SECURITIES AND EXCHANGE COMMISSION



SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549



FORM 8-K


CURRENT REPORT




Pursuant to Section 13 or 15(d) of the Securities Exchange Act 1934

Date of Report (Date of earliest event reported): February 11, 2003





Commission File Number    1-8858




UNITIL CORPORATION

(Exact name of registrant as specified in its charter)




New Hampshire

02-0381573

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification No.)

  
  

6 Liberty Lane West,
Hampton, New Hampshire

03842-1720

(Address of principal executive offices)

(Zip Code)





Registrant's telephone number, including area code:  (603) 772-0775




Item 5. Other Events


On February 11, 2003, Unitil Corporation (the "Company") issued a press release announcing results of operations for the three and twelve month periods ended December 31, 2002.  The press release and accompanying financial report are filed with this Form 8-K as Exhibit 99.


Item 7.  Financial Statements and Exhibits



Exhibit 99:

Press release dated February 11, 2003 and accompanying financial report.






SIGNATURES




Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.






 

UNITIL CORPORATION         

 

(Registrant)





Date:  February 12, 2003     

/s/      Mark H. Collin

 

         Mark H. Collin

 

         Chief Financial Officer




Exhibit 99

 









For Immediate Release


Contact:

Mark H. Collin

Phone: 603-773-6612

Fax:  603-773-6605

Email:  collin@unitil.com



Unitil Reports Year-End Earnings


Hampton, NH - February 11, 2003: Unitil Corporation (AMEX: UTL) (www.unitil.com) today announced 2002 earnings of $5.8 million, or $1.23 per share on a diluted basis, compared to $0.8 million, or $0.18 in 2001.


Robert G. Schoenberger, Unitil's Chairman and Chief Executive Officer said, "Unitil has achieved several major milestones by completing the legislatively-mandated restructuring of our New Hampshire and Massachusetts operations, securing $7 million annually in higher distribution revenues reflecting increased investment and operating expenses, and implementing a management succession and streamlining which is estimated to save over $2 million annually.  These achievements have eliminated major regulatory uncertainties which have adversely affected our financial results over the last few years.  Unitil enters 2003 on a new, strong and stable financial and operational base."


Results for both 2002 and 2001 included significant non-recurring charges that affected earnings.  In the fourth quarter of 2002, Unitil recorded a non-recurring Restructuring Charge of $1.6 million, or $0.20 per share, associated with changes to our organizational structure including the reduction of a number of management and administrative positions.


Excluding the 2002 and 2001 non-recurring items, comparable earnings per share were $1.43 for 2002 and $1.51 for 2001.  This decrease is largely attributable to higher employee health and pension costs and increased depreciation and amortization expense, reflecting increased investments in utility plant and accelerated recovery of certain regulatory assets.  These impacts were partially offset by higher distribution revenues.


For the fourth quarter of 2002, earnings per share were $0.31, including the non-recurring Restructuring Charge of $0.20 per share.  Excluding the effect of non-recurring items, fourth quarter comparable earnings per share were $0.51 and $0.53 per share in 2002 and 2001, respectively.


Unitil is a public utility holding company with subsidiaries providing electric service in New Hampshire and electric and gas service in Massachusetts and energy services throughout the Northeast.  Its subsidiaries include Unitil Energy Systems, Inc., Fitchburg Gas and Electric Light Company, Unitil Power Corp., Unitil Realty Corp., Unitil Service Corp. and its unregulated business segment Unitil Resources, Inc.  Usource L.L.C. is a subsidiary of Unitil Resources, Inc.  


This news release contains forward-looking statements, which are subject to the inherent uncertainties in predicting future results and conditions.  Certain factors that could cause the actual results to differ materially from those projected in these forward-looking statements include, but are not limited to; variations in weather, changes in the regulatory environment, customers' preferences on energy sources, general economic conditions, increased competition and other uncertainties, all of which are difficult to predict, and many of which are beyond the control of the Company.






Unitil Corporation

    

(Amounts In Thousands, except Shares and Per Share Data)

  
     
  

Three Months Ended

  

December 31,

  

2002

 

2001

     

Operating Revenues

$

50,573

$

47,429

     

Purchased Power & Gas

 

33,083

 

32,322

     

Operation & Maintenance

 

7,506

 

5,948

     

Restructuring Charge

 

1,598

 

---

     

Depreciation, Amortization, Taxes & Other

 

        5,295

 

      5,031

     

Operating Income

 

3,091

 

4,128

     

Interest Expense, Net

 

1,506

 

1,549

     

Investment Write-down, net of tax

 

---

 

2,400

     

Other Non-Operating Expenses

 

             50

 

           28

     

Net Income

 

1,535

 

151

     

Preferred Dividends

 

             63

 

           62

     

Net Income Applicable to Common Stock

$

1,472

$

89 

     
     

Earnings per Common Share

     

Net Income Applicable to Common Stock

$

0.31

$

0.03

     

Non-recurring Items:

    
     

Restructuring Charge, net of tax

 

(0.20)

 

n/a 

     

Investment Write-down, net of tax

 

            n/a

 

      (0.50)

     

Earnings Before Non-recurring Items

$

0.51 

$

0.53 

 

    

Average Common Shares Outstanding

 

4,766,231

 

4,760,617











Unitil Corporation

    

(Amounts In Thousands, except Shares and Per Share Data)

  
     
  

Twelve Months Ended

  

December 31,

  

2002

 

2001

     

Operating Revenues

$

188,386

$

207,022 

     

Purchased Power & Gas

 

125,741

 

146,774

     

Operation & Maintenance

 

25,667

 

25,000

     

Restructuring Charge

 

1,598

 

---

     

Depreciation, Amortization, Taxes & Other

 

      22,132

 

    20,854

     

Operating Income

 

13,248

 

14,394

     

Interest Expense, Net

 

7,057

 

6,797

     

Extraordinary Item, net of tax

 

---

 

3,937

     

Investment Write-down, net of tax

 

(82)

 

2,400

     

Other Non-Operating Expenses

 

           185

 

         170

     

Net Income

 

6,088

 

1,090

     

Preferred Dividends

 

           253

 

         257

     

Net Income Applicable to Common Stock

$

5,835

$

833 

     
     

Earnings per Common Share

     

Net Income Applicable to Common Stock

$

1.23

$

0.18

     

Non-recurring Items:

    
     

Restructuring Charge, net of tax

 

(0.20)

 

n/a

     

Investment Write-down, net of tax

 

n/a

 

(0.50)

     

Extraordinary Item, net of tax

 

            n/a

 

      (0.83)

     

Earnings Before Non-recurring Items

$

1.43 

$

1.51 

     

Average Common Shares Outstanding

 

4,762,166

 

4,759,822


For more information, visit Unitil at www.unitil.com or call Mark Collin at 603-772-0775.