UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
___
|_X_| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
OR
___
|___|TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-13883
CALIFORNIA WATER SERVICE GROUP
(Exact name of registrant as specified in its charter)
California 77-0448994
(State or other jurisdiction (I.R.S. Employer identification No.)
of incorporation or organization)
1720 North First Street, San Jose, CA. 95112
(Address of principal executive offices) (Zip Code)
1-408-367-8200
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. Common shares outstanding as
of November 3, 1999 - 12,883,763.
This Form 10-Q contains a total of 14 pages.
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
CALIFORNIA WATER SERVICE GROUP
CONSOLIDATED BALANCE SHEET
SEPT 30, 1999 DEC 31, 1998
(In Thousands)
ASSETS
Utility plant $707,241 $680,690
Less depreciation and amortization 213,952 202,385
Net utility plant 493,289 478,305
Current assets:
Cash and cash equivalents 3,300 591
Receivables 18,203 13,510
Unbilled revenue 8,029 5,896
Materials and supplies 2,097 2,107
Taxes and other prepaid expenses 6,224 4,491
Total current assets 37,853 26,595
Regulatory assets 40,168 39,538
Other deferred assets 4,063 4,061
$575,373 $548,499
CAPITALIZATION AND LIABILITIES
Capitalization
Common shareholders' equity:
Common stock $44,941 $44,941
Retained earnings 129,439 123,863
Total common shareholders' equity 174,380 168,804
Preferred stock 3,475 3,475
Long term debt, less current maturities 156,345 136,345
Total capitalization 334,200 308,624
Current liabilities:
Short-term borrowings 0 22,500
Accounts payable 24,422 15,881
Accrued expenses and other liabilities 28,160 17,147
Total current liabilities 52,582 55,528
Unamortized investment tax credits 2,924 2,924
Deferred income taxes 28,464 27,925
Advances for construction 98,246 95,701
Contributions in aid of construction 46,065 45,100
Regulatory liabilities 12,892 12,697
$575,373 $548,499
See accompanying notes to consolidated financial statements. 2
CALIFORNIA WATER SERVICE GROUP
CONSOLIDATED STATEMENT OF INCOME
FOR THE THREE MONTHS ENDED: Sept 30
(In thousands, except per share amounts) 1999 1998
Operating revenue $62,957 $62,263
Operating expenses:
Operation 39,029 36,610
Maintenance 2,263 2,253
Depreciation and amortization 3,808 3,641
Income taxes 4,925 5,662
Property and other taxes 2,114 2,094
Total operating expenses 52,139 50,260
Net operating income 10,818 12,003
Other income and expenses, net 281 279
11,099 12,282
Interest and amortization on long term debt 3,163 2,836
Other interest 69 305
3,232 3,141
Net income 7,867 9,141
Preferred dividends 38 38
Net income available for common stock $7,829 $9,103
Weighted average common shares outstanding 12,619 12,619
Basic earnings per share of common stock $0.62 $0.72
Dividends per share of common stock $0.2713 $0.2675
FOR THE NINE MONTHS ENDED:
(In thousands, except per share amounts)
Operating revenue $153,317 $141,943
Operating expenses:
Operation 95,845 86,964
Maintenance 6,611 6,655
Depreciation and amortization 11,646 10,922
Income taxes 9,640 8,449
Property and other taxes 5,983 5,890
Total operating expenses 129,725 118,880
Net operating income 23,592 23,063
Other income and expenses, net 2,172 632
25,764 23,695
Interest and amortization on long term debt 9,182 8,508
Other interest 623 896
9,805 9,404
Net income 15,959 14,291
Preferred dividends 114 114
Net income available for common stock $15,845 $14,177
Weighted average common shares outstanding 12,619 12,619
Basic earnings per share of common stock $1.26 $1.12
Dividends per share of common stock $0.8138 $0.8025
See accompanying notes to consolidated financial statements. 3
CALIFORNIA WATER SERVICE GROUP
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPT 30
In Thousands
1999 1998
Operating activities:
Net Income $15,959 $14,291
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 11,646 10,922
Regulatory assets and liabilities, net (435) (404)
Deferred income taxes and investment tax credits,net 539 933
Change in operating assets and liabilities:
Receivables (4,693) (3,478)
Unbilled revenue (2,133) (3,150)
Materials and supplies 10 (43)
Taxes and other prepaid expenses (1,733) (1,562)
Accounts payable 8,541 5,424
Accrued expenses and other liabilities 11,013 10,743
Other changes, net 128 473
Net adjustments 22,883 19,858
Net cash provided by operating activities 38,842 34,149
Investing activities:
Utility plant expenditures (28,058) (23,210)
Financing activities:
Net short-term borrowings (22,500) (1,500)
Proceeds from issuance of senior notes 20,000 0
Advances for construction 5,783 2,628
Contributions in aid of construction 2,005 948
Refunds of advances for construction (2,979) (2,899)
Dividends paid (10,384) (10,242)
Net cash used in financing activities (8,075) (11,065)
Change in cash and cash equivalents 2,709 (126)
Cash and cash equivalents at beginning of period 591 1,742
Cash and cash equivalents at end of period $3,300 $1,616
See accompanying notes to consolidated financial statements. 4
Notes to Consolidated, Condensed Financial Statements
1.Due to the seasonal nature of the water business, the results for interim
periods are not indicative of the results for a twelve month period.
2.The interim financial information is unaudited. In the opinion of
management, the accompanying financial statements reflect all adjustments
which are necessary to provide a fair statement of the results for the
periods covered. The adjustments consist only of normal recurring
adjustments.
3.Basic earnings per share are calculated on the weighted average number of
common shares outstanding during the period and net income available for
common stock as shown on the Consolidated Statement of Income. The Group
has no dilutive securities, accordingly, dilutive earnings per share is not
shown.
4.Refer to 1998 Annual Report on Form 10-K for a summary of significant
accounting policies and detailed information regarding the financial
statements.
5.Group operates primarily in one business segment providing water utility
services.
5
PART I FINANCIAL INFORMATION
Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
FORWARD LOOKING STATEMENTS
This Form 10-Q filing of California Water Service Group ("Group") contains
forward looking statements. The forward looking statements are intended to
qualify for the "safe harbor" established by the Private Securities
Litigation Reform Act of 1995. Forward looking statements generally contain
words or phrases such as anticipates, assumes, believes, expects, estimates,
projects and based on management's judgement. Statements that describe goals,
objectives, plans or expectations are also forward looking. Actual results
may vary materially from what is contained in a forward looking statement.
Factors which may cause a different than expected or anticipated result
include regulatory commission decisions, new legislation, litigation
settlements, increases in supplier prices, the adequacy of water supplies,
changes in environmental compliance requirements, acquisitions, changes in
customer water use patterns and the impact of weather on operating results.
RESULTS OF THIRD QUARTER OPERATIONS
Third quarter net income was $7,867,000, equivalent to $0.62 per common
share. This represents a $0.10 or 14% decrease from the $0.72 earned in last
year's third quarter. Operating revenue increased $694,000 to $62,957,000.
Weather during the quarter was somewhat milder than last year, contributing
to a decline in customer usage. The decline in revenue from usage was offset
by new revenue from rate increases. Average revenue per customer increased
$0.25, less than 1%. 3,900 new customers were added in the twelve months
ended September 30, 1999. Components of the operating revenue increase are
presented in the following table:
General rate increases $560,000
Offset rate increases 48,000
Step rate increases 590,000
Total rate increases 1,198,000
Decreased consumption (1,034,000)
Usage by new customers 530,000
Net revenue increase $694,000
Total operating expenses were $52,139,000 in 1999 versus $50,260,000 in 1998,
a 4% increase.
Water production costs, which are the largest components of total operating
expenses, include purchased water, purchased power for pump operations and
pump taxes. Together, these costs accounted for 49% of total operating
expenses and increased 7% compared to last year. Well production provided
55% of the supply with 45% purchased from wholesale. The components of water
production costs and the changes from last year are shown in the table below:
Third Quarter
1999 Cost Change
Purchased water $18,858,000 $1,094,000
Purchased power 5,192,000 398,000
Pump taxes 1,863,000 117,000
Total $25,913,000 $1,609,000
The purchased water increase was primarily attributable to wholesale water
suppliers' rate increases. Rates in the three San Francisco Peninsula
districts which obtain most of their supply from the San Francisco Water
Department increased 37%. Four other districts were impacted by wholesale
water rate increases ranging from 2% to 6% since last year's third quarter.
The Company expects to recover the purchased water cost increases in future
customer billings. Purchased power and pump taxes increased in response to
pumping requirements to meet customers' water demands and shifts in the
source of supply within districts. Some districts incur pump taxes while
others do not.
Other operations expense categories increased $810,000. The impact of a
general wage increase which was effective at the start of the year,
additional hours worked and increases in related employee benefits were the
biggest factors in the increase.
Depreciation and amortization expense increased $167,000 mainly due to
increased depreciation expense authorized by the California Public Utilities
Commission ("CPUC") in rate case decisions and a greater depreciable plant
investment. The additional expense is reflected in customer rates. Federal
and state income taxes decreased $737,000 because of lower taxable income.
Other income and expenses on a pretax basis were $281,000, virtually
unchanged from last year. Other income was $334,000 and miscellaneous
expenses were $53,000. There were no real estate transactions completed
during the quarter and no additional transactions are anticipated for the
remainder of this year.
Interest expense on long-term debt rose $327,000 because of the issuance in
March of the $20 million, Series B 6.77% senior notes. During the quarter,
short-term bank borrowings were repaid; at the end of the quarter, there was
nothing outstanding under the bank line of credit. As a result, short-term
interest expense declined $236,000.
RESULTS FOR THE NINE MONTHS
Net income for the nine months ending September 30, 1999 was $15,959,000,
equivalent to $1.26 per common share. This represents a $0.14 or 12% increase
from the $1.12 earned last year.
Operating revenue increased $11,374,000 to $153,317,000. The higher revenue
was primarily due to favorable weather during the first half of 1999 compared
to 1998. As a result of this year's more normal weather, customer water
usage increased. Last year's spring weather was damp and cool. It negatively
impacted revenue and constrained earnings through June. Since January 1999,
3,100 new customers have been added. Average consumption per metered
customer increased 8% from last year and average revenue per customer
increased $26.19 or 7%, both indications of this year's more favorable
weather. A breakdown of the increase in operating revenue is accounted for
in the following table:
General rate increases $646,000
Step rate increases 1,397,000
Offset rate increases 173,000
Total rate increases 2,216,000
Increased consumption 7,862,000
Usage by new customers 1,296,000
Net revenue increase $11,374,000
Total operating expenses increased 9%.
Water production was 13% more than last year and accounted for 44% of the
total operating expenses. Well production provided 53% of the supply with
46% purchased from wholesale suppliers and 1% produced through the San
Francisco Peninsula watershed. Because of the increase in production and
wholesale water price increases, water production costs were up $6,386,000.
The components of water production expense and the changes from last year
are shown in the table below:
Year to Date
1999 Cost Change
Purchased water $43,343,000 $4,339,000
Purchased power 10,124,000 1,365,000
Pump taxes 3,800,000 682,000
Total $57,267,000 $6,386,000
In addition to water production costs, other operation expense categories
increased $2,495,000. The impact of the 3.0% general wage increase, which
was effective at the start of the year, additional hours worked and increases
in related employee benefits increased operating expenses. Legal fees
increased due to expenses incurred for the Dominguez merger and
reincorporation in Delaware. The CPUC reimbursement fee increased because
of higher customer billings. Maintenance expense was slightly lower this
year due to fewer main repairs. Depreciation and amortization expense
increased $724,000 due to increased depreciation expense authorized by the
Commission in rate case decisions and a greater depreciable plant investment.
The additional expense is reflected in customer rates. Federal and state
income taxes increased due to higher taxable income. Other income and expense
of $2,172,000, reported on a pretax basis, included approximately $1,309,000
of gains from the sales of real estate that were completed in the first half
of the year. Other income also included $1,090,000 from nonregulated
operations. Netted against other income was $227,000 of other expenses,
which included contributions and costs of operating and maintaining
nonregulated properties.
REGULATORY MATTERS
An application to increase rates in the Hawthorne district which the Company
has operated under a long-term lease since 1996 is being processed by the
City of Hawthorne city council. The Company is requesting a rate increase
totaling between $700,000 to $750,000. A decision by the council is expected
before the end of 1999.
The Company's regulatory staff has completed a review of the 14 districts for
which general rate applications could be filed this year. Based on current
earnings levels, projected expense increases and expected capital
expenditures, it was determined that no general rate increase applications
would be filed this year with the CPUC for regulated operations.
LIQUIDITY
Under the $50 million bank line of credit, nothing was outstanding at
September 30, 1999. $22,500,000 was outstanding at September 30, 1998. The
issuance of the $20 million Series B senior notes in March and strong cash
flow allowed Group to repay the bank borrowings by the end of August.
Short-term bank borrowings will be necessary beginning in November to meet
anticipated cash requirements. The third quarter common dividend was paid on
August 15, 1999 at $0.27125 per share. The $0.27125 represents a $0.00375
or 1.4% increase in the quarterly dividend rate from last year as approved by
the Board of Directors at their January meeting. Annualized, the 1999
dividend rate is $1.085 per common share compared to $1.07 in 1998. Based on
the 12-month earnings per share at September 30, 1999, the dividend payout
ratio is 69%. At their October 29, 1999 meeting, Directors declared
the fourth quarter dividend payable November 15, 1999 to shareholders of
record on November 1. This is the 220th consecutive quarterly dividend
paid by Group.
About 11% of the outstanding shares participate in the reinvestment program
under Group's Dividend Reinvestment and Stock Purchase Plan ("Plan"). No new
common shares were issued under the Plan during the quarter. Shares required
for the dividend reinvestment and stock purchase option of the Plan were
purchased on the open market. Shares are also purchased on the open market
to fulfill the requirements of the Company sponsored Employee Savings Plan
(401(k)). Purchases for this plan are made on a biweekly basis.
Preferred dividends were paid for the third quarter on August 15, 1999. The
fourth quarter dividend was declared by the Board, payable November 15, 1999.
Book value per common share was $13.82 at September 30, 1999 compared to
$13.32 a year earlier.
During the quarter, utility plant expenditures totaled $10,677,000 for
additions to and replacements of utility plant. Of that amount, $7,603,000
was funded through Group's construction budget with the remainder funded by
developers' contributions in aid of construction and refundable advances for
construction. On a year-to-date basis, utility plant expenditures were
$28,058,000 of which $21,797,000 was funded by the Company. The 1999 Group
construction budget is $30,700,000.
WATER SUPPLY
Group believes that its various sources of water supply are sufficient to
meet customer demand for the remainder of the year. Historically, roughly
half of the water source is purchased from wholesale suppliers with the other
half pumped from wells. A small portion is developed through local runoff on
the San Francisco Peninsula. Storage in state reservoirs was 122% of
historic average as of May 1999, and groundwater levels remain adequate.
A sufficient mountain snowpack provides runoff to streams and reservoirs as
it melts during the summer months.
DOMINGUEZ MERGER
As previously reported, Group and Dominguez Services Corporation have
entered into a merger agreement. Under terms of the agreement, Dominguez
shareholders will receive Group common stock yielding an equivalent value of
$33.75 per Dominguez share. The precise conversion ratio will depend upon
the average price of Group stock for a twenty-day trading period preceding
the merger's closing date. To achieve the $33.75 exchange value, the
exchange ratio can vary between 1.25 and 1.49 shares of Group stock for each
Dominguez share.
The merger remains subject to regulatory approval by the CPUC and the Federal
Trade Commission. Despite a negative CPUC staff report, the Company remains
confident that the CPUC will approve the merger. Hearings before the CPUC
are scheduled for mid-November and a decision is expected in the first
quarter of 2000. The required Hart-Scott-Rodino premerger notification was
filed with the FTC in October. It is expected to be approved during
November.
WASHINGTON ACQUISTIONS
In September, Cal Water announced the acquisition of two private water
companies in the state of Washington for $8.5 million in equity and $3.0
million in assumed debt. Both acquisitions will be accounted for as poolings
of interests and are expected to be finalized before year-end. The
Washington Utilities and Transportation Commission, which regulates water
utilities in the state, has approved both transactions. The two companies
serve about 14,000 customers and have combined revenue of $3.4 million. The
two companies will be merged into a new subsidiary, Washington Water Service
Company, that was formed to serve the new customers and support future growth
in Washington State. Washington Water is the largest investor-owned water
utility in that state.
OTHER NEW BUSINESS
New billing contracts were agreed to with the cities of Vista and El Segundo.
The two contracts are expected to add about $190,000 annually to other
income. The purchase of the Olcese Water District assets near Bakersfield
was completed in October and an agreement was reached to purchase the Country
Meadows Mutual Water Company's assets near Salinas. About 500 new accounts
will be added by these purchases.
REINCORPORATION IN DELAWARE
Group expected to complete the reincorporation of California Water Service
Group as a Delaware corporation in the third quarter of this year, however,
the reincorporation is now expected to be completed in the fourth quarter.
The reincorporation was approved by shareholders at their annual meeting in
April 1999.
YEAR 2000 UPDATE
Readiness: Group's Year 2000 preparedness team has developed and is
implementing a Year 2000 readiness plan. The Group retained an outside
independent consultant who reviewed and evaluated the Year 2000 readiness
plan. The consultant's report was positive, but identified certain areas
that required additional attention. The consultant's recommendations have
been addressed by the preparedness team. Computer operations are centralized
at a single location. Computer applications are currently processed on a
mainframe based system and a local area network (LAN) computer system.
Most billing applications are processed on the mainframe computer. As
scheduled, the information technology (IT) group has inventoried the various
mainframe software programs and identified modifications required to make the
programs Year 2000 ready. The necessary modifications have been made and
tested. The modified programs are currently used in daily production work.
A new Year 2000 compatible accounting, purchasing and human resources
software program package is being installed on the LAN system. Certain
accounting applications including general ledger, accounts payable and
payroll have already been migrated to the LAN system and others will be
converted prior to year-end.
Group has also identified non-computer equipment and operating systems that
potentially contain embedded date sensitive chips. Steps have been taken to
make the equipment and systems Year 2000 ready.
Suppliers and vendors with whom the Group has a material business
relationship were contacted during 1998 to assess their Year 2000
preparedness. The vendors and suppliers were contacted again during the
first quarter of 1999 to determine that they will not encounter Year 2000
problems that might disrupt the Group's business processes. Those contacted
include water wholesalers, power supply companies, chemical vendors, fuel
suppliers, banks and stock registrar. This process is being repeated in 1999
as operating units continue to work with suppliers and vendors to assure
availability of necessary products and supplies.
Group's water systems operate independent of each other. Each system is
unique as to its operating requirements. Each operating district has
prepared a Year 2000 readiness and response plan. The plans continue to be
reviewed and updated as additional testing is completed and new information
received that might affect the Year 2000 transition.
Costs: The estimated remediation cost for Year 2000 preparedness is about
$500,000 of which $450,000 has been spent to date. Included in the estimate
is the cost of the outside consultants and computer programming time plus
the cost to rent portable electric generators for the year-end period.
Additionally, four more portable booster pumps were purchased at a cost of
$320,000. These units would be used to pump water to higher elevations in
the case of a power outage. The costs of the new LAN system and software
package were not included in the estimate since their implementation and
installation date were not Year 2000 driven. No IT projects have been
deferred as a result of the Year 2000 efforts.
Risks: Group's water systems use some chip based equipment in their
operations. However, Group believes that in the case of a technology
failure in computer based operating equipment, the water systems can be
operated on a manual basis.
In a worst case scenario, Group may be unable to deliver water to some or
all of its customers because wholesale suppliers cannot provide water to
the Group or power supplies are not available to operate pumping equipment.
Additionally, it may be impossible to produce customer bills or maintain
accounting functions if power sources are not available or computer billing
programs do not function due to Year 2000 failures. Group is not able to
estimate the potential financial impact of these scenarios.
Group has evaluated its insurance coverage and believes that its policies
do provide coverage of Year 2000 issues.
Contingency Plans: Each district maintains an emergency response plan that
is reviewed and updated on a regular basis. These plans are designed to
provide for alternative operating plans and procedures in the event normal
operations are interrupted. The emergency plans are the basis for developing
separate Year 2000 service interruption preparedness and response plans.
Fixed site and portable auxiliary power generators are located throughout the
service territories. These generators are designed to produce electric power
for wells and pumps to supply water to customers in the event power suppliers
experience outages. If a power supplier is unable to deliver electricity,
the auxiliary generators would be used as a substitute source.
Emergency water connections are maintained between Group's water systems
and those of adjacent purveyors. In the event of loss of a wholesale water
supply or a power outage, the emergency connections could be operated to
provide a water supply.
Each district has identified high profile water users, such as hospitals,
and developed contingency plans for continued service in the event of a
Year 2000 disruption.
Each department and operating district completed another detailed review of
its plan to address Y2K issues. The plans continue to be discussed and
reviewed through the remainder of this year. The plans include:
- -Establishing a timeline to ascertain vendors' ability to provide crucial
products and services, informing employees of Y2K efforts and
responsibilities, scheduling maintenance so that water delivery facilities
are on line at year-end, arranging for alternate water and power supplies
- -Conducting "what if" exercises to develop responses to loss of water or
power outages from normal sources and preparing for manual water system
operations if necessary
- -Identifying plans to provide water service to critical vendors, such as
hospitals
- -Assuring that measures are in place to maintain water quality and testing
alternatives are available
- -Arranging for equipment needs and supplies should Y2K problems develop
- -Scheduling employees to be on duty or available for duty
ACCOUNTING PRONOUNCEMENTS
No accounting pronouncements were issued or effective during the period that
would have a significant impact on Group.
MARKET RISK
Group does not hold, trade in or issue derivative financial instruments and
therefore is not exposed to risks these instruments present.
Group's market risk to interest rate exposure is limited because the cost
of long-term financing, including interest costs, are covered in consumer
water rates as approved by the Commission. Group does not have foreign
operations, therefore, it does not have a foreign currency exchange risk.
Group's sensitivity to commodity prices is most affected by changes in
purchased water and purchased power costs. Through the Commission's
balancing account procedures, increases in purchased water and purchased
power costs can be passed on to consumers. Group manages other commodity
price exposure through the duration and terms of its vendor contracts.
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to the shareholders which have not been previously
reported. Results of shareholder voting at the April 15, 1999 annual meeting
were reported in the first quarter 10Q.
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Exhibits required to be filed by Item 601 of Regulation S-K.
None
SIGNATURES
Pursuant to the requirement of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
authorized undersigned.
CALIFORNIA WATER SERVICE GROUP
Registrant
November 3, 1999
/s/ Gerald F. Feeney
Gerald F. Feeney
Vice President, Chief Financial Officer and Treasurer
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