Boston, MA -- (SBWire) -- 11/18/2010 -- C.W. Downer & Co., a leading global middle-market investment bank, is pleased to announce that the City of Nashua has signed a definitive merger agreement to acquire all the outstanding shares of Pennichuck Corporation (Nasdaq: PNNW) for a price of $29.00 per share, or approximately $138 million in cash. The city will also assume $60 million of the company’s outstanding debt resulting in a total transaction value of nearly $200 million. If the transaction is approved, Nashua will acquire multiple businesses including Pennichuck Water Works, two other regulated utilities, a real-estate holding company and a water services company.
This agreement marks the end to an eight year legal battle in which the City of Nashua attempted to seize control of its water supply by eminent domain. In 2008, state regulators approved the taking of the Pennichuck Water Works assets for $243 million, including a $40 million mitigation fund, but the city deemed the price too high and the deal was not completed.
"We are particularly pleased that we helped Nashua and Pennichuck find a negotiated solution to their eminent domain dispute," said Wade Aust, Managing Director & Partner of C.W. Downer & Co. "This agreement is a win for all parties. Nashua will gain control of key water assets at substantial savings, and Pennichuck shareholders will benefit from much better tax treatment than would have been possible under an eminent domain taking."
Nashua Mayor Donnalee Lozeau stated, "This acquisition is an investment in the future which will secure and protect our water supply and watershed resources for the long-term benefit of our citizens at reasonable cost. I am confident that this in the best interest of Nashua and surrounding communities, now and for generations to come."
“Advising the City of Nashua on the acquisition of a public company has been a unique experience,” said Arthur Gottlieb, Managing Director & Partner of C.W. Downer & Co. "We have dealt with a number of issues, including New Hampshire’s Right-To-Know law and Federal municipal bond arbitrage rules, that are simply not factors in most corporate transactions."
The C.W. Downer & Co. team responsible for the Pennichuck acquisition included Mr. Aust (Managing Director & Partner, Boston), Mr. Gottlieb (Managing Director & Partner, Boston), Ruta J. Laukien (Director, Boston) and Christopher Donegan (Vice President, Boston).
About C.W. Downer & Co.
C.W. Downer & Co. is an independent, global investment bank offering middle-market clients a high level of personal attention coupled with more than 30 years of international execution experience. We provide insight, not just information. We generate value, not just transactions. With seven fully integrated offices on four continents, we consistently identify the most appropriate strategic buyer and uncover “hidden” acquisition targets. C.W. Downer & Co. delivers the reach of a bulge-bracket investment bank with the senior level focus of a boutique. For more information, visit http://www.cwdowner.com.
For Further Information:
Wade Aust, Managing Director & Partner
waust@cwdowner.com
Arthur Gottlieb, Managing Director & Partner
agottlieb@cwdowner.com
Patti Allan, Marketing Director
pallan@cwdowner.com
C.W. Downer & Co.
+1 617 482 6200
C.W. Downer & Co. Assists the City of Nashua, NH, With Agreement to Acquire Pennichuck Corporation