Hampton, NH, and Merrillville, IN – February 19, 2008: Unitil Corporation (AMEX: UTL)
and NiSource Inc. (NYSE:NI) today announced that Unitil has agreed to purchase Northern
Utilities, Inc, (“Northern”) and Granite State Gas Transmission, Inc. (“Granite”), from
NiSource for $160 million plus an estimated $25 million for natural gas storage inventory
and other working capital items. The purchase is expected to be financed by newly issued
common stock and debt. The transaction, which is expected to close by the fourth quarter
of 2008, is subject to approval by the Maine Public Utilities Commission and the New
Hampshire Public Utilities Commission, and review by certain federal agencies.
“Northern Utilities is a natural fit for Unitil,” said Robert G. Schoenberger, Unitil’s Chairman
and Chief Executive Officer. “Our New Hampshire electric distribution operations already
share many customers and communities with Northern and the acquisition underscores
Unitil’s commitment to the region. We look forward to welcoming Northern’s employees to
the Unitil companies and to delivering the same high quality service to our new customers
that we have long provided to our current customers.”
Northern Utilities is a local natural gas distribution utility serving 52,000 customers in 44
communities in Maine and New Hampshire. Northern has 78 full-time employees. Granite’s
operations consist of 86 miles of FERC-regulated gas transmission pipeline primarily
located in Maine and New Hampshire. Granite’s principal business is delivering natural gas
transportation services to Northern and providing access to inter-state natural gas pipeline
supplies. Upon consummation of the transaction, both Northern and Granite would become
wholly owned subsidiaries of Unitil Corporation.
“This acquisition significantly strengthens our gas utility operations and increases our
customer base by 40%,” according to Mr. Schoenberger. “We believe natural gas provides
a clean and economical energy option for residents and businesses in the region.”
NiSource Inc. acquired Northern and Granite in 1999 as part of the company’s larger
acquisition of Bay State Gas Company ("Bay State"), which serves nearly 300,000
residential, commercial and industrial natural gas customers in Massachusetts. NiSource is
retaining ownership of Bay State as a core component of the company’s long-term,
investment-driven growth strategy.
“This transaction provides a true ‘win-win’ outcome,” NiSource President and Chief
Executive Officer Robert C. Skaggs, Jr., noted. “Unitil is acquiring a quality set of assets
uniquely suited to its growth strategy, while NiSource is able to focus even more closely on
its own long-term growth plan, which centers on commercial development and expansion of
our natural gas pipeline and storage business, as well as investment-driven growth at our
core regulated utility businesses, including Bay State. We expect this transaction to provide
benefits to the customers, employees and shareholders of both companies."
Unitil is being advised in this transaction by RBC Capital Markets Corporation and by the
law firm of Dewey & LeBoeuf. NiSource is being advised in the transaction by The
Blackstone Group and by the law firm of Schiff Hardin.
About Unitil
Unitil (AMEX: UTL) (www.unitil.com) is a public utility holding company with utility
subsidiaries providing electric service in New Hampshire and electric and gas service in
Massachusetts. Unitil serves 115,000 customers in 37 communities in the capital and
seacoast regions of New Hampshire and in north central Massachusetts. Usource L.L.C.,
Unitil’s non-regulated business, offers energy brokerage services to large energy users
throughout the northeast.
About NiSource
NiSource Inc. (NYSE: NI) (www.nisource.com), based in Merrillville, Indiana, is a Fortune 500
company engaged in natural gas transmission, storage and distribution, as well as electric
generation, transmission and distribution. NiSource operating companies deliver energy to
3.8 million customers located within a geographic corridor stretching from the Gulf Coast
through the Midwest to New England.
Concerning Forward Looking Statements
This press release contains forward-looking statements, which are subject to the inherent
uncertainties in predicting future results and conditions. All statements, other than
statements of historical fact, are forward-looking statements. Certain factors that could
cause the actual results to differ materially from those projected in these forward-looking
statements include, but are not limited to, the following: variations in weather; changes in
the regulatory environment; customers' preferences on energy sources; general economic
conditions; increased competition; fluctuations in supply, demand, transmission capacity
and prices for energy commodities; and other uncertainties, all of which are difficult to
predict, and many of which are beyond the control of Unitil Corporation and NiSource Inc.
For a detailed discussion of the important factors that affect Unitil and NiSource and that
could cause actual results to differ from those expressed or implied in their forward-looking
statements, please refer to Unitil’s Annual Report on Form 10-K for the year ended
December 31, 2007, and NiSource’s Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007, each of which has been filed with the Securities and Exchange
Commission.
