Pennichuck Corporation Announces Expected Closing Date
January 20 2012 - 3:23PM
Marketwired
Pennichuck Corporation (NASDAQ: PNNW) today announced that the City
of Nashua, New Hampshire (the "City") has informed Pennichuck that
the City has arranged the funding necessary to complete its
acquisition of the Company pursuant to the terms of an Agreement
and Plan of Merger dated as of November 11, 2010 ("Merger
Agreement"). Pennichuck and the City have scheduled the closing for
January 25, 2012.
Assuming the transaction closes as expected, all shareholders as
of that date will be entitled to receive the merger consideration
of $29.00 in cash for each share they own.
Shares held in "street name" will receive payment directly from
the paying agent without any further action (unless the shareholder
has properly demanded and perfected statutory dissenters' rights
under New Hampshire law). Shareholders whose shares are held in
certificate or book form will be promptly mailed a letter with
instructions telling them how to surrender their stock certificates
or book-entry shares in exchange for the merger consideration.
If you have lost a certificate, or if it has been stolen,
mutilated or destroyed, you may still be entitled to receive the
$29 merger consideration. However, you will have to comply with the
replacement requirements established under the Merger Agreement,
including the posting of a bond in an amount reasonably
satisfactory to the surviving corporation to protect it against any
claim that may be made against it with respect to that
certificate.
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 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 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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