_c_co_u_n_ts_R __ e_c_ei_va_b_le ____ -+-_$.c.-1_5.:..,5 __ 5QU $15,550 $15,550 I 1 $15,550 I I $15,550
I I I ' 1 L ':,' i ! I I ' I i -------:T=-o-,-ta--=I-=O:-ccthC-e-r-=C,--ur·-re-n--C-t =A-ss-e·-c-ts-----1I----=-$17-:5=-, 5=5:cc.O-tL $11,6571 L -=-$1-:-1=-,6=-=5=7+, -t,--$::c-1c-:1--:,6=-=5=7T-
1
-t!----=-$1-:-1=-,6=-=5=i7
I!I
I I I i I ! i $167,62011 I, r----_T_o_ta_1 C-,---ur_re:....n._t _A_ss_e-'ts'---______ -+. __ $ ..... 3_7-'-, 9-,-9_3.:._ LL_JJO, 099l_il~_---'-$9.:..:.8'_'_, 1_8 __ 3+1 --fi_-"----'--'-_+--f_-'-$_23_7 ___ ,6_2--16
-.---.-------------+----- i~------+-~- .1 II --t1-11------l
I lJ. ! \
Fixed Assets -I,+-- i-~I----rr-----I--I +1 ----------.::::F-:-ire--=pr-o-:-te-c-c-:-tio-n--------+I,I, ---=$=5=0-=,3=7-::-18 1 I . ~50,378 i I $50,378 1 i --$-5-0-,3-7-8 i--
1
+1--$-5-0-,3-7-81
Land $111,8331 I $111,8331 I $111,8331 I $111,833: I $111,833 ~---~~---------------~~c~~__f-!____~--'--~~---'--~~~~~!--' +-~,~~~I
Mains $1,587,7551 I $1,587,7551 II $1,587,755 $1,587,7551 $1,587,755 i--.----c-:-----.----- .
Meters $342,6741 I $352,674\ $362,6741 II $374,674 ' $386,674 Office Equipment I $22,8541 I $22,854 I $22,8541 $22,8541 $22,854
------=---~~~--------------+--~~~.
Power & Pumping II $424,2581 i $424,258 $424,2581 $424,258 $424,258 Services $479,0751 I $479,0751 1 $479,075 '--:$:-C4=7-=-'9,'-=-0=75::-i'--+-$=-4=7=9'-::,0=75c:-1
c--"
1-----
Structures $856,4681 $856,468 I $856,4681 $856,468 i 1 $856,468 ------
1 __ --:W_e::...:.l1:.=-s~--c--:-=-~~------+---:--:'-$3=-7::-':0-'-,9=-:4.:.::.7+-1 +-:$1,140,9471 $1,140,947 $1, 140,947[ $1,140,947 Accumulated Depreciation -$1,596,030ll-$1,711,318 1-$1,865,106, -$2,018,8941 ,-$2,172,682
---T-o-t-a-I F-ix-e-d-A-s-se-t-s-'---------+-$'--2.c...,6-5-=-0c..:.,2-=-1-'-2t: $3,314,924[ i $3,171,1361 I $3,029,348
1
1
1 $2,887,560
Ii i r I I ,I II 1
, I ' : .
2006 Bond Refin Costs 1 $4,2291 i $4,229 I $4,229 I $4,229 $4,229 2006 Bond Refin Accum Amort I -$1,056[] -$1,2681 -$1,480 -$1,692 I -$1,904
___ CIAC ~ $567,4451 $567,445 $567,445 i $567,445 I $567,445 I I I I
Total Other_A_s_s __ e __ ts ________ ~II-$"--6-4-0'--, 7_25__f1,----i1f--- $605,513 11
$605,301 $605,089 I $604,877 , I I I I
':::T:-o-t=-a-:-I A·-;-s--s-e-:-ts---~-__ - _-_-_-_-_-_-_-_-_-_ -_ -_ -_ -_ -++1 ~$~3~, 3~2~8-=,_9:-O:3_~0l-L_~}' 990, 5361 1 $3,874,620 I $3,802,-=-0-5=7::1-1-11--, -=-$-=-3,=73=-=0:--:, 0:'-::6-3--
I I I I 1 ' T
I-L-ia-~-I~-i~-:-n~-C-i~-~-:~r-tie-s---------tl----jl:-- j I II I ----+: -+1---------1 Accounts Payable I $684H $684: II. . I I - \ I
1-__ -._-=O::-:-t=-he-r-C::-u-rr-en--:t~L7ia-:Cb-;C:ili~tie-s------+I---Il---- I . I! ---r-t------I
!=-_-_.--~~-~~=-~-. ~.,-:L-~-~-:-p=-da~a-r:~=~e-I,--e::i:=~:P8::0-a::-:::0=-=--=--=--=---=--~~~Jf=-~:~~:H-_$31~ . __ $3~ +-·-_·-._-_~-_ .. -=~:-:::~-:COO=--I Line of Credit 309920 1 $68,3281 l $62,3281 i $56,328 1! I! Line of Credit PW 9 I i $770,0001 I I I I I
I II II ~I II
_, __ T_o_ta_�_N_o_te_s_p_a"-ya_b_�e_-_-~_-~_-~-_~_-_~ $169,042 1 )' $863,002 1 i $56,32~+=-- ¢~. ____ $O
I ' 1 , ill _+' -+1 ___ --,-_1
Customer Deposits _'. ___ ~_r~_._.~75 [·-t-. ___ .J375U __ . $375\ . ___ $37511'~ $375 __ -,=-ayroll Liabililties [ $5,426lJ ______ $5,4~~ __ $5,4251 I $5,425 i! $5,426
Accrued Interest Payable I $3,893\1 - ~ ·-1-1 I ~----'f-I +\--------1 1_._T_ot_a_1 O._t_h_er_C_u_r_re __ n_t L_i_ab_il_iti_e_s ___ =I, $179,72011$8i;9,7s1T-$62,4281 r
l
$6'10~ $6,101
Long Term Li-ab-il-it·i-es------+-~-·rt----ti·- I--t-- ··-'-r------2005 Consolidation Loan I $62,2291 I $15,9651 I - I~-·----rr
f-- 2006 Bond Refinance -1 $135,694 i 1 $110, 5Q1LL ' $84,200 I I _ $55,92 q--$2-5-, 5-2-31
2006 Mortgage ! $636,2951 ~_ $585,806 'I I I I !.-+----~ 2012 PW9 Mortgage I I I ,_ :, I $1,294,60811 $1,230,1191 I $1,162,161
j !-r------, i . I ~
I-r--------=T=-_~.,-t_a-C-I~L-_o-n=_g-=I=-~=-rm-=--;-~=ia~b~ili_tc:-ie~s~~~~=_=-._ -+-rl--=-$8c::-:3c:-4C"C,2=-C1"C:'8rt-- $71 ~ ,278 ~k~78, 808 1 i $1 ,286,040 ii, $1,187,684
! !i i J i I .. 1 I 1 -r$1,013,938IT$1,582,0651 i $1,441,2361 1$1,292,1401 1 $1,193,785
! ·--li----!I I i I I ' ' , I I ' 1 ; ~-----------------+I----------'--: f·----------l-: ' ----r-+----.-
Equity ,I i I I' I Ii' r-~~~-~~~-------~I-==~~~~' , '
Paid in Capital ! $734,5001 \ $788,5401 \ $819,214\ I $875,542[! $875,542 -- - Common Stoc'Ck-----·· - I $1,358,563\ I $1,358,5631 $1,358,5631 I $1,358,5631l$T,358,563
Retained Earnings I $106,074i I $156,929\! $196,368\ I $188,422Il $205,811 I--cc-:N-et-~In-c-o_~m_-e_-_-_-"'_~_-~_-~_--_-_-_-_-_-_-1+i-=_-_-:-$1-c-1:-5-'-:-,8-55-1~-~ii--. $1 04,4391.L $59,239.1 I $87,390 I I $96,362
I ! I , 1 I I I I t----=T=-o"-ta"C"l =Eq-u-'7itc-y-------- 1 $2,314,992\ I $2,408,471\ I $2,433,3841 I $2-=,5:C:C0-=-9,-=9·-:-:17=-+1-~-t-1' -=$:-::2--=,5=3-=-6-=,2=78"O'i
Total Liabilities & E'-q-Ui-ty-------+i-$-3-,3-2-8-,9-3-+011 $3,990,53611 $3,874,62011 $3,802,0571 i $3,730,0~~
Total Liabilities
Saratoga Water Services, Inc. I 1 I __ ~_+-__ ~_ 1 -I-~--~-J- 1 _~J_~ ____ _ Income Statement Pro Forma - PTduction Wi" #9 Fin_<:lf!
Cin9 -+~----+~-~---i-+~----+-~l------""--=--=---=-==~=~==---=----~-~=-~~~ ~~juste~~tl=~-=~~~_~~~Ll-----=ll 1--[= -=
! 2010 ! I 2010 Ii 2011 Ii 2012 I! 2013 I i 2014 ~-"--~---~---"-~~- 1-' I ' --1 ~--
Income -------+-! --~~+=-~~=~1-1--==~~-=:f==-~+0==-=~=F+=~=====-Finance Charges I $3,36611 I $3,36611 $3,400 $3,450/ II $3,4751 I $3,500 I " " Interest Income $18[ $1~ ! $20 $20 I $221 I $22 Metered Sales I $807,047 $76-9-;-9131-j $777,3361 I $815,513 1$892,51311$923,417 Misc Water Revenues I $2,240'--- $2,2401 I $2,3001 I $2,3501' I $2,4001 1 $2,450
----;:s~-u-r-c-:-h"-a-rg--e-------jIIf----$::-:3'-=5"-,4-:-::2-;-1+---+ $35,4211: r' $34,235! I $34,235
1
I $34,235 1
1 I $28,661
--"~----~----------+-----l-i------L+- I I I i l"~ __ --I Total Income $848,0921 I $810,958! ! $817,291 I $855,5681 1 $932,6451~$958,050
-=---E-X~P,-:-:-~---~e-:rts-:-iz--:atC:-io--n-'::E=-x--pe-n--s--e------+'II-----::$:-:C2-C12C:--lil----ir-1 -----$"~-~:--:1-=-2 ~ $2121 I $212 i I $212 t-+- $212
Accounting Fees $4,200, I $4,2001 -1 $4,3501 I $4,5001 I $4,6001 i $4,600 i-----=B-a-n--k-C--ha-'r"--ge--s-------iI---'--$"-6--1-4+-ltt-+-I ---'--'-~~--j--+ii~ $6151 I $6251 I $6351 1-- $640
1 ___ C __ r __ ed __ it __ C-,-a--crd_D __ is __ co __ u __ n __ t __ ----'Ii----_$'-1"_,8 __ 9~8! ~ $1 ,898 \ I $1,955 1 I $2,015[ I $2,07511 I --$2,140 Depreciation _____ -+1 __ $'--.1_1_-:5'--,2881 1 $!15,28~l- i $115,2881 I $153,7881 U,:153,788 j $153-:788
_~es & Subscriptions I', $400rr-1 $490 LL $500 i I $500 I i $525 'I i $525 General Office Expense "$14,7141 I $14,7141 J $14,75011
1
$15,0001 I $15,250; U 15,500 Insurance $24,6471 i $24,647J I $26,1251 $27,690! r $29,3501 ! $31,115 Interest Expense Iii I I I ! ! I
1----- Notes I $9,820 I I - $9,820 I =L $18,600 I I $4,000 I I $3,000 I 1 ___ $2,000 2005 Mortgage I $4,411 i $4,411 i I $2,134TT $1681 I $O!! $0
_~ 2006 Bond I $10,8741 i $10,8741 'II $9,019
1
1
'I: $7, 149 1 I $5,1771 J ---$3,057
1----:--L_:9=:-:-0C-:-~:F~=~=So-o-~:gga,--a-",g",-g-:~--- i :::::::11 :::,:::; i :::::::\1 :~~:~~~III :~~:~~~I i ~~~:~~~ MaintiMatereials & E~pense I $49,9721 $49,9721 r $25,000 i $25,500 I $26,000 I $26,500 NYS Corp Taxes $300 $30011 $300' I $300 I $300 -r-- $300 Operating Taxes I $5,712\ $5,7121 1- $5,9361 $5,676 I $5,750' I $6,165 Payroll Expenses 1 $180,291 1
1
i $180,291 i I $183,897 $187,575 i $226,3261 I $230,853 Payroll Fees $214 r $214r I $225 $225 I $225 1 : $235 Payroll Taxes =t $13,8211 I $13,8211-1 $14,068 I $14,349[ I $17,3141 I $17,660
_ProfeSSional Fees I $37,7401 I $37,740 1 I $35,000 - $30,000t~ $30,000! :--$32;060 Power Purchased I $62, 337 1 I $58,3661 l $58,891 1 I $62,012; I $67,531\ I $74,554
Vehicle Expenses I $15,948J I $15,9~_ $16,000 i $17,0001 I $18,0001 1 $19,000 Vehicle Lease I $13,200J i $13,2QQ+-J~2001 II $14,4001 II $14,4001 1 $14,400
I I I Ii' I I'
1~~=-------------1~~~~ii I ii' , I I I
Total Expenses I $745,327 1
1- Ii $740,345L.1 $712,8521 I $796,329[ I $845,2551
1 i $861 688
~---~-----+I-----'.-+I ~I I I I I I I I I ' Net Income I $102'76i1~IQ~~_~_~i-+-$104,j391 I $59,23~ I $87, 390
1 i $96,3~~_ * Elimination of LFTC Construction revenue & expenses i I I I I I I i
Saratoga Water Services, Inc. __ J I L __ i _________ 1 L---------U--------Cash Flow Pro Forma - Production Well #9 Financing ilL I I +1-+1 _____ _
-- uu __ ----------------------~_1-~------1~---==~=--=n------11 -------- --------------.. ----.------- -----·---t------~--+-__1- -----~'-. ---- !--t-------
r--------------------------- IL..1QlL-_W __ }01..~ __ _W- 2013 L~ 2014 I I I I ' i I !
1--------------------------rt---------H----------H H- -------.-
I-0 __ p--c~_r:cc__:i-~n-~-:m-ct-~v-it-ie-s--:c___:___c___~~-=-.---------+,1-+,i-$-C-1--0-4-A39-11.111 I! $59,239 1
1
1 __ $87,390 II _.11 ____ $'-9_6-'-, 3_6?
Adjustments to reconcile Net Income _
-$67,958
-$30,398 Long Term Liabilities: 2006 Mortgage I I -$50,489 I -$585,806L+ II
___ Paid in Capital I I $54,040! $30,6741 ! $56,328, _____ Retained Earnings I I -$65,000 I -$65,0001 I -$65,0001 ih- Ii Ii II Ne~cash provided by Financing ActivitieS-II-$132,900!..L.._ $6-~2.2.041 !-$101,4401 I -$168,356
_N_e_t c_a_s_h_in_c_r_e_a_s_e_fo_r--'-p_e_rio_d _________ --_-----in $35,99911- -$28,Ossjl $71,622 11
Cash at beginning of p_er __ io __ d ___________ 1f--1_ +---! -----'-$2_2---'-,4_4_3-+1-:-1 $58,442: i $86,52711
I-:Cc--a-sh:----at-e-n---:-d-of-c-p-e----cri-od-----------, I $58,44211 $86,52711 $158,14911
-$70,000
$70,006
$158,149
$228,155
MINUTES OF SPECIAL MEETING OF THE BOARD OF DIRECTORS
OF
SARATOGA WATER SERVICES, INC.
March 31, 2011
Board Members Present Alexander L. Mackay, President/Treasurer Jean N. Marcotte, Vice President/Secretary
The special meeting was called to order at 9:00 a.m.
The Secretary then presented and read to the meeting a waiver of notice of meeting, subscribed by all the Directors of the Corporation, and it was ordered that it be appended to the minutes of this meeting.
After discussionl a motion was duly madel seconded and carried l it was
RESOLVED, that Alexander L. Mackay as President of Saratoga Water Servicesl
Inc. apply to borrow $1/389,500 ($770,000 new money and refinance $619,500 of the 2006 mortgage) from Adirondack Trust Company and apply to the NYS Public Service Commission for approval of said borrowing.
The meeting was then adjourned at 9: 15 a.m.
Dated: ~~arch 31, 2011
Notice of Proposed Rule Making Submitting Agency
TEXT/SUBSTANCE AND ATTACHMENTS SUBMITTED: [ ] E-MAIL (nysregisterra{dos.state.nv.us) [] DISK
NOTE:
1.
Typing and submission instructions are at the end of this from. Please be sure to COMPLETE ALL ITEMS. Incomplete forms and nonscannable text attachments will be cause for rejection of this notice.
A. [ x] Proposed action: Saratoga Water Services, Inc. has petitioned the Commission for the issuance of an Order authorizing the issuance of long term debt in the amount of$1,389,500.
B. [] This is a consensus rule making. A statement is attached setting forth agency's determination that no person is likely to object to the rule as written [SAP A §202(1 )(b )(i)].
c. [] This rule was previously proposed as a consensus rule making under LD. No. . Attached is a brief description of the objection that caused/is causing the prior notice to be withdrawn [SAPA§202(1)( e)].
D. [] This rule is proposed pursuant to [SAPA §207(3)], 5-Year Review of Existing Rules (see also item 16).
2. Statutory authority under which the rule is proposed: Public Service Law, Section 89-f.b
3. Subject of the rule: The subject of the proposed rule is the issuance oflong term debt by Saratoga Water Services, Inc. .
4. Purpose of the rule: The purpose of the proposed rule is whether the Commission should authorize the issuance of long term debt.
5. Public hearings (check box and complete as applicable): [ ] A public hearing is not scheduled. (SKIP TO ITEM 8) [ ] A public hearing is required by law and is scheduled below. [ ] A public hearing is not required by law, but is scheduled below.
Time: Date: Location:
6. Interpreter services (check only if a public hearing is scheduled): [ ] Interpreter services will be made available to hearing impaired persons, at no
charge, upon written request to the agency contact designated in this notice.
7. Accessibility (check appropriate box only if a public hearing is scheduled): [ ] All public hearings have been scheduled at places reasonably accessible to
persons with a mobility impairment. [ ] Attached is list of public hearing locations that are not reasonably accessible to
persons with a mobility impairment. An optional explanation is submitted regarding the nonaccessibility of one or more hearing sites.
8. Terms of rule (SELECT ONE SECTION): A. [] The full text of the rule is attached since it is under 2,000 words. B. [] A summary of the rule is attached since the full text of the rule is over 2,000
words. [ ] Full text is posted at the following State website: ________ _ [ ] Full text is not posted on a State website. [ ] Full text is not posted on a State website; this is a consensus rule or a rule defined in SAP A § 1 02(2)( a)(ii).
C. [] Pursuant to SAP A §202(7)(b), the agency elects to print a description of the subject, purpose and substance ofthe rule as defined in SAPA § 1 02(2)(a)(ii) [Rate Making].
9. The text afthe rule and any required statements and analyses may be obtainedfrom: Agency contact Agency Name Office address Telephone E-mail:
10. Submit data, views or arguments to (complete only if different than previously named agency contact): Agency contact Agency Name Office address Telephone E-mail:
11. Public comment will be received until:
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----------
[ ] 45 days after publication of this notice (MINIMUM public comment period when full text is attached because it is under 2000 words or full text of rule has been posted on a State website or the rule is a consensus rule or a rule defined under SAPA §102[2][a][ii] [Rate Making].
[ ] 60 days after publication of this notice (MINIMUM public comment period when full text is not attached or full text is been posted on a State website or the rule is a consensus rule or a rule defined under SAPA §102[2][a][ii] [Rate Making].
[ ] 5 days after the last scheduled public hearing required by statute (MINIMUM, with required hearing). This box may not be checked and the minimum 60-day comment period applies if full text is not attached or full text is not posted on a State website or the rule is a consensus rule or a rule defined under SAP A §102[2][a][ii] [Rate Making].
[ ] Other: (specifY) ____________________ _
12. A prior emergency rule making for this action was previously published in the ___________ issue ofthe Register, LD. No. ________ _
13. Expiration date (check only if applicable): [ ] This proposal will not expire in 365 days because it is for a "rate making" as
defined in SAPA § 1 02(2)(a)(ii).
14. Additional matter required by statute: [ ] Yes (include material required by statute). [ ] No additional material required by statute.
15. Regulatory Agenda (The Division of Housing and Community Renewal; Workers' compensation Board; and the departments of Agriculture and Markets, Banking, Education, Environmental Conservation, Family Assistance, Health, Insurance, Labor, Motor Vehicles and State and other department specified by the Governor or his designee must complete this item. If your agency has an optional agenda published, that should also be indicated below): [ ] This action was a Regulatory Agenda item in the first January issue of the
______ (year) Register. [ ] This action was a Regulatory Agenda item in the last June issue of the
______ (year) Register. [] This action was not under consideration at the time this agency's Regulatory
Agenda was submitted for publication in the Register. [ ] Not applicable.
16. 5-Year Review of Existing Rules (ALL ATTACHMENTS MUST BE 2,000 WORDS OR LESS) [ ] Attached is a statement setting forth a reasoned justification for modification of
the rule. Where appropriate, include a decision of the degree to which changes in
3
technology, economic conditions or other factors in the area affected by the rule necessitate changes in the rule.
[ ] Attached is an assessment of public comments received by the agency in response to the listing of the rule in the regulatory agenda.
[ ] As assessment of public comments is not attached because no comments were received.
[ ] Not applicable.
17. Regulatory Impact Statement (ruS) (SELECT AND COMPLETE ONE; ALL ATTACHMENTS MUST BE 2,000 WORDS OR LESS, EXCLUDING SUMMARIES OF STUDIES, REPORTS OR ANALYSES [Needs and Benefits]):
A. The attached RIS contains: [] The full text of the RIS. [] A summary of the RIS. [ ] A consolidated RIS, because this rule is one of a series of closely related
and simultaneously proposed rules or is virtually identical to rules proposed during the same year.
B. A RIS is not attached, because this rule is: [] subject to a consolidated RIS printed in the Register under I.D.
No. ; issue date: ________ _ [ ] exempt, as defined in SAP A § 1 02(2)(a)(ii) [Rate Making]. [ ] exempt, as defined in SAP A § 102(11) [Consensus Rule Making].
C. A statement is attached claiming exemption pursuant to SAP A 202-a (technical amendment).
18. Regulatory Flexibility Analysis (RF A) for small businesses and local governments (SELECT AND COMPLETE ONE; ALL ATTACHMENTS MUST BE 2,000 WORDS OR LESS):
A. The attached RF A contains: [ ] The full text of the RF A. [ ] A summary of the RF A. [ ] A consolidated RF A, because this rule is one of a series of closely related
rules.
B. [] A statement is attached explaining why a RF A not required. This statement is in scanner format and explains the agency's finding that the rule will not impose any adverse economic impact or reporting, recordkeeping or other compliance requirements on small businesses or local governments and the reason(s) upon which the finding was made, including any measures used to determine that the rule will not impose such adverse economic impacts or compliance requirements.
4
C. A RF A is not attached, because this rule: [ ] is subject to a consolidated RF A printed in the Register under I.D.
No. ; issue date: ________ _ [] is exempt, as defined in SAPA §102(2)(a)(ii) [Rate Making]. [ ] is exempt, as defined in SAP A § 1 02(11) [Consensus Rule Making].
19. Rural Area Flexibility Analysis (RAF A) (SELECT AND COMPLETE ONE; ALL ATTACHMENTS MUST BE 2,000 WORDS OR LESS):
A. The attached RAF A contains: [ ] The full text of the RAF A. [ ] A summary of the RAF A. [ ] A consolidated RAF A, because this rule is one of a series of closely
related rules.
B. [] A statement is attached explaining why a RAF A not required. This statement is in scanner format and explains the agency's finding that the rule will not impose any adverse economic impact or reporting, recordkeeping or other compliance requirements on small businesses or local governments and the reason(s) upon which the finding was made, including any measures used to determine that the rule will not impose such adverse economic impacts or compliance requirements.
C. A RAF A is not attached, because this rule: [ ] is subject to a consolidated RAF A printed in the Register under LD.
No. ; issue date: ________ _ [ ] is exempt, as defined in SAP A § 1 02(2)( a) (ii) [Rate Making]. [] is exempt, as defined in SAPA §102(11) [Consensus Rule Making].
20. Job Impact Statement (JIS) (SELECT AND COMPLETE ONE; ALL ATTACHMENTS MUST BE 2,000 WORDS OR LESS):
A. The attached JIS contains: [ ] The full text of the JIS. [] A summary of the JIS. [ ] A consolidated JIS, because this rule is one of a series of closely related
rules.
B. [] A statement is attached explaining why a JIS not required. This statement is in scanner format and explains the agency's finding that the rule will not impose any adverse economic impact or reporting, recordkeeping or other compliance requirements on small businesses or local governments and the reason(s) upon which the finding was made, including any measures used to determine that the rule will not impose such adverse economic impacts or compliance requirements.
[] A JIS/Request for Assistance [SAPA §201-a(2)(c)] is attached.
5
C. A JIS is not attached, because this rule: [] is subject to a consolidated JIS printed in the Register under LD.
No. ; issue date: ________ _ [ ] is exempt, as defined in SAP A § 1 02(2)( a)(ii) [Rate Making]. [ ] is proposed by the State Comptroller or Attorney General.
AGENCY CERTIFICATION (To be completed by the person who PREPARED the notice.)
I have reviewed this form and the information submitted with it. The information contained in this notice is correct to the best of my knowledge.
I have reviewed article 2 of SAP A and Parts 260 through 263 of 19 NYCRR, and I hereby certify that this notice complies with all applicable provisions.
Name _______________ Signature ___________ _
Address ______________________________ ___
Telephone ___________ _ E-Mail ____________ _
Date ______________ _
Please read before submitting this notice:
1. Except for this form itself, all text must be typed in the prescribed format as described in the Department of State's Register procedures manual, Rule Making in New York.
2. Collate the original notice and attachments as: (1) from; (2) text or summary of rule; and, if any, (3) regulatory impact statement, (4) regulatory flexibility analysis for small businesses and local governments, (5) rural area flexibility analysis, (6) job impact statement. Submit the originals, as colleted and ONE copy of that collated set.
3. Mail or hand deliver hard copy of rule making package to: Department of State, Division of Administrative Rules, 41 State Street, Suite 330, Albany, NY 12231-0001.
4. E-mail text/substance and attachments to: [email protected] or attach a disk containing the text/substance and required material.
6
Summary of Proposed Rule
The Commission is considering a Petition in which Saratoga Water Services, Inc.
("Saratoga") requests that the Commission issue an Order pursuant to Public Service Law
Section 89-f authorizing the Company to issue and sell long-term debt in an amount not to
exceed $1,389,500 to The Adirondack Trust Company (Adirondack) in accordance with the
terms and conditions governing the long-term debt issuance as codified in the Commitment
Letter, dated April 19, 2011; to permit the assets of the Company to be pledged and mortgaged
to Adirondack as collateral security for such long-term debt; and through its duly appointed
officers, agents or employees, to execute all documents and take all appropriate actions
associated with and in furtherance of the issuance of such long-term debt.
7