UNITED STATES
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): March 31, 2008
UNITIL CORPORATION
(Exact name of registrant as specified in its charter)
New Hampshire | 1-8858 | 02-0381573 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
6 Liberty Lane West, Hampton, New Hampshire | 03842-1720 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (603) 772-0775
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 | Other Events |
On March 31, 2008, Unitil Corporation, a New Hampshire corporation (Unitil or the Company), made regulatory filings with the Maine Public Utilities Commission and the New Hampshire Public Utilities Commission requesting approval for Unitils acquisition of the natural gas distribution company Northern Utilities. A copy of the press release issued by the Company regarding these filings is attached with this Current Report on Form 8-K as Exhibit 99.1.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits |
Number |
Exhibit | |
99.1 | Press release dated April 7, 2008 |
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, hereunto duly authorized.
UNITIL CORPORATION
By: | /s/ Mark H. Collin | |
Mark H. Collin | ||
Senior Vice President, Chief Financial Officer and Treasurer | ||
Date: | April 8, 2008 |
Exhibit 99.1
For Immediate Release... | ||||
George Gantz | ||||
603-773-6569 | ||||
gantz@unitil.com | ||||
Unitil Files Plan for Approval of Acquisition of Northern Utilities | ||||
Hampton, NH April 7, 2008: Unitil Corporation (AMEX: UTL) reported that regulatory filings were made with the Maine Public Utilities Commission (MPUC) and the New Hampshire Public Utilities Commission (NHPUC) on March 31, 2008 requesting approval for Unitils acquisition of the natural gas distribution company Northern Utilities (Northern). The filings include testimony on the benefits to Northerns customers of the proposed acquisition and the synergies resulting from the transaction. The Company also notes that it will be retaining Northerns current workforce and adding more than 40 new positions, primarily in the areas of gas engineering, operations and customer service. | ||||
Unitils acquisition of Northern will provide net benefits to Northerns customers in the form of an increased commitment to the communities served by Northern, synergistic savings and an experienced management team committed to ensuring service quality, safety and reliability, according to the testimony of Mark H. Collin, Unitils Senior Vice President and Chief Financial Officer. The acquisition will also increase Unitils total capitalization by over 60% and broaden Unitils financial base. | ||||
In its filing, the Company reports that it intends to raise $160 million to finance the transaction in the form of long-term debt of varying maturities at fixed interest rates and newly issued common equity. The Company will seek to complete the financings prior to or concurrent with the close of the transaction. | ||||
Action by the MPUC and the NHPUC on Unitils request is expected by October 1, 2008. | ||||
Unitil (www.unitil.com) is a public utility holding company with utility subsidiaries providing electric service in New Hampshire and electric and gas service in Massachusetts. Unitil serves 115,000 customers in 37 communities in the capital and seacoast regions of New Hampshire and in north central Massachusetts. Upon consummation of the recently announced acquisition of Northern Utilities, Unitil will add 52,000 gas customers in 44 communities in Maine and New Hampshire. Usource L.L.C., Unitils non-regulated business, offers energy brokerage services to large energy users throughout the northeast. | ||||
Concerning Forward Looking Statements | ||||
This press release contains forward-looking statements, which are subject to the inherent uncertainties in predicting future results and conditions. All statements, other than statements of historical fact, are forward-looking statements. 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, the following: variations in weather; changes in the regulatory environment; customers preferences on energy sources; general economic conditions; increased competition; fluctuations in supply, demand, transmission capacity and prices for energy commodities; and other uncertainties, all of which are difficult to predict, and many of which are beyond the control of Unitil Corporation. For a detailed discussion of the important factors that affect Unitil that could cause actual results to differ from those expressed or implied in these forward-looking statements, please refer to Unitils Annual Report on Form 10-K for the year ended December 31, 2007, which has been filed with the Securities and Exchange Commission. |
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