Pennichuck Corporation Announces PUC Approval of Merger Transaction
November 23 2011 - 4:00PM
Marketwired
Pennichuck Corporation (NASDAQ: PNNW) today announced that the New
Hampshire Public Utilities Commission ("NHPUC") issued its order
approving Pennichuck's acquisition by the City of Nashua, New
Hampshire (the "City") pursuant to the terms of an Agreement and
Plan of Merger dated November 10, 2010 ("Merger Agreement"). The
order found that the settlement agreement previously entered into
by substantially all of the parties in the case is in the public
interest pursuant to special legislation that allows the City to
acquire the stock of Pennichuck and the New Hampshire Eminent
Domain Statute (RSA Chapter 38). The NHPUC specifically approved
the conditions set forth in the settlement agreement and did not
add any new conditions to its approval.
The NHPUC's order is subject to appeal for a 30-day period
following its issuance; thereafter, if no appeal is filed, it
becomes final. Under the terms of the Merger Agreement, the City,
in effect, has 90 days after the NHPUC order becomes final to
complete the financing. Based on the timing of the issuance of the
order, the merger is expected to be completed in the first quarter
of 2012.
Commenting on Pennichuck's planned acquisition by the City of
Nashua, Duane C. Montopoli, Pennichuck's President and Chief
Executive Officer, said, "I am pleased that we were able to obtain
a favorable ruling approving our settlement agreement. While the
order is subject to a 30-day appeal period, we anticipate that
Nashua will complete its bond issue as soon as practicable,
allowing the transaction to close early in 2012."
Pennichuck Corporation is a holding company involved principally
in the supply and distribution of potable water in New Hampshire
through its three regulated water utilities. Its non-regulated,
water-related activities include operations and maintenance
contracts with municipalities and private entities in New Hampshire
and Massachusetts. The Company's real estate operations are
involved in the ownership, management and environmentally
responsible commercialization of real estate in southern New
Hampshire.
Pennichuck Corporation's common stock trades on the Nasdaq
Global Market under the symbol "PNNW." However, upon the completion
of the proposed merger with the City of Nashua, Pennichuck's common
stock will cease to be publicly-traded. The Company's website is at
www.pennichuck.com.
Forward-Looking Statements
This news release may contain certain forward-looking statements
with respect to the financial condition, results of operations and
business of Pennichuck Corporation. Forward-looking statements are
based on current information and expectations available to
management at the time the statements are made, and are subject to
various factors, risks and uncertainties that could cause actual
results to differ materially from those expressed or implied by
such forward-looking statements. These factors include, but are not
limited to, whether the NHPUC order is reversed on appeal; whether
the merger transaction is ultimately consummated; Nashua's ability
to obtain appropriate financing for the merger; the outcome of
requests for rate relief from the NHPUC from time to time; changes
in governmental regulations; legislation and/or regulation and
accounting factors affecting Pennichuck Corporation's financial
condition and results of operations; the availability and cost of
capital, including the impact on our borrowing costs of changes in
interest rates; and, the impact of weather. Investors are
encouraged to access Pennichuck Corporation's annual and quarterly
periodic reports filed with the Securities and Exchange Commission
for financial and business information regarding Pennichuck
Corporation, including a more detailed discussion of these and
other risks and uncertainties that could affect Pennichuck
Corporation's forward-looking statements. We undertake no
obligation to update or revise publicly any forward-looking
statement.
For More Information, Contact: Thomas C. Leonard
Senior Vice President and Chief Financial Officer Phone:
603-913-2300 Fax: 603-913-2305
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