U i f ! Z p s l ! X b u f s ! D p n q b o z 2017 Annual Report Partnering with Our Community 200 for Over Years 1968-2018 5oth Anniversary of York County Parks Lake Redman and Lake Williams Photos: Jon Bilous, Noir Gallery The York Water Company has been a partner with the parks since the very beginning. In 1912, York Water began planting over one million trees around Lake Williams. Then in 1967, Lake Redman was constructed and completed in 1968. In 1976, York Water entered into a long-term agreement that opened up the 1,600 acre forest and lakes for the use of all residents and visitors. U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Fifty Years Ago, The York Water Company completed a monumental improvement for our customers. The Construction of Lake Redman in 1967 added over one billion gallons of water storage for a growing community. This planning and foresight ensured that our community would thrive, even in severe droughts, for many generations to come. At the same time, the York County Parks Department was organized and eventually grew to 11 parks covering over 4,500 acres. The centerpiece of this public park system is Over 1,600 acres of York Water Property surrounding Lake Redman and Lake Williams. 1967-68 turned out to be A Transformative Year for the York Community with two milestones that will continue to benefit residents for many generations to come. Q b h f ! 2 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Jeffrey R. Hines, P.E. President and Chief Executive Officer Dear Shareholders, Welcome to the Annual Report for America’s Oldest Public Company! I am pleased to report that 2017 continued our unsurpassed record of 202 years of service to our community. Dividends and Shareholder Value: An American Record! Operating revenues grew by 2.1% to $48.59 million in 2017. Operating income decreased 1.8% to $22.47 million. Our net income increased by 9.5% to $12.97 million in 2017. Earnings per share increased 9.8% to $1.01. In line with our objective to maintain regular dividend increases, we raised the quarterly dividend rate by 4.0% during the year. This is the 21st consecutive year we have raised our dividend and the 202nd consecutive year of dividend payments. We believe this to be the longest consecutive dividend record in America. In 2013, we initiated a share repurchase program to add value to our shareholders. The Board of Directors authorized us to repurchase up to 1,200,000 shares of the Company’s common stock from time to time. 37,229 shares were repurchased this year. As of December 31, 2017, 618,004 shares remain available for repurchase. We are only including a summary of our financial results in this annual report. Please refer to our annual SEC 10K Report, which was delivered with this report, or can be downloaded from the investor relations section of our website at www.yorkwater.com for a more detailed review of our financial performance. Continued Growth, Acquisitions, and Expansion The number of customers we served at the end of 2017 grew to 69,604 water and wastewater customers. This was an increase of 2,552 new customers. This 3.8% customer growth in 2017 was greater than our typical 1-3% growth. The Company is now authorized to serve in 48 municipalities in Adams and York Counties, and our population served grew in 2017 to approximately 198,000 people. Lake Redman Pumping Station Complete We completed an additional pumping station at our Lake Redman reservoir. This station and a 3.5 mile transmission main to our Filter Plant will provide redundant capacity in the event of a contamination event, power outage, or flooding. Q b h f ! 3 Water & Wastewater Customers U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Growth in Wastewater Business In 2017 we completed the acquisition of the West York Borough sewer collection system. This wastewater acquisition added approximately 1,700 customers representing 2,200 homes and businesses. After all previously announced acquisitions are complete, York Water will have approximately 2,300 wastewater customers and three 80,000-gallon-per-day wastewater treatment plants. Water Still Costs Less than One Cent per Gallon Our customer complaint rate and water rates remain among the lowest in the state while still providing world class service to our customers. In addition to great customer service, these measurements help us to maintain a productive relationship with our regulators, which is paramount to running a successful company. Increasing Efficiency While Maintaining Personal Contact Although we are a 202-year-old company, we continue to make technological advances to assist our customers while still providing that personal touch. When you call our office, one of our locally based and friendly customer service representatives will answer the phone and assist you. We continue to expand our initiatives in online applications and scheduling, paperless billing and electronic bill pay. We also continue to deploy a state-of-the-art radio frequency drive-by and fixed meter reading system. Of course, our historic office in downtown York remains open for walk-in or phone-in customer support. System Improvements for a Sustainable Future We continue to replace almost 1% of our existing water pipe each year. This reduces main breaks, water leakage, potential property damage, and reduces costs. York Water continues to work with local governments and other utilities to coordinate water main replacements prior to road resurfacing projects. This saves our customers money and provides the motoring public with a new road and equally new utilities below. In 2016 the American Water Works Association recommended that all water systems should have a goal of eliminating lead service lines. In 2017, York Water replaced over 1,100 of the estimated 1,600 company-owned lead service lines and is on track to replace all of them by the end of 2018. Through a unique approval by the Pennsylvania Public Utility Commission, the Company is also committed to replacing all customer-owned lead services, at little or no cost to the customer, over the following years with a goal of the complete elimination of all lead service lines from our community. Dedicated and Experienced Employees and New Chief Financial Officer York Water’s talented employees have an average of 13 years at the Company, which is indicative of the rewarding environment and collaborative corporate culture of The York Water Company. A Company that continues to thrive and grow, and improve service to its customers for 202 years, can only be possible due to the dedication, loyalty, and hard work of its employees. We thank all of the York Water family for their commitment to make this Company the most efficient water utility in the nation. We also promoted Matthew Poff from Controller to CFO upon the retirement of Kathy Miller. Bruce McIntosh, our VP of Human Resources, also retired. We thank Kathy and Bruce for their 20 years of service. Q b h f ! 4 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t The York Water Company congratulates York County on the 50th Anniversary of its successful parks and recreation program! Founded in 1968 with the donation of land for Rocky Ridge Park, York County now includes a system of 11 parks with holdings in excess of 4,500 acres. The York Water Company has been a partner with York County Parks since 1977, when the Company and York County entered into a cooperative arrangement that incorporated Lake Williams and Lake Redman into William H. Kain County Park. It is named for the company’s 17th President and includes 1,675 acres of beautiful land, along with the two lakes, for the recreational enjoyment of thousands of York County residents and visitors each year. York Water has also made substantial contributions to the wildlife center at Nixon Park, and to various projects throughout the park. Many events to commemorate the 50th Anniversary are being held throughout the year. For a complete list of events, contact the York County Department of Parks and Recreation at (717) 840-7440, or visit www.yorkcountypa.gov and click on “Parks and Recreation.” York County Parks are a vital part of the high quality of life enjoyed by county residents. We also invite visitors to come to York and enjoy year-round recreational activities such as fishing, boating, hunting, picnicking, hiking, biking, running, horseback riding, etc. Take advantage of this wonderful resource during this 50th Anniversary year! William H. Kain for whom the park was named in recognition of his leadership and contributions in establishing Kain Park. Obtaining approval for the incorporation of the reservoirs into the York County Parks’ system was regarded by Kain as one of his most worthwhile accomplishments. Q b h f ! 5 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Highlights of Our 202nd Year (In thousands of dollars, except per share amounts) Summary of Operations For the Year 2017 2016 2015 2014 2013 Operating revenues . . . . . . . . . . . . . . . . . . . . . . . . . . $ 48,589 $ 47,584 $ 47,089 $ 45,900 $ 42,383 Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 26,116 Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22,473 Interest expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,484 Gain on sale of land . . . . . . . . . . . . . . . . . . . . . . . . . . - Other income (expenses), net . . . . . . . . . . . . (472) Income before income taxes . . . . . . . . . . . . . . 17,517 Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,543 24,696 22,888 5,037 36 (632) 17,255 5,409 24,428 22,661 4,976 - (456) 17,229 4,740 23,823 22,077 4,996 316 (1,036) 16,361 4,877 Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 12,974 $ 11,846 $ 12,489 $ 11,484 Per Share of Common Stock Book value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 9.28 $ 8.87 $ 8.51 $ 8.15 Earning per share Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Diluted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.01 1.01 0.92 0.92 0.97 0.97 0.89 0.89 21,622 20,761 5,267 - (28) 15,466 5,812 9,654 7.98 0.75 0.75 $ $ Weighted average number of shares outstanding during the year: Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,849,123 12,845,955 12,831,687 12,879,912 12,928,040 Diluted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,849,171 12,845,973 12,831,687 12,879,912 12,928,040 Cash dividends declared per share . . . . 0.6472 0.6267 0.6040 0.5788 0.5580 Utility Plant Original cost, net of acquisition adjustments . . . . . . . . . $ 362,533 $ 339,745 $ 325,691 $ 313,003 $ 298,670 Construction expenditures . . . . . . . . . . . . . . . . 24,602 13,158 13,844 14,139 9,852 Other Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 332,030 $ 320,494 $ 310,533 $ 300,708 $ 280,123 Long-term debt including current portion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90,142 84,653 84,562 82,312 82,741 For Management’s Discussion and Analysis of Financial Condition and Results of Operations, please refer to Item 7 in the Company’s Annual Report on Form 10-K. Q b h f ! 6 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Shareholder Information Market for Common Stock and Dividends The common stock of The York Water Company is traded on the NASDAQ Global Select Market – Symbol YORW. Quarterly price ranges and cash dividends per share for the last two years follow: High $39.00 39.86 36.77 39.00 2017 Low $33.10 31.70 31.90 33.25 Dividend* $0.1602 0.1602 0.1602 0.1666 High $30.99 33.40 32.24 39.85 2016 Low $23.79 26.54 27.68 28.61 Dividend* $0.1555 0.1555 0.1555 0.1602 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter * Cash dividends per share reflect dividends declared at each dividend date. Prices listed in the above table are sales prices as listed on the NASDAQ Global Select Market. Shareholders of record (excluding individual participants in securities positions listings) as of December 31, 2017 numbered approximately 2,011. Performance Graph The following line graph presents the annual and cumulative total shareholder return for The York Water Company Common Stock over a five-year period from 2012 through 2017, based on the market price of the Common Stock and assuming reinvestment of dividends, compared with the cumulative total shareholder return of companies in the S&P 500 Index and a peer group made up of publicly traded water utilities, also assuming reinvestment of dividends. The peer group companies include: American States, American Water, Aqua America, Artesian Resources, California Water Service, Connecticut Water, Middlesex Water and San Jose Water. Comparison of 5 Year Cumulative Total Return Assumes Initial Investment of $100 2012-2017 300 250 200 150 100 50 0 2012 2013 2014 2015 2016 2017 The York Water Company S&P 500 Index - Total Returns Peer Group 2012 2013 2014 2015 2016 2017 100.00 122.52 139.56 153.90 240.54 217.44 The York Water Company S&P 500 Index - Total Returns 100.00 132.39 150.51 152.59 170.84 208.14 118.03 144.80 163.55 199.92 256.47 Peer Group 100.00 Q b h f ! 7 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Shareholder Information Dividend Policy Dividends on the Company's common stock are declared by the Board of Directors and are normally paid in January, April, July and October. Dividends are paid based on shares outstanding as of the stated record date, which is ordinarily the last day of the calendar month immediately preceding the dividend payment. The dividend paid on the Company’s common stock on January 16, 2018 was the 588th consecutive dividend paid by the Company. The Company has paid consecutive dividends for its entire history, since 1816. The policy of the Company’s Board of Directors is currently to pay cash dividends on a quarterly basis. The dividend rate has been increased annually for twenty-one consecutive years. The Company’s Board of Directors declared dividend number 589 in the amount of $0.1666 per share at its January 2018 meeting. The dividend is payable on April 16, 2018 to shareholders of record as of February 28, 2018. Future cash dividends will be dependent upon the Company’s earnings, financial condition, capital demands and other factors and will be determined by the Company’s Board of Directors. See Note 4 to the Company’s financial statements included in the Annual Report on Form 10-K for restrictions on dividend payments. Financial Reports and Investor Relations The Company makes available free of charge, on or through its website (www.yorkwater.com), its annual report on Form 10-K, its quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the SEC. Shareholders may request, without charge, copies of the Company’s financial reports. Such requests, as well as other investor relations inquiries, should be addressed to: Molly E. Norton Investor Relations and Communications Administrator The York Water Company 130 East Market Street York, PA 17401 (717) 718-2942 (800) 750-5561 mollyn@yorkwater.com Stock Exchange Listing The Company’s common shares trade on the NASDAQ Global Select Market. The trading symbol is YORW. Independent Auditors Baker Tilly Virchow Krause LLP Suite 200 221 West Philadelphia Street York, PA 17401 Transfer Agent & Registrar Broadridge Corporate Issuer Solutions, Inc. P.O. Box 1342 Brentwood, NY 11717 (844) 317-3311 (toll free) Internet: http://shareholder.broadridge.com/YORW Annual Meeting Information Monday, May 7, 2018 1:00 p.m. – Lunch 12:00 p.m. (reservation required) Appell Center for the Performing Arts 50 North George Street York, PA 17401 Q b h f ! 8 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Supplemental Information (Unaudited) (In thousands of dollars, except per share amounts) Year Ended December 31 Selected Financial Data Income 2017 2016 2015 Operating Revenues.............................................................................................. Operating Expenses .............................................................................................. Operating Income.................................................................................................. Interest Expense..................................................................................................... Net Income ............................................................................................................. Percent Change in Net Income Compared to Prior Year ................................ Common Stock Dividends ................................................................................... Dividend Payout Ratio ......................................................................................... $48,589 $26,116 $22,473 $4,484 $12,974 9.5% $8,318 64.1% $47,584 $24,696 $22,888 $5,037 $11,846 -5.1% $8,051 68.0% $47,089 $24,428 $22,661 $4,976 $12,489 8.8% $7,743 62.0% Weighted Average Common Shares Outstanding, Basic ................................ 12,849,123 12,845,955 12,831,687 Basic & Diluted Earnings Per Weighted Average Common Share................ $1.01 $0.92 $0.97 Number of Common Shares Outstanding......................................................... 12,872,742 12,852,295 12,812,377 ROE on Year End Common Equity .................................................................... Common Stock Dividends Per Share ................................................................. Net Cash Flows From Operating Activities ...................................................... 10.9% $0.6472 $20,111 Balance Sheet Common Stockholders’ Equity ........................................................................... $119,405 Long-Term Debt Including Current Maturities ................................................ $90,142 Total Capitalization ............................................................................................... $209,547 Percent Common Stockholders’ Equity ............................................................. Percent Long-Term Debt ...................................................................................... 57% 43% 10.4% $0.6267 $19,365 $114,061 $84,653 $198,714 57% 43% 11.5% $0.6040 $20,710 $109,070 $84,562 $193,632 56% 44% Net Utility Plant .................................................................................................... $288,787 $270,907 $261,420 Operating Data Revenue Class Residential .............................................................................................................. Commercial and Industrial.................................................................................. Other........................................................................................................................ Total Operating Revenues.................................................................................... $31,184 $13,729 $3,676 $48,589 $30,142 $13,760 $3,682 $47,584 $29,682 $13,822 $3,585 $47,089 Construction Expenditures .......................................................................... $24,602 $13,158 $13,844 Other Operating Data Number of Customers .......................................................................................... 69,604 Number of Employees.......................................................................................... Common Shareholders ......................................................................................... Book Value Per Common Share .......................................................................... Market Value at Year End .................................................................................... Market Value to Book Value ................................................................................ P/E Ratio ................................................................................................................ 102 2,011 $9.28 $33.90 365% 33.6 67,052 103 2,052 $8.87 $38.20 431% 41.5 66,087 107 2,007 $8.51 $24.94 293% 25.7 Q b h f ! 9 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Supplemental Information (Unaudited) (In thousands of dollars, except per share amounts) 2014 2013 2012 2011 2010 2009 2008 2007 $45,900 $23,823 $22,077 $4,996 $11,484 19.0% $7,443 64.8% $42,383 $21,622 $20,761 $5,267 $9,654 3.8% $7,214 74.7% $41,447 $20,874 $20,573 $5,249 $9,303 2.4% $6,929 74.5% $40,629 $20,754 $19,875 $5,260 $9,084 1.7% $6,708 73.8% $39,005 $19,238 $19,767 $4,894 $8,929 18.9% $6,506 72.9% $37,043 $19,655 $17,388 $4,896 $7,512 16.8% $6,050 80.5% $32,838 $18,158 $14,680 $4,219 $6,431 0.3% $5,526 85.9% $31,433 $17,333 $14,100 $4,009 $6,414 5.3% $5,332 83.1% 12,879,912 12,928,040 12,847,160 12,734,420 12,626,660 11,695,155 11,298,215 11,225,822 $0.89 $0.75 $0.72 $0.71 $0.71 $0.64 $0.57 $0.57 12,830,521 12,979,281 12,918,633 12,791,671 12,692,054 12,558,724 11,367,248 11,264,923 11.0% $0.5788 $18,766 $104,563 $82,312 $186,875 56% 44% 9.3% $0.5580 $18,438 $103,511 $82,741 $186,252 56% 44% 9.3% $0.5391 $16,422 $99,825 $82,684 $182,509 55% 45% 9.5% $0.5266 $17,474 9.8% $0.5150 $14,755 8.6% $0.5060 $15,801 9.2% $0.4890 $11,527 9.5% $0.4750 $10,040 $95,265 $82,621 $177,886 54% 46% $91,257 $82,672 $173,929 52% 48% $86,922 $75,662 $162,584 53% 47% $69,766 $84,340 $154,106 45% 55% $67,272 $69,335 $136,607 49% 51% $253,194 $244,237 $239,539 $232,277 $227,677 $221,475 $210,820 $191,046 $29,079 $13,267 $3,554 $45,900 $26,796 $12,299 $3,288 $42,383 $26,114 $12,114 $3,219 $41,447 $25,693 $11,820 $3,116 $40,629 $24,478 $11,440 $3,087 $39,005 $23,299 $10,734 $3,010 $37,043 $20,572 $9,671 $2,595 $32,838 $19,722 $9,290 $2,421 $31,433 $14,139 $9,852 $11,543 $9,472 $10,541 $12,535 $24,438 $18,154 65,102 107 2,002 $8.15 $23.21 285% 26.1 64,118 104 2,023 $7.98 $20.93 262% 27.9 63,779 105 1,786 $7.73 $17.57 227% 24.4 62,738 106 1,658 $7.45 $17.64 237% 24.8 62,505 111 1,649 $7.19 $17.29 240% 24.4 62,186 111 1,516 $6.92 $14.51 210% 22.7 61,527 110 1,485 $6.14 $12.10 197% 21.2 58,890 109 1,443 $5.97 $15.50 260% 27.2 Q b h f ! : U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Directors, Officers, & Key Employees Board of Directors James H. Cawley (1) (3) Age 72 Director Since 2016 Michael W. Gang, Esq. (1) Age 67 Director Since 1996 Jeffrey R. Hines, P.E. (1) Age 56 Director Since 2008 George W. Hodges (1) Age 67 Chairman Director Since 2000 George Hay Kain, III (4) Age 69 Director Since 1986 Jody L. Keller (4) Age 64 Director Since 2015 Erin C. McGlaughlin (2) (3) Age 44 Director Since 2016 Robert P. Newcomer (1) (2) (4) Age 69 Director Since 2013 Directors Emeriti Josephine S. Appell Cynthia A. Dotzel Chloé R. Eichelberger John L. Finlayson Horace E. Keesey, III William T. Morris Irvin S. Naylor Thomas C. Norris Jeffrey S. Osman Key (1) Executive Committee (2) Audit Committee (3) Nomination and Corporate Governance Committee (4) Compensation Committee Steven R. Rasmussen, CPA (2) (3) Age 45 Director Since 2011 Ernest J. Waters (1) (2) (4) Age 68 Director Since 2007 Q b h f ! 2 1 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t In 1967, Lake Redman was built to help protect the community from drought. Fifty years later, in 2017, the 20-million-gallon-per-day Lake Redman Pump Station was constructed to further provide a reliable and redundant water supply in the event of floods, power outages, and contamination events. This pump station continues the over 200-year history of York Water preparing for the future and protecting our water supplies. Photo: Mike Mihalo Photography Q b h f ! 2 2 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Directors, Officers, & Key Employees Officers & Key Employees Vernon L. Bracey Age 56 Vice President- Customer Service Natalee Colón, SHRM-CP Age 30 Human Resources Manager Joseph T. Hand Age 55 Chief Operating Officer Jeffrey R. Hines, P.E. Age 56 President and Chief Executive Officer Matthew E. Poff, CPA Age 46 Chief Financial Officer and Treasurer Mark S. Snyder, P.E. Age 47 Vice President-Engineering John H. Strine Age 61 Vice President-Operations Molly E. Norton Investor Relations and Communications Administrator Kathleen M. Miller Chief Financial Officer and Treasurer Retired 2017 Q b h f ! 2 3 U i f ! Z p s l ! X b u f s ! D p n q b o z 2 0 1 7 A n n u a l R e p o r t Chartered Territory Distribution and Supply System A map of York Water’s 2017 chartered territory and service area, and photo of Lake Williams looking from one of its boat docks. The York Water Company 130 East Market Street York, Pennsylvania 17401 717-845-3601 www.yorkwater.com