Chesapeake Utilities Corporation and Florida Public Utilities Company Complete Merger
October 29 2009 - 6:30AM
PR Newswire (US)
DOVER, Del., Oct. 29 /PRNewswire-FirstCall/ -- Chesapeake Utilities
Corporation (NYSE:CPK) and Florida Public Utilities Company (NYSE
AMEX: FPU) announced today the completion of their planned merger,
effective yesterday, October 28, 2009. Florida Public Utilities is
now a wholly owned subsidiary of Chesapeake. The combination
creates a combined energy company serving approximately 200,000
customers (117,000 natural gas, 48,000 propane and 31,000 electric
customers) in the Mid-Atlantic and Florida markets with assets
totaling approximately $595 million. Chesapeake and Florida Public
Utilities (FPU) recognized $291.4 million and $168.5 million in
revenues, respectively, and $13.6 million and $3.5 million in net
income, respectively, for 2008. Pursuant to the merger, FPU
shareholders will receive 0.405 shares of Chesapeake common stock
in exchange for each outstanding share of Florida Public Utilities.
Chesapeake stock will continue to trade on the New York Stock
Exchange under the ticker symbol "CPK". FPU shareholders holding
physical stock certificates will receive share exchange
instructions for their Chesapeake shares in the next few weeks.
"Today marks the beginning of an exciting new era in Chesapeake
history," said John R. Schimkaitis, President and Chief Executive
Officer of Chesapeake. "We believe this merger is a great strategic
fit for both companies and we are pleased with how quickly the
merger was consummated." Effective yesterday, John R. Schimkaitis
becomes the Chairman and Chief Executive Officer of Florida Public
Utilities in addition to serving as President and Chief Executive
Officer of Chesapeake. Jack English, former Chairman, President and
Chief Executive Officer of FPU, will stay on as a consultant and
assist in the integration effort. Post-merger, George M. Bachman
and Charles L. Stein will continue to serve as Chief Financial
Officer and Chief Operating Officer, respectively, of FPU. Pursuant
to the merger agreement between Chesapeake and FPU, two members of
the FPU Board of Directors have been appointed to the Chesapeake
Board of Directors. These two new board members are Dennis S.
Hudson, III and Paul L. Maddock, Jr., increasing the number of
Chesapeake directors to 12. Background on the two new directors is
provided below: -- Dennis S. Hudson, III, 54, is the Chairman and
Chief Executive Officer of Seacoast National Bank (NASDAQ:SBCF),
and Seacoast Banking Corporation of Florida, which has offices from
Orlando to Palm Beach, Florida. Hudson has been a member of both
organizations' Boards of Directors since 1983. He has held various
positions in the banks, including, most recently, President and
Chief Executive Officer, and prior to that, Executive Vice
President and Chief Operating Officer. A member of the FPU Board of
Directors since 2005, Hudson served as a member of the Audit
Committee. He also serves on the Miami Board of Directors of the
Federal Reserve Bank of Atlanta. Hudson is actively involved in the
community having served on the Board of the Martin County YMCA
Foundation; Council on Aging; St. Michael's Independent School, the
Job Training Center; and as Chairman of the Economic Council of
Martin County. Hudson resides in Stuart, Florida. -- Paul L. (Jay)
Maddock, Jr., 59, is a Trustee and President of The Maddock
Companies, a diversified real estate development, investment and
securities holding company with operations in Palm Beach and Martin
Counties, Florida; President of Palamad Development Company, Inc.,
a real estate development company constructing homes in Palm Beach
and Martin Counties, Florida; and President of McLean-Maddock,
Industries, a real estate construction and development company in
Telluride, Colorado. A member of the FPU Board of Directors since
1998, Maddock served as Chairman of the Compensation Committee and
as a member of the Audit Committee. He has served on the Board of
the Lydian Bank and Trust since 2003, and is the Chairman of the
Audit Committee and a member of the Executive Committee. He has
also served on the Boards of PRB Energy, Inc., a natural gas
exploration and distribution company in Colorado and Wyoming; Hale
Indian River Groves, a citrus fulfillment company; Wachovia Bank of
Florida; 1st United Bank and Trust; Island National Bank and Trust;
and Alamac Knits, LLC, a North Carolina-based dye and knitting
company. Within the community, he is also the President of THRIFT,
Inc., a Palm Beach charity organization, and a committee member and
former director of Good Samaritan Hospital. Maddock resides in Palm
Beach, Florida. "We're delighted to welcome Dennis and Jay to the
Chesapeake Board," added Schimkaitis. "They bring vast experience
and insight regarding the Florida business climate, as well as the
energy business. Their knowledge of FPU will be an asset to the
Board as the combined company positions itself for the future." In
addition to Hudson and Maddock, Chesapeake's Board of Directors
includes: Ralph J. Adkins, Chairman; Eugene H. Bayard, Esquire;
Richard Bernstein; Thomas J. Bresnan; Thomas P. Hill, Jr.; J. Peter
Martin; Joseph E. Moore, Esquire; Dianna F. Morgan; Calvert A.
Morgan, Jr.; and John R. Schimkaitis. The definitive merger
agreement was announced on April 20, 2009 and the transaction
received all regulatory and shareholder approvals in approximately
six months. The transaction was approved by both companies'
shareholders on October 22, 2009. For more information, contact:
Beth W. Cooper Senior Vice President and Chief Financial Officer
Chesapeake Utilities Corporation 302.734.6799 DATASOURCE:
Chesapeake Utilities Corporation CONTACT: Beth W. Cooper, Senior
Vice President and Chief Financial Officer of Chesapeake Utilities
Corporation, +1-302-734-6799 Web Site: http://www.chpk.com/
Copyright