ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
(Address of principal executive offices) |
(Zip Code) |
Title of each class |
Trading Symbol |
Name of each exchange of which registered | ||
Item |
Description |
Page |
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PART I |
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1. |
3 |
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3 |
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4 |
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6 |
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8 |
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9 |
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11 |
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12 |
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12 |
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12 |
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1A. |
13 |
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1B. |
19 |
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2. |
19 |
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3. |
20 |
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4. |
21 |
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PART II |
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5. |
22 |
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6. |
25 |
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7. |
26 |
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7A. |
41 |
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8. |
43 |
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9. |
92 |
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9A. |
92 |
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9B. |
92 |
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PART III |
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10. |
93 |
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11. |
93 |
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12. |
93 |
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13. |
93 |
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14. |
93 |
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PART IV |
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15. |
94 |
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SIGNATURES |
||||||
100 |
• | the Company’s regulatory and legislative environment (including laws and regulations relating to climate change, greenhouse gas emissions and other environmental matters), could affect the rates the Company is able to charge, the Company’s authorized rate of return, the Company’s ability to recover costs in its rates, the Company’s financial condition, results of operations and cash flows and the scope of the Company’s regulated activities; |
• | fluctuations in the supply of, demand for, and the prices of, gas and electric energy commodities and transmission and transportation capacity and the Company’s ability to recover energy supply costs in its rates; |
• | customers’ preferred energy sources; |
• | severe storms and the Company’s ability to recover storm costs in its rates; |
• | declines in the valuation of capital markets, which could require the Company to make substantial cash contributions to cover its pension obligations, and the Company’s ability to recover pension obligation costs in its rates; |
• | general economic conditions, which could adversely affect (i) the Company’s customers and, consequently, the demand for the Company’s distribution services, (ii) the availability of credit and liquidity resources and (iii) certain of the Company’s counterparty’s obligations (including those of its insurers and lenders); |
• | the Company’s ability to obtain debt or equity financing on acceptable terms; |
• | increases in interest rates, which could increase the Company’s interest expense; |
• | restrictive covenants contained in the terms of the Company’s and its subsidiaries’ indebtedness, which restrict certain aspects of the Company’s business operations; |
• | variations in weather, which could decrease demand for the Company’s distribution services; |
• | long-term global climate change, which could adversely affect customer demand or cause extreme weather events that could disrupt the Company’s electric and natural gas distribution services; |
• | cyber-attacks, acts of terrorism, acts of war, severe weather, a solar event, an electromagnetic event, a natural disaster, the age and condition of information technology assets, human error, or other reasons could disrupt the Company’s operations and cause the Company to incur unanticipated losses and expense; |
• | outsourcing of services to third parties could expose us to substandard quality of service delivery or substandard deliverables, which may result in missed deadlines or other timeliness issues, non-compliance (including with applicable legal requirements and industry standards) or reputational harm, which could negatively impact our results of operations; |
• | numerous hazards and operating risks relating to the Company’s electric and natural gas distribution activities, which could result in accidents and other operating risks and costs; |
• | catastrophic events; |
• | the Company’s ability to retain its existing customers and attract new customers; and |
• | increased competition. |
Item 1. |
Business |
Company Name |
State and Year of Organization |
Principal Business | ||||
Unitil Energy Systems, Inc. (Unitil Energy) |
NH - 1901 |
Electric Distribution Utility | ||||
Fitchburg Gas and Electric Light Company (Fitchburg) |
MA - 1852 |
Electric & Natural Gas Distribution Utility | ||||
Northern Utilities, Inc. (Northern Utilities) |
NH - 1979 |
Natural Gas Distribution Utility | ||||
Granite State Gas Transmission, Inc. (Granite State) |
NH - 1955 |
Natural Gas Transmission Pipeline | ||||
Unitil Power Corp. (Unitil Power) |
NH - 1984 |
Wholesale Electric Power Utility | ||||
Unitil Service Corp. (Unitil Service) |
NH - 1984 |
Utility Service Company | ||||
Unitil Realty Corp. (Unitil Realty) |
NH - 1986 |
Real Estate Management | ||||
Unitil Resources, Inc. (Unitil Resources) |
NH - 1993 |
Non-regulated Energy Services |
Customers Served as of December 31, 2019 |
||||||||||||
Residential |
Commercial & Industrial (C&I) |
Total |
||||||||||
Electric: |
||||||||||||
Unitil Energy |
65,366 |
11,198 |
76,564 |
|||||||||
Fitchburg |
25,617 |
3,948 |
29,565 |
|||||||||
Total Electric |
90,983 |
15,146 |
106,129 |
|||||||||
Natural Gas: |
||||||||||||
Northern Utilities |
51,492 |
16,370 |
67,862 |
|||||||||
Fitchburg |
14,344 |
1,705 |
16,049 |
|||||||||
Total Natural Gas |
65,836 |
18,075 |
83,911 |
|||||||||
Total Customers Served |
156,819 |
33,221 |
190,040 |
|||||||||
Employees Covered |
CBA Expiration |
|||||||
Fitchburg |
47 |
05/31/2022 |
||||||
Northern Utilities NH Division |
36 |
06/05/2020 |
||||||
Northern Utilities ME Division |
39 |
03/31/2021 |
||||||
Granite State |
4 |
03/31/2021 |
||||||
Unitil Energy |
37 |
05/31/2023 |
||||||
Unitil Service |
5 |
05/31/2023 |
• | Internet Account Access is available at www.computershare.com/investor |
• | Dividend Reinvestment and Stock Purchase Plan: |
• | Dividend Direct Deposit Service: |
• | Direct Registration: |
Item 1A. |
Risk Factors |
• | the actual and projected earnings and cash flow, capital requirements and general financial condition of the Company’s subsidiaries; |
• | the prior rights of holders of existing and future preferred stock, mortgage bonds, long-term notes and other debt issued by the Company’s subsidiaries; |
• | the restrictions on the payment of dividends contained in the existing loan agreements of the Company’s subsidiaries and that may be contained in future debt agreements of the Company’s subsidiaries, if any; and |
• | limitations that may be imposed by New Hampshire, Massachusetts and Maine state regulatory authorities. |
Item 1B. |
Unresolved Staff Comments |
Item 2. |
Properties |
Northern Utilities |
Fitchburg |
Granite State |
Total |
|||||||||||||||||
Description |
NH |
ME |
||||||||||||||||||
Underground Natural Gas Mains—Miles |
560 |
597 |
273 |
— |
1,430 |
|||||||||||||||
Natural Gas Transmission Pipeline—Miles |
— |
— |
— |
86 |
86 |
|||||||||||||||
Service Pipes |
23,912 |
22,883 |
11,123 |
— |
57,918 |
Description |
Unitil Energy |
Fitchburg |
Total |
|||||||||
Primary Transmission and Distribution Pole Miles—Overhead |
1,279 |
446 |
1,725 |
|||||||||
Conduit Distribution Bank Miles—Underground |
233 |
67 |
300 |
|||||||||
Transmission and Distribution Substations |
34 |
16 |
50 |
|||||||||
Transformer Capacity of Transmission and Distribution Substations (MVA) |
542.7 |
608.2 |
1,150.9 |
Item 3. |
Legal Proceedings |
Item 4. |
Mine Safety Disclosures |
Item 5. |
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
Dividends per Common Share |
2019 |
2018 |
||||||
1st Quarter |
$ |
0.370 |
$ | 0.365 |
||||
2nd Quarter |
0.370 |
0.365 |
||||||
3rd Quarter |
0.370 |
0.365 |
||||||
4th Quarter |
0.370 |
0.365 |
||||||
Total for Year |
$ |
1.48 |
$ | 1.46 |
||||
(a) |
(b) |
(c) |
||||||||||
Plan Category |
Number of securities to be issued upon exercise of outstanding options, warrants and rights |
Weighted-average exercise price of outstanding options, warrants and rights |
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) |
|||||||||
Equity compensation plans approved by security holders (1) |
— |
— |
272,299 |
|||||||||
Equity compensation plans not approved by security holders |
— |
— |
— |
|||||||||
Total |
— |
— |
272,299 |
|||||||||
(1) |
Consists of the Second Amended and Restated 2003 Stock Plan (the Plan). On April 19, 2012, shareholders approved the Plan, and a total of 677,500 shares of our common stock were reserved for issuance pursuant to awards of restricted stock, restricted stock units and common stock under the Plan. A total of 412,205 shares of restricted stock have been awarded and 1,106 restricted stock units have been settled and issued as shares of common stock by Plan participants through December 31, 2019. As of December 31, 2019, a total of 8,110 shares of restricted stock were forfeited and once again became available for issuance under the Plan. |
(1) |
The graph above assumes $100 invested on December 31, 2014, in each category and the reinvestment of all dividends during the five-year period. The Peer Group is comprised of the S&P 500 Utilities Index. |
Period |
Total Number of Shares Purchased |
Average Price Paid per Share |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs |
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||||||||
10/1/19 – 10/31/19 |
2,911 |
$ | 63.54 |
2,911 |
$ | 10,034 |
||||||||||
11/1/19 – 11/30/19 |
— |
— |
— |
$ | 10,034 |
|||||||||||
12/1/19 – 12/31/19 |
— |
— |
— |
$ | 10,034 |
|||||||||||
Total |
2,911 |
$ | 63.54 |
2,911 |
||||||||||||
Item 6. |
Selected Financial Data |
For the Years Ended December 31, (all data in millions except customers served, shares, % and per share data) |
||||||||||||||||||||
2019 (2) |
2018 |
2017 |
2016 |
2015 |
||||||||||||||||
Customers Served (Year-End): |
||||||||||||||||||||
Electric: |
||||||||||||||||||||
Residential |
90,983 |
90,537 |
90,009 |
89,400 |
88,444 |
|||||||||||||||
Commercial & Industrial |
15,146 |
15,034 |
14,969 |
14,872 |
14,825 |
|||||||||||||||
Total Electric |
106,129 |
105,571 |
104,978 |
104,272 |
103,269 |
|||||||||||||||
Natural Gas: |
||||||||||||||||||||
Residential |
65,836 |
64,604 |
63,441 |
62,284 |
61,270 |
|||||||||||||||
Commercial & Industrial |
18,075 |
18,155 |
17,868 |
17,654 |
17,479 |
|||||||||||||||
Total Natural Gas |
83,911 |
82,759 |
81,309 |
79,938 |
78,749 |
|||||||||||||||
Total Customers Served |
190,040 |
188,330 |
186,287 |
184,210 |
182,018 |
|||||||||||||||
Electric and Gas Sales: |
||||||||||||||||||||
Electric Distribution Sales (kWh) |
1,595.7 |
1,675.8 |
1,624.1 |
1,628.8 |
1,667.7 |
|||||||||||||||
Firm Natural Gas Distribution Sales (Therms) |
232.1 |
231.1 |
213.8 |
205.7 |
219.4 |
|||||||||||||||
Consolidated Statements of Earnings: |
||||||||||||||||||||
Operating Revenue |
$ |
438.2 |
$ | 444.1 |
$ | 406.2 |
$ | 383.4 |
$ | 426.8 |
||||||||||
Operating Income |
73.1 |
71.2 |
75.4 |
70.2 |
68.0 |
|||||||||||||||
Interest Expense, Net |
23.7 |
24.0 |
23.1 |
22.5 |
21.9 |
|||||||||||||||
Other Expense (Income), Net |
(8.6 |
) |
5.8 |
5.8 |
5.2 |
4.4 |
||||||||||||||
Income Before Income Taxes |
58.0 |
41.4 |
46.5 |
42.5 |
41.7 |
|||||||||||||||
Income Taxes |
13.8 |
8.4 |
17.5 |
15.4 |
15.4 |
|||||||||||||||
Net Income |
44.2 |
33.0 |
29.0 |
27.1 |
26.3 |
|||||||||||||||
Dividends on Preferred Stock |
— |
— |
— |
— |
— |
|||||||||||||||
Earnings Applicable to Common Shareholders |
$ |
44.2 |
$ | 33.0 |
$ | 29.0 |
$ | 27.1 |
$ | 26.3 |
||||||||||
Earnings Per Average Share: |
$ |
2.97 |
$ | 2.23 |
$ | 2.06 |
$ | 1.94 |
$ | 1.89 |
||||||||||
Common Stock—(Diluted Weighted Average Outstanding, 000’s) |
14,900 |
14,829 |
14,102 |
13,996 |
13,920 |
|||||||||||||||
Dividends Declared Per Share |
$ |
1.48 |
$ | 1.46 |
$ | 1.44 |
$ | 1.42 |
$ | 1.40 |
||||||||||
Book Value Per Share (Year-End) |
$ |
25.22 |
$ | 23.60 |
$ | 22.72 |
$ | 20.82 |
$ | 20.20 |
||||||||||
Balance Sheet Data (as of December 31,): |
||||||||||||||||||||
Utility Plant |
$ |
1,467.5 |
$ | 1,369.3 |
$ | 1,279.2 |
$ | 1,173.4 |
$ | 1,080.6 |
||||||||||
Lease Obligations (1) |
$ |
4.5 |
$ | 5.8 |
$ | 8.8 |
$ | 11.3 |
$ | 14.1 |
||||||||||
Total Assets |
$ |
1,370.8 |
$ | 1,298.3 |
$ | 1,241.9 |
$ | 1,128.2 |
$ | 1,038.8 |
||||||||||
Capitalization: |
||||||||||||||||||||
Common Stock Equity |
$ |
376.6 |
$ | 351.1 |
$ | 336.6 |
$ | 292.9 |
$ | 282.6 |
||||||||||
Preferred Stock |
0.2 |
0.2 |
0.2 |
0.2 |
0.2 |
|||||||||||||||
Long-Term Debt, less current portion |
437.5 |
387.4 |
376.3 |
316.8 |
305.5 |
|||||||||||||||
Total Capitalization |
$ |
814.3 |
$ | 738.7 |
$ | 713.1 |
$ | 609.9 |
$ | 588.3 |
||||||||||
Current Portion of Long-Term Debt |
$ |
19.5 |
$ | 18.4 |
$ | 29.8 |
$ | 16.8 |
$ | 17.1 |
||||||||||
Short-Term Debt |
$ |
58.6 |
$ | 82.8 |
$ | 38.3 |
$ | 81.9 |
$ | 42.0 |
||||||||||
Capital Structure Ratios (as of December 31,): |
||||||||||||||||||||
Common Stock Equity |
46 |
% |
48 |
% | 47 |
% | 48 |
% | 48 |
% | ||||||||||
Long-Term Debt, less current portion |
54 |
% |
52 |
% | 53 |
% | 52 |
% | 52 |
% |
(1) |
Includes amounts due within one year. Amount for 2019 includes amounts $4.0 of operating lease obligations. See the “Leases” section of Note 5 to the accompanying Consolidated Financial Statements. |
(2) |
See “Divestiture of Non-Regulated Business Subsidiary” in Note 1 to the Consolidated Financial Statements. |
Item 7. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) (Note references are to the Notes to the Consolidated Financial Statements included in Item 8, below.) |
i) | Unitil Energy, which provides electric service in the southeastern seacoast and state capital regions of New Hampshire; |
ii) | Fitchburg, which provides both electric and natural gas service in the greater Fitchburg area of north central Massachusetts; and |
iii) | Northern Utilities, which provides natural gas service in southeastern New Hampshire and portions of southern and central Maine, including the city of Portland and the Lewiston-Auburn area. |
Therm Sales (millions) |
Change |
|||||||||||||||||||||||||||
2019 vs. 2018 |
2018 vs. 2017 |
|||||||||||||||||||||||||||
2019 |
2018 |
2017 |
Therms |
% |
Therms |
% |
||||||||||||||||||||||
Residential |
48.0 |
48.7 |
43.4 |
(0.7 |
) | (1.4 |
%) | 5.3 |
12.2 |
% | ||||||||||||||||||
Commercial & Industrial |
184.1 |
182.4 |
170.4 |
1.7 |
0.9 |
% | 12.0 |
7.0 |
% | |||||||||||||||||||
Total Therm Sales |
232.1 |
231.1 |
213.8 |
1.0 |
0.4 |
% | 17.3 |
8.1 |
% | |||||||||||||||||||
Gas Operating Revenues and Sales Margin (millions) |
||||||||||||||||||||||||||||
Change |
||||||||||||||||||||||||||||
2019 vs. 2018 |
2018 vs. 2017 |
|||||||||||||||||||||||||||
2019 |
2018 |
2017 |
$ |
% |
$ |
% |
||||||||||||||||||||||
Gas Operating Revenue: |
||||||||||||||||||||||||||||
Residential |
$ |
81.2 |
$ | 86.0 |
$ | 77.3 |
$ | (4.8 |
) | (5.6 |
%) | $ | 8.7 |
11.3 |
% | |||||||||||||
Commercial & Industrial |
122.2 |
130.1 |
116.7 |
(7.9 |
) | (6.1 |
%) | 13.4 |
11.5 |
% | ||||||||||||||||||
Total Gas Operating Revenue |
$ |
203.4 |
$ | 216.1 |
$ | 194.0 |
$ | (12.7 |
) | (5.9 |
%) | $ | 22.1 |
11.4 |
% | |||||||||||||
Cost of Gas Sales |
$ |
81.2 |
$ | 99.2 |
$ | 84.3 |
$ | (18.0 |
) | (18.1 |
%) | $ | 14.9 |
17.7 |
% | |||||||||||||
Gas Sales Margin |
$ |
122.2 |
$ | 116.9 |
$ | 109.7 |
$ | 5.3 |
4.5 |
% | $ | 7.2 |
6.6 |
% | ||||||||||||||
kWh Sales (millions) |
Change |
|||||||||||||||||||||||||||
2019 vs. 2018 |
2018 vs. 2017 |
|||||||||||||||||||||||||||
2019 |
2018 |
2017 |
kWh |
% |
kWh |
% |
||||||||||||||||||||||
Residential |
648.2 |
685.5 |
649.4 |
(37.3 |
) | (5.4 |
%) | 36.1 |
5.6 |
% | ||||||||||||||||||
Commercial & Industrial |
947.5 |
990.3 |
974.7 |
(42.8 |
) | (4.3 |
%) | 15.6 |
1.6 |
% | ||||||||||||||||||
Total kWh Sales |
1,595.7 |
1,675.8 |
1,624.1 |
(80.1 |
) | (4.8 |
%) | 51.7 |
3.2 |
% | ||||||||||||||||||
Electric Operating Revenues and Sales Margin (millions) |
||||||||||||||||||||||||||||
Change |
||||||||||||||||||||||||||||
2019 vs. 2018 |
2018 vs. 2017 |
|||||||||||||||||||||||||||
2019 |
2018 |
2017 |
$ |
% |
$ |
% |
||||||||||||||||||||||
Electric Operating Revenue: |
||||||||||||||||||||||||||||
Residential |
$ |
133.8 |
$ | 127.2 |
$ | 115.5 |
$ | 6.6 |
5.2 |
% | $ | 11.7 |
10.1 |
% | ||||||||||||||
Commercial & Industrial |
100.1 |
96.1 |
90.7 |
4.0 |
4.2 |
% | 5.4 |
6.0 |
% | |||||||||||||||||||
Total Electric Operating Revenue |
$ |
233.9 |
$ | 223.3 |
$ | 206.2 |
$ | 10.6 |
4.7 |
% | $ | 17.1 |
8.3 |
% | ||||||||||||||
Cost of Electric Sales |
$ |
142.0 |
$ | 131.4 |
$ | 114.0 |
$ | 10.6 |
8.1 |
% | $ | 17.4 |
15.3 |
% | ||||||||||||||
Electric Sales Margin |
$ |
91.9 |
$ | 91.9 |
$ | 92.2 |
$ | — |
— |
$ | (0.3 |
) | (0.3 |
%) | ||||||||||||||
Other Revenue (millions) |
||||||||||||||||||||||||||||
Change |
||||||||||||||||||||||||||||
2019 vs. 2018 |
2018 vs. 2017 |
|||||||||||||||||||||||||||
2019 |
2018 |
2017 |
$ |
% |
$ |
% |
||||||||||||||||||||||
Usource |
$ |
0.9 |
$ | 4.7 |
$ | 6.0 |
$ | (3.8 |
) | (80.9 |
%) | $ | (1.3 |
) | (21.7 |
%) | ||||||||||||
Total Other Revenue |
$ |
0.9 |
$ | 4.7 |
$ | 6.0 |
$ | (3.8 |
) | (80.9 |
%) | $ | (1.3 |
) | (21.7 |
%) | ||||||||||||
Revolving Credit Facility (millions) |
||||||||
December 31, |
||||||||
2019 |
2018 |
|||||||
Limit |
$ |
120.0 |
$ | 120.0 |
||||
Short-Term Borrowings Outstanding |
$ |
58.6 |
$ | 82.8 |
||||
Letters of Credit Outstanding |
$ |
0.1 |
$ | — |
||||
Available |
$ |
61.3 |
$ | 37.2 |
Payments Due by Period |
||||||||||||||||||||
Contractual Obligations (millions) as of December 31, 2019 |
Total |
2020 |
2021— 2022 |
2023— 2024 |
2025 & Beyond |
|||||||||||||||
Long-Term Debt |
$ | 460.5 |
$ | 19.8 |
$ | 36.8 |
$ | 13.4 |
$ | 390.5 |
||||||||||
Interest on Long-Term Debt |
340.4 |
23.8 |
44.5 |
40.3 |
231.8 |
|||||||||||||||
Gas Supply Contracts |
584.8 |
45.6 |
96.7 |
82.0 |
360.5 |
|||||||||||||||
Electric Supply Contracts |
14.2 |
2.0 |
2.4 |
2.4 |
7.4 |
|||||||||||||||
Other (Including Capital and Operating Lease Obligations) |
5.1 |
1.7 |
2.3 |
1.0 |
0.1 |
|||||||||||||||
Total Contractual Cash Obligations |
$ | 1,405.0 |
$ | 92.9 |
$ | 182.7 |
$ | 139.1 |
$ | 990.3 |
||||||||||
2019 |
2018 |
|||||||
Cash Provided by Operating Activities |
$ |
104.9 |
$ | 78.5 |
||||
2019 |
2018 |
|||||||
Cash Used in Investing Activities |
$ |
(105.8 |
) |
$ | (102.4 |
) | ||
2019 |
2018 |
|||||||
Cash (Used In) Provided by Financing Activities |
$ |
(1.7 |
) |
$ | 22.8 |
|||
• | the actual and projected earnings and cash flow, capital requirements and general financial condition of the Company’s subsidiaries; |
• | the prior rights of holders of existing and future preferred stock, mortgage bonds, long-term notes and other debt issued by the Company’s subsidiaries; |
• | the restrictions on the payment of dividends contained in the existing loan agreements of the Company’s subsidiaries and that may be contained in future debt agreements of the Company’s subsidiaries, if any; and |
• | limitations that may be imposed by New Hampshire, Massachusetts and Maine state regulatory agencies. |
Item 7A. |
Quantitative and Qualitative Disclosures about Market Risk |
Item 8. |
Financial Statements and Supplementary Data |
• | We tested the effectiveness of internal controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We also tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant, and equipment, regulatory assets or liabilities, and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates or of a future reduction in rates. |
• | We evaluated the Company’s disclosures related to the impacts of rate regulation, including the balances recorded and regulatory developments. |
• | We read relevant regulatory orders issued by the Commissions in Massachusetts, New Hampshire and Maine, regulatory statutes, interpretations, procedural memorandums, filings made by interveners, and other publicly available information to assess the likelihood of recovery in future rates or of a future reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. |
• | We obtained an analysis from management describing the orders and filings that support management’s assertions regarding the probability of recovery for regulatory assets or refund or future reduction in rates for regulatory liabilities to assess management’s assertion that amounts are probable of recovery or a future reduction in rates. |
Year Ended December 31, |
2019 |
2018 |
2017 |
|||||||||
Operating Revenues: |
||||||||||||
Gas |
$ |
|
$ |
|
$ |
|
||||||
Electric |
|
|
|
|||||||||
Other |
|
|
|
|||||||||
Total Operating Revenues |
|
|
|
|||||||||
Operating Expenses: |
||||||||||||
Cost of Gas Sales |
|
|
|
|||||||||
Cost of Electric Sales |
|
|
|
|||||||||
Operation and Maintenance |
|
|
|
|||||||||
Depreciation and Amortization |
|
|
|
|||||||||
Taxes Other Than Income Taxes |
|
|
|
|||||||||
Total Operating Expenses |
|
|
|
|||||||||
Operating Income |
|
|
|
|||||||||
Interest Expense, Net |
|
|
|
|||||||||
Other (Income) Expense, Net |
( |
) |
|
|
||||||||
Income Before Income Taxes |
|
|
|
|||||||||
Provision for Income Taxes |
|
|
|
|||||||||
Net Income Applicable to Common Shares |
$ |
|
$ |
|
$ |
|
||||||
Earnings per Common Share—Basic and Diluted |
$ |
|
$ |
|
$ |
|
||||||
Weighted Average Common Shares Outstanding—(Basic and Diluted) |
|
|
|
December 31, |
2019 |
2018 |
||||||
Current Assets: |
||||||||
Cash and Cash Equivalents |
$ |
|
$ |
|
||||
Accounts Receivable, Net |
|
|
||||||
Accrued Revenue |
|
|
||||||
Exchange Gas Receivable |
|
|
||||||
Gas Inventory |
|
|
||||||
Materials and Supplies |
|
|
||||||
Prepayments and Other |
|
|
||||||
Total Current Assets |
|
|
||||||
|
|
|
|
|
|
| ||
Utility Plant: |
||||||||
Gas |
|
|
||||||
Electric |
|
|
||||||
Common |
|
|
||||||
Construction Work in Progress |
|
|
||||||
Utility Plant |
|
|
||||||
Less: Accumulated Depreciation |
|
|
||||||
Net Utility Plant |
|
|
||||||
|
|
|
|
|
|
| ||
Other Noncurrent Assets: |
||||||||
Regulatory Assets |
|
|
||||||
Operating Lease Right of Use Assets |
|
|
|
|
|
— |
| |
Other Assets |
|
|
||||||
Total Other Noncurrent Assets |
|
|
||||||
TOTAL ASSETS |
$ |
|
$ |
|
||||
December 31, |
2019 |
2018 |
||||||
Current Liabilities: |
||||||||
Accounts Payable |
$ |
|
$ |
|
||||
Short-Term Debt |
|
|
||||||
Long-Term Debt, Current Portion |
|
|
||||||
Regulatory Liabilities |
|
|
||||||
Energy Supply Obligations |
|
|
||||||
Environmental Obligations |
|
|
||||||
Other Current Liabilities |
|
|
||||||
Total Current Liabilities |
|
|
||||||
Noncurrent Liabilities: |
||||||||
Retirement Benefit Obligations |
|
|
||||||
Deferred Income Taxes, Ne t |
|
|
||||||
Cost of Removal Obligations |
|
|
||||||
Regulatory Liabilities |
|
|
||||||
Environmental Obligations |
|
|
||||||
Other Noncurrent Liabilities |
|
|
||||||
Total Noncurrent Liabilities |
|
|
||||||
Capitalization: |
||||||||
Long-Term Debt, Less Current Portion |
|
|
||||||
Stockholders’ Equity: |
||||||||
Common Equity (Outstanding and Shares) |
|
|
||||||
Retained Earnings |
|
|
||||||
Total Common Stock Equity |
|
|
||||||
Preferred Stock |
|
|
||||||
Total Stockholders’ Equity |
|
|
||||||
Total Capitalization |
|
|
||||||
Commitments and Contingencies |
||||||||
TOTAL LIABILITIES AND CAPITALIZATION |
$ |
|
$ |
|
||||
Year Ended December 31, |
2019 |
2018 |
2017 |
|||||||||
Operating Activities: |
||||||||||||
Net Income |
$ |
$ |
$ |
|||||||||
Adjustments to Reconcile Net Income to Cash Provided by Operating Activities: |
||||||||||||
Depreciation and Amortization |
||||||||||||
Deferred Tax Provision |
||||||||||||
Gain on Divestiture, net (See Note 1) |
( |
) |
— |
— |
||||||||
Changes in Working Capital Items: |
||||||||||||
Accounts Receivable |
( |
) | ||||||||||
Accrued Revenue |
( |
) |
( |
) | ||||||||
Regulatory Liabilities |
( |
) |
( |
) | ||||||||
Exchange Gas Receivable |
( |
) |
||||||||||
Accounts Payable |
( |
) |
||||||||||
Other Changes in Working Capital Items |
( |
) | ||||||||||
Deferred Regulatory and Other Charges |
( |
) |
( |
) |
( |
) | ||||||
Other, net |
— |
( |
) |
|||||||||
Cash Provided by Operating Activities |
||||||||||||
Investing Activities: |
||||||||||||
Property, Plant and Equipment Additions |
( |
) |
( |
) |
( |
) | ||||||
Proceeds from Divestiture, Net (See Note 1) |
||||||||||||
Cash Used In Investing Activities |
( |
) |
( |
) |
( |
) | ||||||
Financing Activities: |
||||||||||||
(Repayment of) Proceeds from Short-Term Debt, net |
( |
) |
( |
) | ||||||||
Issuance of Long-Term Debt |
||||||||||||
Repayment of Long-Term Debt |
( |
) |
( |
) |
( |
) | ||||||
Decrease in Capital Lease Obligations |
( |
) |
( |
) |
( |
) | ||||||
Net (Decrease) Increase in Exchange Gas Financing |
( |
) |
( |
) | ||||||||
Dividends Paid |
( |
) |
( |
) |
( |
) | ||||||
Proceeds from Issuance of Common Stock |
||||||||||||
Cash (Used In) Provided by Financing Activities |
( |
) |
||||||||||
Net (Decrease) Increase in Cash and Cash Equivalents |
( |
) |
( |
) |
||||||||
Cash and Cash Equivalents at Beginning of Year |
||||||||||||
Cash and Cash Equivalents at End of Year |
$ |
$ |
$ |
|||||||||
Supplemental Information: |
||||||||||||
Interest Paid |
$ |
$ |
$ |
|||||||||
Income Taxes Paid |
$ |
$ |
$ |
— |
||||||||
Payments on Capital Leases |
$ |
$ |
$ |
|||||||||
Capital Expenditures Included in Accounts Payable |
$ |
$ |
$ |
|||||||||
Non-Cash Additions to Property, Plant and Equipment |
$ |
$ |
$ |
|||||||||
Right-of-Use Assets Obtained in Exchange for Lease Obligations |
$ |
$ |
$ |
Common Equity |
Retained Earnings |
Total |
||||||||||
Balance at January 1, 2017 |
$ |
|
$ |
|
$ |
|
||||||
Net Income for 2017 |
|
|
||||||||||
Dividends ($ per Common Share) |
( |
) |
( |
) | ||||||||
Shares Issued Under Stock Plans |
|
|
||||||||||
Issuance of Common Shares (See Note 6) |
|
|
||||||||||
Issuance of Common Shares (See Note 6) |
|
|
||||||||||
Balance at December 31, 2017 |
|
|
|
|||||||||
Net Income for 201 8 |
|
|
||||||||||
Dividends ($ per Common Share) |
( |
) |
( |
) | ||||||||
Shares Issued Under Stock Plans |
|
|
||||||||||
Issuance of Common Shares (See Note 6) |
|
|
||||||||||
Balance at December 31, 2018 |
|
|
|
|||||||||
Net Income for 2019 |
|
|
||||||||||
Dividends ($ per Common Share) |
( |
) |
( |
) | ||||||||
Shares Issued Under Stock Plans |
|
|
||||||||||
Issuance of Common Shares (See Note 6) |
|
|
||||||||||
Balance at December 31, 2019 |
$ |
|
$ |
|
$ |
|
Level 1— |
Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. | |
Level 2— |
Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. | |
Level 3— |
Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. |
Twelve Months Ended December 31, 2019 |
||||||||||||
Gas and Electric Operating Revenues (millions): |
Gas |
Electric |
Total |
|||||||||
Billed and Unbilled Revenue: |
||||||||||||
Residential |
$ |
$ |
$ |
|||||||||
Commercial & Industrial |
||||||||||||
Other |
||||||||||||
Total Billed and Unbilled Revenue |
||||||||||||
Rate Adjustment Mechanism Revenue |
( |
) |
||||||||||
Total Gas and Electric Operating Revenues |
$ |
$ |
$ |
|||||||||
Twelve Months Ended December 31, 2018 |
||||||||||||
Gas and Electric Operating Revenues (millions): |
Gas |
Electric |
Total |
|||||||||
Billed and Unbilled Revenue: |
||||||||||||
Residential |
$ |
$ |
$ |
|||||||||
Commercial & Industrial |
||||||||||||
Other |
||||||||||||
Total Billed and Unbilled Revenue |
||||||||||||
Rate Adjustment Mechanism Revenue |
( |
) |
— |
|||||||||
Total Gas and Electric Operating Revenues |
$ |
$ |
$ |
|||||||||
Twelve Months Ended December 31, 2017 |
||||||||||||
Gas and Electric Operating Revenues (millions): |
Gas |
Electric |
Total |
|||||||||
Billed and Unbilled Revenue: |
||||||||||||
Residential |
$ |
$ |
$ |
|||||||||
Commercial & Industrial |
||||||||||||
Other |
||||||||||||
Total Billed and Unbilled Revenue |
||||||||||||
Rate Adjustment Mechanism Revenue |
||||||||||||
Total Gas and Electric Operating Revenues |
$ |
$ |
$ |
|||||||||
Other Operating Revenues ($ millions): |
Twelve Months Ended December 31 |
|||||||||||
As Reported |
If ASU 2014-09 Had Been in Effect |
|||||||||||
2019 |
2018 |
2017 |
||||||||||
Usource Contract Revenue |
$ |
|
$ |
|
$ |
|
||||||
Less: Revenue Sharing Payments |
( |
) |
( |
) |
( |
) | ||||||
Total Other Operating Revenues |
$ |
|
$ |
|
$ |
|
Operation and Maintenance Expense ($ millions): |
Twelve Months Ended December 31 |
|||||||||||
As Reported |
If ASU 2014-09 Had Been in Effect |
|||||||||||
2019 |
2018 |
2017 |
||||||||||
Operation and Maintenance Expense |
$ |
|
$ |
|
$ |
|
Accrued Revenue (millions) |
December 31, |
|||||||
2019 |
2018 |
|||||||
Regulatory Assets—Current |
$ |
|
$ |
|
||||
Unbilled Revenues |
|
|
||||||
Total Accrued Revenue |
$ |
|
$ |
|
Exchange Gas Receivable (millions) |
December 31, |
|||||||
201 9 |
201 8 |
|||||||
Northern Utilities |
$ |
|
$ |
|
||||
Fitchburg |
|
|
||||||
Total Exchange Gas Receivable |
$ |
|
$ |
|
Gas Inventory (millions) |
December 31, |
|||||||
201 9 |
201 8 |
|||||||
Natural Gas |
$ |
|
$ |
|
||||
Propane |
|
|
||||||
Liquefied Natural Gas & Other |
|
|
||||||
Total Gas Inventory |
$ |
|
$ |
|
||||
Regulatory Assets consist of the following (millions) |
December 31 , |
|||||||
2019 |
2018 |
|||||||
Retirement Benefits |
$ |
|
$ |
|
||||
Energy Supply & Other Rate Adjustment Mechanisms |
|
|
||||||
Deferred Storm Charges |
|
|
||||||
Environmental |
|
|
||||||
Income Taxes |
|
|
||||||
Other Deferred Charges |
|
|
||||||
Total Regulatory Assets |
|
|
||||||
Less: Current Portion of Regulatory Assets (1) |
|
|
||||||
Regulatory Assets—noncurrent |
$ |
|
$ |
|
||||
(1) |
Reflects amounts included in the Accrued Revenue on the Company’s Consolidated Balance Sheets. |
Regulatory Liabilities consist of the following (millions) |
December 31, |
|||||||
2019 |
2018 |
|||||||
Rate Adjustment Mechanisms |
$ |
|
$ |
|
||||
Income Taxes (Note 9) |
|
|
||||||
Other |
|
— |
||||||
Total Regulatory Liabilities |
|
|
||||||
Less: Current Portion of Regulatory Liabilities |
|
|
||||||
Regulatory Liabilities—noncurrent |
$ |
|
$ |
|
||||
Fair Value of Marketable Securities (millions) |
December 31, |
|||||||
2019 |
2018 |
|||||||
Money Market Funds |
$ |
|
$ |
|
||||
Total Marketable Securities |
$ |
|
$ |
|
||||
Fair Value of Marketable Securities (millions) |
December 31 , |
|||||||
2019 |
2018 |
|||||||
Equity Funds |
$ |
|
$ |
— |
||||
Money Market Funds |
|
— |
||||||
Total Marketable Securities |
$ |
|
$ |
— |
||||
December 31, |
||||||||
Energy Supply Obligations consist of the following: (millions) |
2019 |
2018 |
||||||
Current: |
||||||||
Exchange Gas Obligation |
$ |
|
$ |
|
||||
Renewable Energy Portfolio Standards |
|
|
||||||
Power Supply Contract Divestitures |
|
|
||||||
Total Energy Supply Obligations—Current |
|
|
||||||
Noncurrent: |
||||||||
Power Supply Contract Divestitures |
|
|
||||||
Total Energy Supply Obligations |
$ |
|
$ |
|
||||
Three Months Ended |
||||||||||||||||||||||||||||||||
March 31, |
June 30, |
September 30, |
December 31, |
|||||||||||||||||||||||||||||
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
|||||||||||||||||||||||||
Total Operating Revenues |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
||||||||||||||||||||||||
Operating Income |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
||||||||||||||||||||||||
Net Income Applicable to Common |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
||||||||||||||||||||||||
Per Share Data: |
||||||||||||||||||||||||||||||||
Earnings Per Common Share |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
||||||||||||||||||||||||
Dividends Paid Per Common Share |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
Year Ended December 31, 2019 |
Gas |
Electric |
Non- Regulated |
Other |
Total |
|||||||||||||||
Revenues: |
||||||||||||||||||||
Billed and Unbilled Revenue |
$ |
|
$ | |
$ | |
$ | |
$ | |
||||||||||
Rate Adjustment Mechanism Revenue |
( |
) | |
— |
— |
|
||||||||||||||
Other Operating Revenue— Non-Regulated |
— |
— |
|
— |
|
|||||||||||||||
Total Operating Revenues |
|
|
|
— |
|
|||||||||||||||
Interest Income |
|
|
|
|
|
|||||||||||||||
Interest Expense |
|
|
— |
|
|
|||||||||||||||
Depreciation & Amortization Expense |
|
|
— |
|
|
|||||||||||||||
Income Tax Expense (Benefit) |
|
|
|
( |
) |
|
||||||||||||||
Segment Profit |
|
|
|
|
|
|||||||||||||||
Segment Assets |
|
|
|
|
|
|||||||||||||||
Capital Expenditures |
|
|
— |
|
|
|||||||||||||||
Year Ended December 31, 2018 |
||||||||||||||||||||
Revenues: |
||||||||||||||||||||
Billed and Unbilled Revenue |
$ | |
$ | |
$ | — |
$ | — |
$ | |
||||||||||
Rate Adjustment Mechanism Revenue |
|
( |
) | — |
— |
— |
||||||||||||||
Other Operating Revenue— Non-Regulated |
— |
— |
|
— |
|
|||||||||||||||
Total Operating Revenues |
|
|
|
— |
|
|||||||||||||||
Interest Income |
|
|
|
|
|
|||||||||||||||
Interest Expense |
|
|
— |
|
|
|||||||||||||||
Depreciation & Amortization Expense |
|
|
|
|
|
|||||||||||||||
Income Tax Expense (Benefit) |
|
|
|
( |
) | |
||||||||||||||
Segment Profit |
|
|
|
|
|
|||||||||||||||
Segment Assets |
|
|
|
|
|
|||||||||||||||
Capital Expenditures |
|
|
— |
|
|
|||||||||||||||
Year Ended December 31, 2017 |
||||||||||||||||||||
Revenues |
$ | |
$ | |
$ | |
$ | — |
$ | |
||||||||||
Interest Income |
|
|
|
|
|
|||||||||||||||
Interest Expense |
|
|
— |
|
|
|||||||||||||||
Depreciation & Amortization Expense |
|
|
|
|
|
|||||||||||||||
Income Tax Expense (Benefit) |
|
|
|
( |
) | |
||||||||||||||
Segment Profit |
|
|
|
( |
) | |
||||||||||||||
Segment Assets |
|
|
|
|
|
|||||||||||||||
Capital Expenditures |
|
|
— |
|
|
Balance at Beginning of Period |
Provision |
Recoveries |
Accounts Written Off |
Balance at End of Period |
||||||||||||||||
Year Ended December 31, 2019 |
||||||||||||||||||||
Electric |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
Gas |
|
|
|
|
|
|||||||||||||||
Other |
— |
— |
— |
— |
— |
|||||||||||||||
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
Year Ended December 31, 2018 |
||||||||||||||||||||
Electric |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
Gas |
|
|
|
|
|
|||||||||||||||
Other |
|
( |
) |
— |
— |
— |
||||||||||||||
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
Year Ended December 31, 2017 |
||||||||||||||||||||
Electric |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
Gas |
|
|
|
|
|
|||||||||||||||
Other |
|
— |
— |
— |
|
|||||||||||||||
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
Estimated Fair Value of Long-Term Debt (millions) |
December 31, |
|||||||
2019 |
2018 |
|||||||
Estimated Fair Value of Long-Term Debt |
$ |
|
$ |
|
Long-Term Debt (millions) |
December 31, |
|||||||
2019 |
2018 |
|||||||
Unitil Corporation: |
||||||||
% Senior Notes, Due |
$ |
|
$ |
|
||||
% Senior Notes, Due |
|
|
||||||
|
|
|
|
|
|
|
— |
|
Unitil Energy First Mortgage Bonds: |
||||||||
% Senior Secured Notes, Due |
|
|
||||||
% Senior Secured Notes, Due |
|
|
||||||
% Senior Secured Notes, Due |
|
|
||||||
% Senior Secured Notes, Due |
|
|
||||||
% Senior Secured Notes, Due |
|
|
||||||
% Senior Secured Notes, Due |
|
|
||||||
Fitchburg: |
||||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
Northern Utilities: |
||||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
% Senior Notes , Due |
|
|
||||||
% Senior Notes, Due |
|
|
||||||
|
|
|
|
|
|
|
— |
|
Granite State: |
||||||||
% Senior Notes , Due |
|
|
||||||
Total Long-Term Debt |
|
|
||||||
Less: Unamortized Debt Issuance Costs |
|
|
||||||
Total Long-Term Debt, net of Unamortized Debt Issuance Costs |
|
|
||||||
Less: Current Portion (1) |
|
|
||||||
Total Long-Term Debt, Less Current Portion |
$ |
|
$ |
|
||||
(1) |
The Current Portion of Long-Term Debt includes sinking fund payments. |
Interest Expense, N et (millions) |
||||||||||||
2019 |
2018 |
2017 |
||||||||||
Interest Expense |
||||||||||||
Long-Term Debt |
$ |
|
$ |
|
$ |
|
||||||
Short-Term Debt |
|
|
|
|||||||||
Regulatory Liabilities |
|
|
|
|||||||||
Subtotal Interest Expense |
|
|
|
|||||||||
Interest Income |
||||||||||||
Regulatory Assets |
( |
) |
( |
) |
( |
) | ||||||
AFUDC (1) and Other |
( |
) |
( |
) |
( |
) | ||||||
Subtotal Interest Income |
( |
) |
( |
) |
( |
) | ||||||
Total Interest Expense, N et |
$ |
|
$ |
|
$ |
|
||||||
(1) |
AFUDC—Allowance for Funds Used During Construction |
Revolving Credit Facility (millions) |
||||||||
December 31, |
||||||||
201 9 |
201 8 |
|||||||
Limit |
$ |
|
$ | |
||||
Short-Term Borrowings Outstanding |
$ |
|
$ | |
||||
Letters of Credit Outstanding |
$ |
|
$ | — |
||||
Available |
$ |
|
$ | |
December 31, |
||||||||
Lease Obligations (millions) |
2019 |
2018 |
||||||
Operating Lease Obligations: |
||||||||
Other Current Liabilities (current portion) |
$ |
|
$ |
— |
||||
Other Noncurrent Liabilities (long-term portion) |
|
— |
||||||
Total Operating Lease Obligations |
4.0 |
— |
||||||
Capital Lease Obligations: |
||||||||
Other Current Liabilities (current portion) |
|
|
||||||
Other Noncurrent Liabilities (long-term portion) |
|
|
||||||
Total Capital Lease Obligations |
0.5 |
|
||||||
Total Lease Obligations |
$ |
|
$ |
|
||||
Lease Payments ($000’s) Year Ending December 31, |
Operating Leases |
Capital Leases |
||||||
2020 |
$ |
|
$ |
|
||||
2021 |
|
|
||||||
2022 |
|
|
||||||
2023 |
|
|
||||||
2024 |
|
— |
||||||
2025 |
|
— |
||||||
Total Payments |
|
|
||||||
Less: Interest |
|
|
||||||
Amount of Lease Obligations Recorded on Consolidated Balance Sheets |
$ |
|
$ |
|
||||
Lease Payments ($000’s) Year Ending December 31, |
Operating Leases |
Capital Leases |
||||||
2019 |
$ | |
$ | |
||||
2020 |
|
|
||||||
2021 |
|
|
||||||
2022 |
|
|
||||||
2023 |
|
|
||||||
2024 |
|
— |
||||||
Total Payments |
$ |
|
$ |
|
Issuance Date |
Shares |
Aggregate Market Value (millions) | ||
$ | ||||
$ | ||||
$ |
Restricted Stock Units (Equity Portion) |
||||||||||||||||
2019 |
2018 |
|||||||||||||||
Units |
Weighted Average Stock Price |
Units |
Weighted Average Stock Price |
|||||||||||||
Beginning Restricted Stock Units |
$ |
$ |
||||||||||||||
Restricted Stock Units Granted |
$ |
$ |
||||||||||||||
Dividend Equivalents Earned |
$ |
$ |
||||||||||||||
Restricted Stock Units Settled |
||||||||||||||||
Ending Restricted Stock Units |
$ |
$ |
||||||||||||||
(Millions except shares and per share data) |
2019 |
2018 |
2017 |
|||||||||
Earnings Available to Common Shareholders |
$ |
$ |
$ |
|||||||||
Weighted Average Common Shares Outstanding—Basic (000’s) |
||||||||||||
Plus: Diluted Effect of Incremental Shares (000’s) |
||||||||||||
Weighted Average Common Shares Outstanding—Diluted (000’s) |
||||||||||||
Earnings per Share—Basic and Diluted |
$ |
$ |
$ |
|||||||||
2019 |
2018 |
2017 |
||||||||||
Weighted Average Non-Vested Restricted Shares Not Included in EPS Computation |
Payments Due by Period |
||||||||||||||||||||||||||||
Gas and Electric Supply Contractual Obligations (millions) as of December 31, 2019 |
Total |
2020 |
2021 |
2022 |
2023 |
2024 |
2025 & Beyond |
|||||||||||||||||||||
Gas Supply Contracts |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
|||||||||||||||||||||
Electric Supply Contracts |
||||||||||||||||||||||||||||
Total |
$ |
$ |
$ |
$ |
$ |
$ |
$ |
|||||||||||||||||||||
(millions) |
||||||||||||||||||||||||
Fitchburg |
Northern Utilities |
Total |
||||||||||||||||||||||
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
|||||||||||||||||||
Total Balance at Beginning of Period |
$ |
$ |
$ |
$ |
$ |
$ |
||||||||||||||||||
Additions |
— |
— |
||||||||||||||||||||||
Less: Payments / Reductions |
||||||||||||||||||||||||
Total Balance at End of Period |
$ |
$ |
— |
$ |
$ |
$ |
$ |
|||||||||||||||||
Less: Current Portion |
— |
|||||||||||||||||||||||
Noncurrent Balance at December 31, |
$ |
$ |
— |
$ |
$ |
$ |
$ |
|||||||||||||||||
($000’s) |
||||||||||||
2019 |
2018 |
2017 |
||||||||||
Current Income Tax Provision |
||||||||||||
Federal |
$ |
$ |
— |
$ |
— |
|||||||
State |
— |
|||||||||||
Total Current Income Taxes |
$ |
$ |
$ |
— |
||||||||
Deferred Income Provision |
||||||||||||
Federal |
$ |
$ |
$ |
|||||||||
State |
||||||||||||
Total Deferred Income Taxes |
||||||||||||
Total Income Tax Expense |
$ |
13,808 |
$ |
8,393 |
$ |
17,537 |
||||||
2019 |
2018 |
2017 |
||||||||||
Statutory Federal Income Tax Rate |
% |
% |
% | |||||||||
Income Tax Effects of: |
||||||||||||
State Income Taxes, net |
||||||||||||
Utility Plant Differences |
( |
) |
( |
) |
( |
) | ||||||
Tax Credits |
— |
( |
) | |||||||||
Other, net |
||||||||||||
Effective Income Tax Rate |
% |
% |
% | |||||||||
Temporary Differences (000’s) |
2019 |
2018 |
||||||
Deferred Tax Assets |
||||||||
Retirement Benefit Obligations |
$ |
$ |
||||||
Net Operating Loss Carryforwards |
||||||||
Tax Credit Carryforwards |
||||||||
Other, net |
||||||||
Total Deferred Tax Assets |
$ |
$ |
||||||
Deferred Tax Liabilities |
||||||||
Utility Plant Differences |
$ |
$ |
||||||
Regulatory Assets & Liabilities |
||||||||
Other, net |
||||||||
Total Deferred Tax Liabilities |
||||||||
Net Deferred Tax Liabilities |
$ |
$ |
||||||
• |
The Unitil Corporation Retirement Plan (Pension Plan)—The Pension Plan is a defined benefit pension plan. Under the Pension Plan, retirement benefits are based upon an employee’s level of compensation and length of service. |
• |
The Unitil Retiree Health and Welfare Benefits Plan (PBOP Plan)—The PBOP Plan provides health care and life insurance benefits to retirees. The Company has established Voluntary Employee Benefit Trusts, into which it funds contributions to the PBOP Plan. |
• |
The Unitil Corporation Supplemental Executive Retirement Plan (SERP)—The SERP is a non-qualified retirement plan, with participation limited to executives selected by the Board of Directors. |
2019 |
2018 |
2017 |
||||||||||
Used to Determine Plan costs for years ended December 31: |
||||||||||||
Discount Rate |
|
% |
|
% |
|
% | ||||||
Rate of Compensation Increase |
|
% |
|
% |
|
% | ||||||
Expected Long-term rate of return on plan assets |
|
% |
|
% |
|
% | ||||||
Health Care Cost Trend Rate Assumed for Next Year |
|
% |
|
% |
|
% | ||||||
Ultimate Health Care Cost Trend Rate |
|
% |
|
% |
|
% | ||||||
Year that Ultimate Health Care Cost Trend Rate is reached |
|
|
|
|||||||||
Used to Determine Benefit Obligations at December 31: |
||||||||||||
Discount Rate |
|
% |
|
% |
|
% | ||||||
Rate of Compensation Increase |
|
% |
|
% |
|
% | ||||||
Health Care Cost Trend Rate Assumed for Next Year |
|
% |
|
% |
|
% | ||||||
Ultimate Health Care Cost Trend Rate |
|
% |
|
% |
|
% | ||||||
Year that Ultimate Health Care Cost Trend Rate is reached |
|
|
|
Pension Plan |
PBOP Plan |
SERP |
||||||||||||||||||||||||||||||||||
2019 |
2018 |
2017 |
2019 |
2018 |
2017 |
2019 |
2018 |
2017 |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||
Service Cost |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Interest Cost |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Expected Return on Plan Assets |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
— |
— |
— |
|||||||||||||||||||||
Prior Service Cost Amortization |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Actuarial Loss Amortization |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Sub-total |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Amounts Capitalized or Deferred |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) | ||||||||||||||||||
NPBC Recognized |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Pension Plan |
PBOP Plan |
SERP |
||||||||||||||||||||||
Change in Plan Assets: |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Plan Assets at Beginning of Year |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
— |
||||||||||||
Actual Return on Plan Assets |
|
( |
) |
|
( |
) |
|
— |
||||||||||||||||
Employer Contributions |
|
|
|
|
|
|
||||||||||||||||||
Participant Contributions |
|
— |
|
|
|
— |
||||||||||||||||||
Benefits Paid |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) | ||||||||||||
Plan Assets at End of Year |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
— |
||||||||||||
Change in PBO: |
||||||||||||||||||||||||
PBO at Beginning of Year |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
Service Cost |
|
|
|
|
|
|
||||||||||||||||||
Interest Cost |
|
|
|
|
|
|
||||||||||||||||||
Participant Contributions |
|
— |
|
|
|
— |
||||||||||||||||||
Plan Amendments |
|
— |
|
— |
|
— |
||||||||||||||||||
Benefits Paid |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) |
( |
) | ||||||||||||
Actuarial (Gain) or Loss |
|
( |
) |
|
( |
) |
|
|
||||||||||||||||
PBO at End of Year |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
Funded Status: Assets vs PBO |
$ |
( |
) |
$ |
( |
) |
$ |
( |
) |
$ |
( |
) |
$ |
( |
) |
$ |
( |
) |
Pension Plan |
PBOP Plan |
SERP |
||||||||||||||||||||||||||||||||||
2019 |
2018 |
2017 |
2019 |
2018 |
2017 |
2019 |
2018 |
2017 |
||||||||||||||||||||||||||||
Employer Contributions |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Participant Contributions |
$ |
— |
$ |
— |
$ |
— |
$ |
|
$ |
|
$ |
|
$ |
— |
$ |
— |
$ |
— |
||||||||||||||||||
Benefit Payments |
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
Estimated Future Benefit Payments |
||||||||||||
Pension |
PBOP |
SERP |
||||||||||
2020 |
$ |
|
$ |
|
$ |
|
||||||
2021 |
|
|
|
|||||||||
2022 |
|
|
|
|||||||||
2023 |
|
|
|
|||||||||
2024 |
|
|
|
|||||||||
2025 - 2029 |
|
|
|
Pension Plan |
Target Allocation 2020 |
Actual Allocation at December 31, |
||||||||||||||
2019 |
2018 |
2017 |
||||||||||||||
Equity Funds |
|
% |
|
% |
|
% |
|
% | ||||||||
Debt Funds |
|
% |
|
% |
|
% |
|
% | ||||||||
Real Estate Fund |
|
% |
|
% |
|
% |
|
% | ||||||||
Asset Allocation Fund (1) |
|
|
— |
|
% | |||||||||||
Other (2) |
|
|
% |
|
% |
|
% | |||||||||
Total |
|
% |
|
% |
|
% | ||||||||||
(1) |
Represents investments in an asset allocation fund. This fund invests in both equity and debt securities. |
(2) |
Represents investments being held in cash equivalents as of December 31, 2019, December 31, 2018 and December 31, 2017 pending payment of benefits. |
PBOP Plan |
Target Allocation 2020 |
Actual Allocation at December 31, |
||||||||||||||
2019 |
2018 |
2017 |
||||||||||||||
Equity Funds |
|
% |
|
% |
|
% |
|
% | ||||||||
Debt Funds |
|
% |
|
% |
|
% |
|
% | ||||||||
Other (1) |
|
|
— |
|
% | |||||||||||
Total |
|
% |
|
% |
|
% | ||||||||||
(1) |
Represents investments being held in cash equivalents as of December 31, 2017 pending transfer into debt and equity funds. |
|
Fair Value Measurements at Reporting Date Using |
|||||||||||||||
Description |
Balance as of December 31, |
Quoted Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Unobservable Inputs (Level 3) |
||||||||||||
2019 |
||||||||||||||||
Pension Plan Assets: |
||||||||||||||||
Mutual Funds: |
||||||||||||||||
Equity Funds |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Fixed Income Funds |
|
|
— |
— |
||||||||||||
Total Mutual Funds |
|
|
— |
— |
||||||||||||
Cash Equivalents |
|
|
|
|||||||||||||
Total Assets in the Fair Value Hierarchy |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Real Estate Fund–Measured at Net Asset Value |
|
|||||||||||||||
Total Assets |
$ |
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2018 |
||||||||||||||||
Pension Plan Assets: |
||||||||||||||||
Mutual Funds: |
||||||||||||||||
Equity Funds |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Fixed Income Funds |
|
|
— |
— |
||||||||||||
Total Mutual Funds |
|
|
— |
— |
||||||||||||
Cash Equivalents |
|
|
|
|||||||||||||
Total Assets in the Fair Value Hierarchy |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Real Estate Fund–Measured at Net Asset Value |
|
|||||||||||||||
Total Assets |
$ |
|
||||||||||||||
Fair Value Measurements at Reporting Date Using |
||||||||||||||||
Description |
Balance as of December 31, |
Quoted Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Unobservable Inputs (Level 3) |
||||||||||||
2019 |
||||||||||||||||
PBOP Plan Assets: |
||||||||||||||||
Mutual Funds: |
||||||||||||||||
Fixed Income Funds |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Equity Funds |
|
|
— |
— |
||||||||||||
Total Assets |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2018 |
||||||||||||||||
PBOP Plan Assets: |
||||||||||||||||
Mutual Funds: |
||||||||||||||||
Fixed Income Funds |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Equity Funds |
|
|
— |
— |
||||||||||||
Total Assets |
$ |
|
$ |
|
$ |
— |
$ |
— |
||||||||
Item 9. |
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
Item 9A. |
Controls and Procedures |
Item 9B. |
Other Information |
Item 10. |
Directors, Executive Officers and Corporate Governance |
Item 11. |
Executive Compensation |
Item 12. |
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
Item 13. |
Certain Relationships and Related Transactions, and Director Independence |
Item 14. |
Principal Accountant Fees and Services |
Item 15. |
Exhibits and Financial Statement Schedules |
• | Report of Independent Registered Public Accounting Firm |
• | Consolidated Statements of Earnings for the years ended December 31, 2019, 2018 and 2017 |
• | Consolidated Balance Sheets—December 31, 2019 and 2018 |
• | Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017 |
• | Consolidated Statements of Changes in Common Stock Equity for the years ended December 31, 2019, 2018 and 2017 |
• | Notes to Consolidated Financial Statements |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
3.1 |
Articles of Incorporation of Unitil Corporation. |
Exhibit 3.1 to Form S-14 Registration Statement No. 2-93769 dated October 12, 1984 (P) | ||||
3.2 |
Articles of Amendment to the Articles of Incorporation Filed with the Secretary of State of the State of New Hampshire on March 4, 1992. |
Exhibit 3.2 to Form 10-K for 1991 (SEC File No. 1-8858) (P) | ||||
3.3 |
Exhibit 3.3 to Form S-3/A Registration Statement No. 333-152823 dated November 25, 2008 | |||||
3.4 |
Exhibit 4.4 to Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-168394, dated January 28, 2014 | |||||
3.5 |
Exhibit 3.1 to Form 8-K dated December 12, 2013 (SEC File No. 1-8858) | |||||
4.1 |
Exhibit 4.1 to Form 10-K for 2002 (SEC File No. 1-8858) | |||||
4.2 |
Fitchburg Note Agreement dated November 1, 1993 for the 6.75% Notes due November 30, 2023. |
Exhibit 4.18 to Form 10-K for 1993 (SEC File No. 1-8858) (P) |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
4.3 |
Exhibit 4.25 to Form 10-K for 1999 (SEC File No. 1-8858) | |||||
4.4 |
Exhibit 4.6 to Form 10-Q for June 30, 2001 (SEC File No. 1-8858) | |||||
4.5 |
Exhibit 4.7 to Form 10-K for 2003 (SEC File No. 1-8858) | |||||
4.6 |
Fitchburg Note Agreement dated December 21, 2005 for the 5.90% Notes due December 15, 2030. |
** | ||||
4.7 |
Thirteenth Supplemental Indenture of Unitil Energy Systems, Inc., dated as of September 26, 2006. |
** | ||||
4.8 |
Unitil Corporation Note Purchase Agreement, dated as of May 2, 2007, for the 6.33% Senior Notes due May 1, 2022. |
** | ||||
4.9 |
Exhibit 4.1 to Form 8-K dated December 3, 2008 (SEC File No. 1-8858) | |||||
4.10 |
Exhibit 4.1 to Form 8-K dated March 2, 2010 (SEC File No. 1-8858) | |||||
4.11 |
Exhibit 4.4 to Form 8-K dated March 2, 2010 (SEC File No. 1-8858) | |||||
4.12 |
Exhibit 4.1 to Form 8-K dated October 15, 2014 (SEC File No. 1-8858) | |||||
4.13 |
Exhibit 4.2 to Form 8-K dated October 15, 2014 (SEC File No. 1-8858) | |||||
4.14 |
Exhibit 4.1 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.15 |
Exhibit 4.2 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.16 |
Exhibit 4.3 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.17 |
Exhibit 4.4 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.18 |
Exhibit 4.5 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
4.19 |
Exhibit 4.6 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.20 |
Exhibit 4.7 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.21 |
Exhibit 4.8 to Form 8-K dated August 1, 2016 (SEC File No. 1-8858) | |||||
4.22 |
Exhibit 4.1 to Form 8-K dated July 14, 2017 (SEC File No. 1-8858) | |||||
4.23 |
Exhibit 4.2 to Form 8-K dated July 14, 2017 (SEC File No. 1-8858) | |||||
4.24 |
Exhibit 4.3 to Form 8-K dated July 14, 2017 (SEC File No. 1-8858) | |||||
4.25**** |
Exhibit 4.2 to Form 8-K dated November 1, 2017 (SEC File No. 1-8858) | |||||
4.26**** |
Exhibit 4.3 to Form 8-K dated November 1, 2017 (SEC File No. 1-8858) | |||||
4.27**** |
Exhibit 4.5 to Form 8-K dated November 1, 2017 (SEC File No. 1-8858) | |||||
4.28**** |
Exhibit 4.6 to Form 8-K dated November 1, 2017 (SEC File No. 1-8858) | |||||
4.29**** |
Exhibit 4.8 to Form 8-K dated November 1, 2017 (SEC File No. 1-8858) | |||||
4.30 |
Exhibit 4.1 to Form 8-K dated November 30, 2018 (SEC File No. 1-8858) | |||||
4.31 |
Exhibit 4.2 to Form 8-K dated November 30, 2018 (SEC File No. 1-8858) | |||||
4.32**** |
Exhibit 4.3 to Form 8-K dated November 30, 2018 (SEC File No. 1-8858) |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
4.33 |
Exhibit 4.1 to Form 8-K dated September 12, 2019 (SEC File No. 1-8858) | |||||
4.34**** |
Exhibit 4.2 to Form 8-K dated September 12, 2019 (SEC File No. 1-8858) | |||||
4.35 |
Exhibit 4.1 to Form 8-K dated December 18, 2019 (SEC File No. 1-8858) | |||||
4.36**** |
Exhibit 4.2 to Form 8-K dated December 18, 2019 (SEC File No. 1-8858) | |||||
4.37 |
Exhibit 4.1 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
4.38 |
Exhibit 4.2 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
4.39 |
Exhibit 4.3 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
4.40 |
Exhibit 4.4 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.1*** |
Exhibit 10.2 to Form 8-K dated June 19, 2008 (SEC File No. 1-8858) | |||||
10.2*** |
Exhibit 10.3 to Form 8-K dated June 19, 2008 (SEC File No. 1-8858) | |||||
10.3*** |
Exhibit 10.1 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.4*** |
Exhibit 10.2 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.5*** |
Exhibit 10.3 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.6*** |
Exhibit 10.1 to Form 8-K dated January 30, 2019 (SEC File No. 1-8858) | |||||
10.7*** |
Exhibit 10.1 to Form 10-Q for March 31, 2017 (SEC File No. 1-8858) |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
10.8*** |
Exhibit 10.5 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.9*** |
Exhibit 10.6 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.10*** |
Exhibit 10.2 to Form 8-K dated June 5, 2013 (SEC File No. 1-8858) | |||||
10.11*** |
Appendix 1 to the Proxy Statement filed on Schedule 14A dated March 13, 2012 (SEC File No. 1-8858) | |||||
10.12*** |
Exhibit 4.7 to Form S-8 Registration Statement No. 333-184849 dated November 9, 2012 | |||||
10.13*** |
Exhibit 4.8 to Form S-8 Registration Statement No. 333-184849 dated November 9, 2012 | |||||
10.14*** |
Exhibit 4.1 to Form S-8 Registration Statement No. 333-234391 dated October 31, 2019 | |||||
10.15*** |
Exhibit 4.2 to Form S-8 Registration Statement No. 333-234391 dated October 31, 2019 | |||||
10.16*** |
Exhibit 10.1 to Form 10-Q for June 30, 2019 (SEC File No. 1-8858) | |||||
10.17*** |
Filed herewith | |||||
10.18*** |
Exhibit 10.4 to Form 8-K dated July 25, 2018 (SEC File No. 1-8858) | |||||
10.19*** |
Exhibit 10.1 to Form 10-Q for March 31, 2015 (SEC File No. 1-8858) | |||||
10.20*** |
Exhibit 10.20 to Form 10-K for 2016 (SEC File No. 1-8858) | |||||
10.21*** |
Filed herewith | |||||
11.1 |
Filed herewith | |||||
21.1 |
Filed herewith |
Exhibit Number |
Description of Exhibit |
Reference* | ||||
23.1 |
Filed herewith | |||||
31.1 |
Filed herewith | |||||
31.2 |
Filed herewith | |||||
31.3 |
Filed herewith | |||||
32.1 |
Filed herewith | |||||
99.1 |
Filed herewith | |||||
101.INS |
Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
Filed herewith | ||||
101.SCH |
Inline XBRL Taxonomy Extension Schema Document. |
Filed herewith | ||||
101.CAL |
Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
Filed herewith | ||||
101.DEF |
Inline XBRL Taxonomy Extension Definition Linkbase Document. |
Filed herewith | ||||
101.LAB |
Inline XBRL Taxonomy Extension Label Linkbase Document. |
Filed herewith | ||||
101.PRE |
Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
Filed herewith | ||||
104 |
Cover Page Interactive Data File – The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. |
Filed herewith |
* | The exhibits referred to in this column by specific designations and dates have heretofore been filed with the Securities and Exchange Commission under such designations and are hereby incorporated by reference. |
** | In accordance with Item 601(b)(4)(iii)(A) of Regulation S-K, the instrument defining the debt of the Registrant and its subsidiary, described above, has been omitted but will be furnished to the Commission upon request. |
*** | These exhibits represent a management contract or compensatory plan. |
**** | This Note or Bond (each, an “Instrument”) is substantially identical in all material respects to other Instruments that are otherwise required to be filed as exhibits, except as to the registered payee of such Instrument, the identifying number of such Instrument, and the principal amount of such Instrument. In accordance with instruction no. 2 to Item 601 of Regulation S-K, the registrant has filed a copy of only one of such Instruments, with a schedule identifying the other Instruments omitted and setting forth the material details in which such Instruments differ from the Instrument that was filed. The registrant acknowledges that the Securities and Exchange Commission may at any time in its discretion require filing of copies of any Instruments so omitted. |
(P) | Paper exhibit. |
|
|
Unitil Corporation | ||||
Date January 30, 2020 |
|
By |
/s/ Thomas P. Meissner, Jr. | |||
|
|
|
Thomas P. Meissner, Jr. | |||
|
|
|
Chairman of the Board of Directors, Chief Executive Officer and President |
Signature |
Capacity |
Date | ||
/ s / Thomas P. Meissner, Jr .Thomas P. Meissner, Jr. |
Principal Executive Officer; Director |
January 30, 2020 | ||
/s/ Christine L. Vaughan Christine L. Vaughan |
Principal Financial Officer |
January 30, 2020 | ||
/s/ Laurence M. Brock Laurence M. Brock |
Principal Accounting Officer |
January 30, 2020 | ||
/s/ Albert H. Elfner , IIIAlbert H. Elfner, III |
Director |
January 30, 2020 | ||
/s/ M. Brian O’Shaughnessy M. Brian O’Shaughnessy |
Director |
January 30, 2020 | ||
/s/ Eben S. Moulton Eben S. Moulton |
Director |
January 30, 2020 | ||
/s/ David P. Brownell David P. Brownell |
Director |
January 30, 2020 | ||
/s/ Edward F. Godfrey Edward F. Godfrey |
Director |
January 30, 2020 | ||
/s/ Michael B. Green Michael B. Green |
Director |
January 30, 2020 | ||
/s/ D r . Robert V. Antonucci Dr. Robert V. Antonucci |
Director |
January 30, 2020 | ||
/s/ Lisa Crutchfield Lisa Crutchfield |
Director |
January 30, 2020 | ||
/s/ David A. Whiteley David A. Whiteley |
Director |
January 30, 2020 | ||
/s/ Suzanne Foster Suzanne Foster |
Director |
January 30, 2020 | ||
/s/ Justine Vogel Justine Vogel |
Director |
January 30, 2020 | ||
/s/ Mark H. Collin Mark H. Collin |
Director |
January 30, 2020 |
Exhibit 10.17
AMENDMENT TO
UNITIL CORPORATION TAX DEFERRED SAVINGS AND INVESTMENT PLAN
WHEREAS, Unitil Corporation (the Employer) heretofore adopted the Unitil Corporation Tax Deferred Savings and Investment Plan (the Plan); and
WHEREAS, the Employer reserved the right to amend the Plan; and
WHEREAS, the Employer desires to amend the Plan, effective as of December 1, 2019, to increase the deferral rate ceiling for the Plans automatic increase program from 10% to 85%, and to provide that the use of forfeitures will be expanded to include funding QNECs and QMACs;
NOW, THEREFORE, the Plan is hereby amended, effective as of the dates indicated below, as follows:
1. | Effective as of December 1, 2019, Section 1.12 of the Plan is hereby amended by deleting it in its entirety and by substituting the following therefor: |
1.12 | FAIL-SAFE CONTRIBUTION shall mean a qualified nonelective contribution which is a contribution (other than matching contributions or Qualified Matching Contributions (within the meaning of Section 10.2)) made by the Employer and allocated to Participants accounts that the Participants may not elect to receive in cash until distribution from the Plan; that are nonforfeitable when allocated; and that are distributable only in accordance with the distribution provisions applicable to elective deferrals. |
2. | Effective as of December 1, 2019, Section 4.l(a) of the Plan is hereby amended by deleting it in its entirety and by substituting the following therefor: |
(a) | Elections. A Participant may elect to contribute a portion of his Compensation for a Plan Year on a pre-tax basis and/or in the form of designated Roth contributions. The amount of a Participants Compensation contributed in accordance with the Participants election shall be withheld by the Employer from the Participants Compensation on a ratable basis throughout the Plan Year. Elective deferrals contributed to the Plan as one type, either as a pre-tax or a Roth contribution, may not later be reclassified as the other type. The amount deferred on behalf of each Participant shall be contributed by the Employer to the Plan and allocated to the portions of the Participants Account consisting of pre-tax contributions and/or Roth contributions, as the case may be. No contributions other than Roth contributions, and properly attributable earnings will be credited to the Participants Roth account, and gains, losses and other credits or charges will be allocated on a reasonable and consistent basis to such account. |
The Plan shall maintain a record of the amount of Roth contributions in each Participants Roth account.
Each Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or designated Roth contribution.
Notwithstanding the provisions of this Section 4.l(a) to the contrary and solely with respect to Participants covered by a collective bargaining agreement, such Participants may elect to defer a portion of their Compensation for a Plan Year as a pre-tax and/or designated Roth contribution in accordance with Appendix A, attached hereto.
Notwithstanding the foregoing, any Employee not included in a unit of Employees covered by a collective bargaining agreement between the Employer and Employee representatives (Non-union Participant), who elected to opt-out of the Employers defined benefit plan as of January 1, 2010, and/or upon first becoming eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after January 1, 2010 and before April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre-tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Employee eligible to participate in the Plan with notice in writing in a manner calculated to be understood by the average eligible Employee, or through an electronic medium reasonably accessible to such Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Employee a reasonable period to exercise such right before the date on which the cash is currently available. During the ninety (90) day period ending with the day an Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Employee.
Non-union Participants who elected to opt-out of the Employers defined benefit plan as of January 1, 2010 and/or who are first eligible to participate in the Plan (including those rehired) on or after January 1, 2010, shall be enrolled in the Plans Managed Savings feature unless they elect to opt out of such feature. As of the January 1st of each Plan year, such Non-union Participants shall have their rate of elective deferral contributions automatically increased by one percent (1%). The rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st Notwithstanding the above, a Participant shall not have his rate
of elective deferral contributions automatically increased beyond eighty-five percent (85%). All other Participants in the Plan may elect to participate in the Managed Savings feature of the Plan described in this paragraph by making an election pursuant to procedures established by the Administrator. A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
3. | Effective as of December 1, 2019, Section 10.2(a) of the Plan is amended by deleting the second paragraph thereof in its entirety and substituting the following in lieu thereof: |
For purposes of this Section, Qualified Matching Contributions shall mean matching contributions that are nonforfeitable when allocated to Participants accounts under the Plan and that are distributable only in accordance with the distribution provisions applicable to elective deferrals.
4. | Effective as of December 1, 2019, Appendix A of the Plan is amended by deleting it in its entirety and substituting in lieu thereof the Appendix A attached hereto. |
5. | Except as hereinabove amended, the provisions of the Plan shall continue in full force and effect. |
IN WITNESS WHEREOF, the Employer, by its duly authorized officer, has caused this Amendment to be executed on the 29th day of January, 2020.
UNITIL CORPORATION | ||
/s/ Thomas P. Meissner, Jr. | ||
By: Thomas P. Meissner, Jr. | ||
Chairman, Chief Executive Officer and President |
APPENDIX A
Notwithstanding the provisions of Section 4.1(a) to the contrary and solely with respect to the unions named below, such Participants may elect to defer a portion of their Compensation for a Plan Year in accordance with the following:
I. | Utility Workers Union of America, AFL-CIO, Local Union No. B340, The Brotherhood of Utility Workers Council (Local B340), June 1, 2013 as extended through May 31, 2022. (This contract covers Fitchburg Gas and Electric Light Company employees.) |
Each Local B340 Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or Roth contribution.
Any Local B340 FGE Employee, who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2014, or (ii) who is first hired or rehired on or after June 1, 2013, and who, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan, fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre- tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Local B340 FGE Employee eligible to participate in the Plan with a notice in writing in a manner calculated to be understood by the average eligible Local B340 FGE Employee, or through an electronic medium reasonably accessible to such Local B340 FGE Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Local B340 FGE Employee a reasonable period to exercise such rights before the date on which the cash is currently available. During the ninety (90) day period ending with the day the Local B340 FGE Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Local B340 FGE Employee.
Participants who are Local B340 FGE Employees who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2014, or (ii) who are hired
or rehired, on or after June 1, 2013, shall, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan, also be enrolled in the Plans Managed Savings feature unless they elect to opt out of such feature. Such Participants, as of January 1st of each Plan Year, shall have their rate of elective deferral contributions automatically increased by one percent (1%). Such rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st. Notwithstanding the above, a Participant shall not have his rate of elective deferral contributions automatically increased beyond eighty-five percent (85%). A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
Notwithstanding anything in the foregoing to the contrary, in no event shall any Local B340 FGE Employee who opted out of the Employers defined benefit plan prior to meeting the eligibility requirements set forth under Section 3.1 of the Plan, become a participant in the Plan, be enrolled in the Plans Managed Savings feature, and/or be eligible for any Employer Contributions as described in Section 4.2 of the Plan, until such Local B340 FGE Employee has satisfied the age and service requirements set forth in Section 3.1 of the Plan.
II. | Local Union No. 1837, International Brotherhood of Electrical Workers (Local 1837), June 1, 2018 through May 31, 2023. (This contract covers Unitil Energy Systems employees.) |
Each Local 1837 Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or Roth contribution.
Any Local 1837 UES Employee, who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2013, or (ii) who is first hired or rehired on or after June 1, 2012, and who, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre- tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Local 1837 UES Employee eligible to participate in the Plan with a notice in writing in a manner calculated to
be understood by the average eligible Local 1837 UES Employee, or through an electronic medium reasonably accessible to such Local 1837 UES Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Local 1837 UES Employee a reasonable period to exercise such rights before the date on which the cash is currently available. During the ninety (90) day period ending with the day the Local 1837 UES Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Local 1837 UES Employee.
Participants who are Local 1837 UES Employees who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2013, or (ii) who are hired or rehired, on or after June 1, 2012, shall upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan, also be enrolled in the Plans Managed Savings feature unless they elect to opt out of such feature. Such Participants, as of January 1st of each Plan Year, shall have their rate of elective deferral contributions automatically increased by one percent (1%). Such rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st. Notwithstanding the above, a Participant shall not have his rate of elective deferral contributions automatically increased beyond eighty-five percent (85%). A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
Notwithstanding anything in the foregoing to the contrary, in no event shall any Local 1837 UES Employee who opted out of the Employers defined benefit plan prior to meeting the eligibility requirements set forth under Section 3.1 of the Plan, become a participant in the Plan, be enrolled in the Plans Managed Savings feature, and/or be eligible for any Employer Contributions as described in Section 4.2 of the Plan, until such Local 1837 UES Employee has satisfied the age and service requirements set forth in Section 3.1
III. | United Steel Workers, AFL-CIO, Local No. 12012-6 (Local 12012-6), June 6, 2017 June 5, 2020. (This contract covers Northern Utilities, Inc.-Portsmouth employees.) |
Each Local 12012-6 Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or Roth contribution.
Any Local 12012-6 NU-Portsmouth Employee, who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2011, or (ii) who is first hired or rehired on or after January 1, 2011 and who, upon first becoming eligible to participate in the Plan in accordance with Section 3.1, fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his
Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre-tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Local 12012-6 NU- Portsmouth Employee eligible to participate in the Plan with a notice in writing in a manner calculated to be understood by the average eligible Local 12012-6 NU- Portsmouth Employee, or through an electronic medium reasonably accessible to such Local 12012-6 NU-Portsmouth Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Local 12012-6 NU-Portsmouth Employee a reasonable period to exercise such right before the date on which the cash is currently available. During the ninety (90) day period ending with the day the Local 12012-6 NU-Portsmouth Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Local 12012-6 NU-Portsmouth Employee.
Participants who are Local 12012-6 NU-Portsmouth Employees who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2011, or
(ii) who are hired, or rehired, on or after January 1, 2011, shall, upon first becoming eligible to participate in the Plan in accordance with Section 3.1, also be enrolled in the Plans Managed Savings feature unless they elect to opt out of such feature. Such Participants, as of January 1st of each Plan Year, shall have their rate of elective deferral contributions automatically increased by one percent (1%). Such rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st. Notwithstanding the above, a Participant shall not have his rate of elective deferral contributions automatically increased beyond eighty-five percent (85%). A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
Notwithstanding anything in the foregoing to the contrary, in no event shall any Local 12012-6 NU-Portsmouth Employee who opted out of the Employers defined benefit plan prior to meeting the eligibility requirements set forth under Section 3.1 of the Plan, become a participant in the Plan, be enrolled in the Plans Managed Savings feature, and/or be eligible for any Employer Contributions as described in Section 4.2 of the Plan, until such Local 12012-6 NU-Portsmouth Employee has satisfied the age and service requirements set forth in Section 3.1.
IV. | Utility Workers Union of America, Local No. 341 (Local 341), April 1, 2017 March 31, 2021. (This contract covers both Northern Utilities, Inc.-Portland and Granite State Gas Transmission, Inc. employees.) |
Each Local 341 Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or Roth contribution.
Any Local 341 NU-Portland or GS Employee, who elected to (i) either opt-out of the Employers defined benefit plan as of January 1, 2013, or (ii) who is first hired or rehired on or after April 1, 2012, and who, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre-tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Local 341 NU-Portland or GS Employee eligible to participate in the Plan with a notice in writing in a manner calculated to be understood by the average eligible Local 341 NU-Portland or GS Employee, or through an electronic medium reasonably accessible to such Local 341 NU-Portland or GS Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Local 341 NU-Portland or GS Employee a reasonable period to exercise such rights before the date on which the cash is currently available. During the ninety (90) day period ending with the day the Local 341 NU-Portland or GS Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Local 341 NU-Portland or GS Employee.
Participants who are Local 341 NU-Portland or GS Employees who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2013, or (ii) who are hired or rehired, on or after April 1, 2012, shall, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan, also be enrolled in the Plans Managed Savings feature unless they elect to opt out of
such feature. Such Participants, as of January 1st of each Plan Year, shall have their rate of elective deferral contributions automatically increased by one percent (1%). Such rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st. Notwithstanding the above, a Participant shall not have his rate of elective deferral contributions automatically increased beyond eighty-five percent (85%). A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
Notwithstanding anything in the foregoing to the contrary, in no event shall any Local 341 NU-Portland or GS Employee who opted out of the Employers defined benefit plan prior to meeting the eligibility requirements set forth under Section 3.1 of this Plan, become a participant in the Plan, be enrolled in the Plans Managed Savings feature, and/or be eligible for any Employer Contributions as described in Section 4.2 of the Plan, until such Local 341 NU-Portland or GS Employee has satisfied the age and service requirements set forth in Section 3.1.
V. | Local Union No. 1837, International Brotherhood of Electrical Workers (Local 1837), June 1, 2018 May 31, 2023. (This contract covers Unitil Service Corp. employees.) |
Each Local 1837 Participant may elect to contribute in the aggregate from one percent (1%) to eighty-five percent (85%) of such Participants Compensation as a pre-tax and/or Roth contribution.
Any Local 1837 USC Employee, who elected to (i) either opt-out of the Employers defined benefit plan as of January 1, 2010, or (ii) who is first hired or rehired on or after January 1, 2010, and who, upon first becoming eligible to participate in the Plan in accordance with Section 3.1 fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer three percent (3%) of his Compensation as a pre-tax contribution (deemed elective deferral). Effective April 1, 2019, any Participant who first becomes eligible to participate in the Plan pursuant to Section 3.1 (including those rehired) on and after April 1, 2019, who fails to affirmatively make any deferral election (including an election to contribute zero percent (0%) of his Compensation to the Plan) within the time prescribed by the Administrator, shall be deemed to have elected to defer six percent (6%) of his Compensation as a pre-tax contribution (deemed elective deferral).
At least thirty (30) days and no more than ninety (90) days, prior to the beginning of each Plan Year, the Administrator shall provide each Local 1837 USC Employee eligible to participate in the Plan with a notice in writing in a manner calculated to be understood by the average eligible Local 1837 USC Employee, or through an electronic medium reasonably accessible to such Local 1837 USC Employee, of the deemed elective deferral, his right to receive the amount of the deemed elective
deferral in cash and his right to increase or decrease his rate of elective deferrals, and how deemed elective deferrals will be invested in the absence of the Employees investment instructions. The Administrator shall also provide each such Local 1837 USC Employee a reasonable period to exercise such right before the date on which the cash is currently available. During the ninety (90) day period ending with the day the Local 1837 USC Employee becomes eligible to participate in the Plan, the same notice shall be provided to that Local 1837 USC Employee.
Participants who are Local 1837 USC Employees who either (i) elected to opt-out of the Employers defined benefit plan as of January 1, 2010, or (ii) who are hired or rehired, on or after January 1, 2010, shall upon first becoming eligible to participate in the Plan in accordance with Section 3.1 of the Plan, also be enrolled in the Plans Managed Savings feature unless they elect to opt out of such feature. Such Participants, as of January 1st of each Plan Year, shall have their rate of elective deferral contributions automatically increased by one percent (1%). Such rate of elective deferral contributions shall be further increased by an additional one percent (1%) per year as of each subsequent January 1st. Notwithstanding the above, a Participant shall not have his rate of elective deferral contributions automatically increased beyond eighty-five percent (85%). A Participants election to participate in the Managed Savings feature shall remain in place until the Participant revokes such election.
Notwithstanding anything in the foregoing to the contrary, in no event shall any Local 1837 USC Employee who opted out of the Employers defined benefit plan prior to meeting the eligibility requirements set forth under Section 3.1 of the Plan, become a participant in the Plan, be enrolled in the Plans Managed Savings feature, and/or be eligible for any Employer Contributions as described in Section 4.2 of the Plan, until such Local 1837 USC Employee has satisfied the age and service requirements set forth in Section 3.1.
Exhibit 10.21
UNITIL CORPORATION
Compensation of Directors
On July 24, 2019, the Board of Directors of Unitil Corporation (Unitil) approved and adopted a revised compensation arrangement for members of the Board of Directors. The revised compensation arrangement became retroactively effective as of January 1, 2019.
The revised compensation arrangement applies to members of the Board of Directors who are not employees of Unitil or any of its subsidiaries. The following table summarizes the material terms of the revised compensation arrangement.
Category |
Description |
Amount | ||
Board of DirectorsAnnual Cash Retainer | Each member of the Board of Directors will receive an annual cash retainer. Unitil will pay one-fourth of the annual cash retainer on the first business day of each fiscal quarter. | $65,000 per year | ||
Board of DirectorsAnnual Equity Retainer | Each member of the Board of Directors will receive an annual equity retainer. Unitil will issue the equity retainer on the first business day of October each year. Each member of the Board may elect to receive restricted stock units (with any phantom dividends reinvested in additional restricted stock units), in lieu of Unitils common stock, as his or her annual equity retainer. | $70,000 per year (payable in kind as common stock or restricted stock units) | ||
Lead DirectorAnnual Cash Retainer Premium | The Lead Director of the Board of Directors will receive an annual cash retainer premium. Unitil will pay one-fourth of the annual cash retainer premium on the first business day of each fiscal quarter. | $20,000 per year | ||
Board of DirectorsSpecial Meetings | Each member of the Board of Directors will receive a fee for each special meeting of the Board of Directors that such member attends in person. | $2,000 per special meeting | ||
Audit, Compensation and Nominating and Governance CommitteesAnnual Cash Retainer for Chair | Each chair of the Audit, Compensation and Nominating and Governance committees of the Board of Directors will receive an annual cash retainer. Unitil will pay one-fourth of the annual cash retainer on the first business day of each fiscal quarter. | $16,000 per committee per year | ||
Audit, Compensation and Nominating and Governance CommitteesAnnual Cash Retainer for Non-Chair Members | Each non-chair member of the Audit, Compensation and Nominating and Governance committees of the Board of Directors will receive an annual cash retainer. Unitil will pay one-fourth of the annual cash retainer on the first business day of each fiscal quarter. | $6,000 per committee per year |
Category |
Description |
Amount | ||
Executive CommitteeMeetings | Each member of the Executive Committee will receive a fee for each meeting of the Executive Committee that such member attends in person. | $1,500 per meeting |
In addition, Unitil will reimburse each member of the Board of Directors for reasonable expenses that such member incurs in connection with attending meetings of the Board of Directors or committees thereof.
Exhibit 11.1
UNITIL CORPORATION
COMPUTATION IN SUPPORT OF EARNINGS PER SHARE
Year Ended December 31, | ||||||||||||
2019 | 2018 | 2017 | ||||||||||
EARNINGS PER SHARE (000s, except per share data) |
||||||||||||
Net Income |
$ | 44,238 | $ | 33,041 | $ | 29,005 | ||||||
Less: Dividend Requirements on Preferred Stock |
11 | 11 | 11 | |||||||||
|
|
|
|
|
|
|||||||
Net Income Applicable to Common Stock |
$ | 44,227 | $ | 33,030 | $ | 28,994 | ||||||
|
|
|
|
|
|
|||||||
Average Number of Common Shares OutstandingBasic |
14,894 | 14,824 | 14,095 | |||||||||
Dilutive Effect of Stock Options and Restricted Stock |
6 | 5 | 7 | |||||||||
Average Number of Common Shares OutstandingDiluted |
14,900 | 14,829 | 14,102 | |||||||||
Earnings Per ShareBasic |
$ | 2.97 | $ | 2.23 | $ | 2.06 | ||||||
Earnings Per ShareDiluted |
$ | 2.97 | $ | 2.23 | $ | 2.06 |
Exhibit 21.1
Subsidiaries of Registrant
The Company or the registrant has eight wholly-owned subsidiaries, seven of which are corporations organized under the laws of the State of New Hampshire: Unitil Energy Systems, Inc., Northern Utilities, Inc., Granite State Gas Transmission, Inc., Unitil Power Corp., Unitil Realty Corp., Unitil Resources, Inc. and Unitil Service Corp. The eighth, Fitchburg Gas and Electric Light Company, is organized under the laws of the Commonwealth of Massachusetts. Usource, Inc., which is a corporation organized under the laws of the State of Delaware, was a wholly-owned subsidiary of Unitil Resources, Inc. and was divested of by the Company in the first quarter of 2019. Usource, Inc. is the sole member of Usource L.L.C., which is a limited liability company formed under the laws of the State of Delaware and was also divested of by the Company in the first quarter of 2019.
Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement Nos. 333-168394 and 333-221333 on Form S-3 and Nos. 333-234391 and 333-184849 on Form S-8 of our report dated January 30, 2020, relating to the consolidated financial statements of Unitil Corporation and subsidiaries and the effectiveness of Unitil Corporation and subsidiaries internal control over financial reporting, appearing in this Annual Report on Form 10-K of Unitil Corporation for the year ended December 31, 2019.
/s/ Deloitte and Touche LLP
Boston, Massachusetts
January 30, 2020
Exhibit 31.1
CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Thomas P. Meissner, Jr., certify that:
1) | I have reviewed this annual report on Form 10-K of Unitil Corporation; |
2) | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4) | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any changes in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrants internal controls over financial reporting; and |
5) | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: January 30, 2020 |
/s/ Thomas P. Meissner, Jr. |
Thomas P. Meissner, Jr. |
Chief Executive Officer and President |
Exhibit 31.2
CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Christine L. Vaughan, certify that:
1) | I have reviewed this annual report on Form 10-K of Unitil Corporation; |
2) | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4) | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any changes in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrants internal controls over financial reporting; and |
5) | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: January 30, 2020 |
/s/ Christine L. Vaughan |
Christine L. Vaughan |
Chief Financial Officer |
Exhibit 31.3
CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Laurence M. Brock, certify that:
1) | I have reviewed this annual report on Form 10-K of Unitil Corporation; |
2) | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3) | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4) | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any changes in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrants internal controls over financial reporting; and |
5) | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: January 30, 2020 |
/s/ Laurence M. Brock |
Laurence M. Brock |
Chief Accounting Officer |
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Unitil Corporation (the Company) on Form 10-K for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the Report), each of the undersigned Thomas P. Meissner, Jr., Chief Executive Officer and President, Christine L. Vaughan, Chief Financial Officer and Laurence M. Brock, Chief Accounting Officer, certifies, to the best knowledge and belief of the signatory, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
Signature |
Capacity |
Date | ||
/s/ Thomas P. Meissner, Jr. |
||||
Thomas P. Meissner, Jr. | Chief Executive Officer and President | January 30, 2020 | ||
/s/ Christine L. Vaughan |
||||
Christine L. Vaughan | Chief Financial Officer | January 30, 2020 | ||
/s/ Laurence M. Brock |
||||
Laurence M. Brock | Chief Accounting Officer | January 30, 2020 |
Page 1 of 5
Exhibit 99.1
FOR RELEASE
UNITIL REPORTS YEAR-END EARNINGS
HAMPTON, N.H., JANUARY 30, 2020 Unitil Corporation (NYSE: UTL) (www.unitil.com) today announced Net Income of $44.2 million, or $2.97 in earnings per share, for the year ended December 31, 2019, an increase of $11.2 million, or $0.74 per share, compared to 2018. In the first quarter of 2019, the Company recognized a one-time net gain of $9.8 million, or $0.66 per share, on the Companys divestiture of its non-regulated business subsidiary, Usource. Excluding the Usource divestiture, the Companys Net Income was $34.4 million, or $2.31 per share, for the year ended December 31, 2019, an increase of $1.4 million, or $0.08 per share, compared to 2018. The increase in earnings was driven by higher natural gas sales margins, partially offset by increases in operating expenses.
We are pleased with the Companys financial results for 2019, said Thomas P. Meissner, Jr., Unitils Chairman and Chief Executive Officer. We continue to see steady growth in our customer base and our focus remains on providing safe and reliable service.
Natural gas sales margins were $122.2 million in 2019, an increase of $5.3 million compared to 2018. The increase in natural gas sales margins was driven by higher natural gas distribution rates of $5.6 million and higher therm sales of $0.9 million, partially offset by milder weather in the fourth quarter of 2019. The positive effect of higher rates and customer growth was partially offset by the absence in the current period of a $1.2 million non-recurring adjustment recognized in the second quarter of 2018 to increase gas revenue and operating expenses in connection with a then ongoing base rate case for the Companys New Hampshire natural gas utility.
Natural gas therm sales increased 0.4% in 2019 compared to 2018. The increase in gas therm sales was driven by customer growth, partially offset by milder weather in the fourth quarter of 2019 compared to 2018. Based on weather data collected in the Companys natural gas service areas, there were 6.7% fewer effective degree days in 2019, on average, compared to 2018. The Company estimates that weather-normalized gas therm sales, excluding decoupled sales, were up 4.2% in 2019 compared to 2018. As of December 31, 2019 the number of natural gas customers served increased by 1,152 over the previous year.
6 Liberty Lane West
Hampton, NH 03842
T 603.772.0775
www.unitil.com
Page 2 of 5
Electric sales margins were $91.9 million in 2019, essentially on par with 2018. Electric sales margins in 2019 were positively affected by higher electric distribution rates of $1.6 million, offset by a decrease of $1.6 million from lower kWh sales due to milder summer weather in 2019 and overall lower average usage per customer.
Electric kilowatt-hour (kWh) sales decreased 4.8% in 2019 compared to 2018 reflecting milder summer weather in 2019 compared to 2018, lower average usage per customer due to energy efficiency initiatives and net metered distributed generation, as well as reduced usage by some industrial customers, partially offset by customer growth. Based on weather data collected in the Companys electric service areas, there were 22.3% fewer Cooling Degree Days in 2019, on average, compared to 2018. As of December 31, 2019, the number of electric customers served increased by 558 over the previous year. Unitil now serves over 190,000 gas and electric customers.
Operation and Maintenance (O&M) expenses decreased $2.3 million in 2019 compared to 2018. Excluding the non-recurring adjustment discussed above which increased gas revenue and O&M expenses by $1.2 million in the second quarter of 2018 in connection with a then ongoing base rate case for the Companys New Hampshire natural gas utility; O&M expenses decreased $1.1 million in 2019 compared to 2018. The decrease in 2019 includes $2.4 million of lower labor and other costs related to the divestiture of Usource. Excluding the lower expenses associated with the Usource divestiture and the 2018 non-recurring adjustment; O&M expenses were higher by $1.3 million. The change in O&M expenses reflects higher utility operating costs of $0.7 million, higher labor costs of $0.5 million, and higher professional fees of $0.1 million.
Depreciation and Amortization expense increased $1.6 million in 2019 compared to 2018, reflecting increased depreciation on higher levels of utility plant in service, partially offset by lower amortization.
Property and Other Taxes increased $0.3 million in 2019 compared to 2018, reflecting higher local property tax rates on higher levels of utility plant in service, partially offset by $1.0 million of property tax abatements received in 2019.
6 Liberty Lane West
Hampton, NH 03842
T 603.772.0775
www.unitil.com
Page 3 of 5
Interest Expense, Net decreased $0.3 million, in 2019 compared to 2018 reflecting lower interest on long-term debt and higher interest income on Allowance for Funds Used During Construction (AFUDC), partially offset by interest on higher levels of short-term borrowings.
Other (Income) Expense, Net changed from an expense of $5.8 million in 2018 to income of $8.6 million in 2019, a net change of $14.4 million. This change primarily reflects a pre-tax gain of $13.4 million on the Companys divestiture of Usource, discussed above, and lower retirement benefit costs in the current period. The Usource divestiture generated a capital gain to the Company and a $3.6 million provision is included in the Companys income tax expense for 2019.
Federal and State Income Taxes increased $5.4 million in 2019 compared to 2018 reflecting income taxes associated with the gain on the Companys divestiture of Usource, discussed above, and higher pre-tax earnings in the current period.
In 2019, Unitils annual common dividend was $1.48 per share, representing an unbroken record of quarterly dividend payments since trading began in Unitils common stock. At its January 2020 meeting, the Unitil Corporation Board of Directors declared a quarterly dividend on the Companys common stock of $0.375 per share, an increase of $0.005 per share on a quarterly basis, resulting in an increase in the effective annualized dividend rate to $1.50 per share from $1.48 per share.
The Companys earnings are seasonal and are typically higher in the first and fourth quarters when customers use natural gas for heating purposes.
The Company will hold a conference call to discuss fourth quarter and full year 2019 results on Thursday, January 30, 2020, at 2:00 p.m. Eastern Time. This call is being webcast and can be accessed in the Investor Relations section of Unitils website, www.unitil.com.
6 Liberty Lane West
Hampton, NH 03842
T 603.772.0775
www.unitil.com
Page 4 of 5
About Unitil Corporation
Unitil Corporation provides energy for life by safely and reliably delivering natural gas and electricity in New England. We are committed to the communities we serve and to developing people, business practices, and technologies that lead to the delivery of dependable, more efficient energy. Unitil Corporation is a public utility holding company with operations in Maine, New Hampshire and Massachusetts. Together, Unitils operating utilities serve approximately 106,100 electric customers and 83,900 natural gas customers. Other subsidiaries include Usource, Unitils non-regulated business segment. For more information about our people, technologies, and community involvement please visit www.unitil.com.
Forward-Looking Statements
This press release may contain forward-looking statements. All statements, other than statements of historical fact, included in this press release are forward-looking statements. Forward-looking statements include declarations regarding Unitils beliefs and current expectations. These forward-looking statements are subject to the inherent risks and uncertainties in predicting future results and conditions that could cause the actual results to differ materially from those projected in these forward-looking statements. Some, but not all, of the risks and uncertainties include the following: Unitils regulatory environment (including regulations relating to climate change, greenhouse gas emissions and other environmental matters); fluctuations in the supply of, the demand for, and the prices of, gas and electric energy commodities and transmission and transportation capacity and Unitils ability to recover energy supply costs in its rates; customers preferred energy sources; severe storms and Unitils ability to recover storm costs in its rates; general economic conditions; variations in weather; long-term global climate change; Unitils ability to retain its existing customers and attract new customers; increased competition; and other risks detailed in Unitils filings with the Securities and Exchange Commission. These forward looking statements speak only as of the date they are made. Unitil undertakes no obligation, and does not intend, to update these forward-looking statements.
For more information please contact:
Todd Diggins Investor Relations | Alec OMeara Media Relations | |
Phone: 603-773-6504 | Phone: 603-773-6404 | |
Email: diggins@unitil.com | Email: omeara@unitil.com |
6 Liberty Lane West
Hampton, NH 03842
T 603.772.0775
www.unitil.com
Page 5 of 5
Selected financial data for 2019 and 2018 is presented in the following table:
Unitil Corporation Condensed Consolidated Financial Data |
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(Millions, except Per Share data) (Unaudited) |
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Three Months Ended December 31, |
Twelve Months Ended December 31, |
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2019 | 2018 | Change | 2019 | 2018 | Change | |||||||||||||||||||
Gas Therm Sales |
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Residential |
11.8 | 12.8 | (7.8 | %) | 48.0 | 48.7 | (1.4 | %) | ||||||||||||||||
Commercial/Industrial |
47.9 | 50.1 | (4.4 | %) | 184.1 | 182.4 | 0.9 | % | ||||||||||||||||
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Total Gas Therm Sales |
59.7 | 62.9 | (5.1 | %) | 232.1 | 231.1 | 0.4 | % | ||||||||||||||||
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Electric kWh Sales |
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Residential |
149.9 | 157.7 | (4.9 | %) | 648.2 | 685.5 | (5.4 | %) | ||||||||||||||||
Commercial/Industrial |
229.0 | 234.4 | (2.3 | %) | 947.5 | 990.3 | (4.3 | %) | ||||||||||||||||
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Total Electric kWh Sales |
378.9 | 392.1 | (3.4 | %) | 1,595.7 | 1,675.8 | (4.8 | %) | ||||||||||||||||
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Gas Revenues |
$ | 59.5 | $ | 68.7 | $ | (9.2 | ) | $ | 203.4 | $ | 216.1 | $ | (12.7 | ) | ||||||||||
Cost of Gas Sales |
22.8 | 32.2 | (9.4 | ) | 81.2 | 99.2 | (18.0 | ) | ||||||||||||||||
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Gas Sales Margin |
36.7 | 36.5 | 0.2 | 122.2 | 116.9 | 5.3 | ||||||||||||||||||
Electric Revenues |
56.9 | 55.7 | 1.2 | 233.9 | 223.3 | 10.6 | ||||||||||||||||||
Cost of Electric Sales |
35.6 | 34.3 | 1.3 | 142.0 | 131.4 | 10.6 | ||||||||||||||||||
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Electric Sales Margin |
21.3 | 21.4 | (0.1 | ) | 91.9 | 91.9 | | |||||||||||||||||
Usource Revenues |
| 1.2 | (1.2 | ) | 0.9 | 4.7 | (3.8 | ) | ||||||||||||||||
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Total Sales Margin |
58.0 | 59.1 | (1.1 | ) | 215.0 | 213.5 | 1.5 | |||||||||||||||||
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Operation & Maintenance Expenses |
17.3 | 18.0 | (0.7 | ) | 67.2 | 69.5 | (2.3 | ) | ||||||||||||||||
Depreciation & Amortization |
13.0 | 13.0 | | 52.0 | 50.4 | 1.6 | ||||||||||||||||||
Property & Other Taxes |
5.7 | 5.9 | (0.2 | ) | 22.7 | 22.4 | 0.3 | |||||||||||||||||
Other (Income) Expense, Net |
1.2 | 1.7 | (0.5 | ) | (8.6 | ) | 5.8 | (14.4 | ) | |||||||||||||||
Interest Expense, Net |
5.8 | 6.1 | (0.3 | ) | 23.7 | 24.0 | (0.3 | ) | ||||||||||||||||
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Income Before Income Taxes |
15.0 | 14.4 | 0.6 | 58.0 | 41.4 | 16.6 | ||||||||||||||||||
Income Tax Expense |
3.6 | 3.4 | 0.2 | 13.8 | 8.4 | 5.4 | ||||||||||||||||||
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Net Income |
$ | 11.4 | $ | 11.0 | $ | 0.4 | $ | 44.2 | $ | 33.0 | $ | 11.2 | ||||||||||||
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Earnings Per Share |
$ | 0.77 | $ | 0.74 | $ | 0.03 | $ | 2.97 | $ | 2.23 | $ | 0.74 |
6 Liberty Lane West
Hampton, NH 03842
T 603.772.0775
www.unitil.com