Chesapeake Utilities Corporation and Florida Public Utilities Company Announce Definitive Merger Agreement

DOVER, DE and WEST PALM BEACH, FL, Apr 20 (MARKET
WIRE) --
Chesapeake Utilities Corporation (NYSE: CPK) and Florida Public Utilities
Company (NYSE Alternext US: FPU) today announced that they have entered
into a definitive merger agreement pursuant to which Florida Public
Utilities will merge with a wholly owned subsidiary of Chesapeake. The
merger was unanimously approved by both companies' Boards of Directors on
Friday, April 17, 2009. Under the merger agreement, holders of Florida
Public Utilities common stock will receive 0.405 shares of Chesapeake
common stock in exchange for each outstanding share of Florida Public
Utilities. Based on the average of Chesapeake's closing stock price the
fifteen trading days prior to April 15, 2009, the transaction has an
approximate value of $12.20 per Florida Public Utilities share. The
merger is intended to qualify as a tax-free reorganization and is subject
to various regulatory approvals as well as approval by the shareholders
of both companies. The merger is expected to close during the fourth
quarter of 2009. Management expects the transaction to be earnings
neutral or slightly accretive in 2010 and meaningfully accretive in 2011.

The merger will create 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
$595 million. Chesapeake and Florida Public Utilities 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.

At the close of the merger, Florida Public Utilities will be a wholly
owned subsidiary of Chesapeake and initially will continue to operate as a
separate business unit. Over time, subject to regulatory approval, Central
Florida Gas, a division of Chesapeake, and Florida Public Utilities will
integrate their operations. Consolidation of regulated natural gas
services will require Florida Public Service Commission approval and may
extend beyond two years. The combined Florida subsidiary will conduct
business under the name of Florida Public Utilities.

At the end of 2008, Central Florida Gas served approximately 16,800
customers in 23 counties and Florida Public Utilities served approximately
95,700 customers in 19 counties, of which eight counties are served by
both entities. As a result of the merger, the combined company will have
an increased geographic footprint and serve 34 counties throughout
Florida. The combination of Florida Public Utilities and Central Florida
Gas will increase the number of regulated Florida utility customers
served to more than 97,000 and unregulated Florida propane customers
served to approximately 15,000 customers.

"We believe this merger is a great strategic fit for both companies, and
we expect it to benefit the customers and shareholders of both companies.
We share a fundamental business philosophy that promotes steady profitable
growth, new investments to fuel that growth, and key acquisitions to
strengthen our position," stated John Schimkaitis, Chesapeake's President
and Chief Executive Officer. "We have the utmost respect for Florida
Public Utilities and its track record under its Board as well as
management's leadership. We are excited about the opportunities the merger
brings to continue the legacies that both Florida Public Utilities and
Chesapeake have built over the past decade."

"We are pleased to be joining forces with Chesapeake. Our companies share
many key corporate values -- a commitment to quality customer service, an
appreciation for our employees, and a dedication to achieving profitable
long-term growth," stated Jack English, Florida Public Utilities Chairman,
President and Chief Executive Officer. "We believe that our shared common
traits and business philosophies will help ensure a smooth transition and
make this merger a smart organic fit."

Upon completion of the merger, John Schimkaitis, President and Chief
Executive Officer of Chesapeake, will also become Chairman and Chief
Executive Officer of Florida Public Utilities. Jack English will be
retained as a consultant for up to twenty-four months following the
merger, and will assist in the integration effort. Two members of the
Florida Public Utilities Board of Directors will join the Chesapeake
Board of Directors.

Expected Benefits of the Merger

The merger is expected to deliver significant benefits to the customers
and shareholders of both companies including:

1. Increased Scale and Scope: The geographic footprint, number of total
customers served, and the diversity of service offerings will increase as
a result of the transaction. The combined operations will include
substantial customer bases for electric, natural gas and propane in
several key markets across Florida including the Southeast, Central,
Northeast and Panhandle geographic areas.

2. Future Growth Potential: While the economic climate in Florida has
slowed, the long-term forecasts still project Florida to be among the
fastest growing states in the country. State projections for Florida
anticipate that population growth will begin to slowly increase again in
2010, at which time the companies expect that the combined company will be
well positioned to help meet the energy needs of new residential consumers
in our combined service territory, along with the commercial development
that typically follows. The merger is expected to create a stronger
company with increased capabilities to serve the future growth.

3. Florida's Supportive Natural Gas Regulatory Climate: Florida's
regulatory commission has a long history of actively promoting natural gas
expansion throughout the state. Actions taken in recent years by the
Governor, the legislature and Florida regulators all underscore that
Florida is a great place to grow the natural gas business.

4. Shared Gas Experience and Expertise: The companies anticipate that the
combined company will benefit greatly from each other's outstanding
experience and expertise in the natural gas and propane distribution
businesses. In addition, Florida Public Utilities' electric business will
expand Chesapeake's energy portfolio, as well as its utility foundation.

5. Synergistic Opportunities: The companies anticipate that the merger
will offer opportunities for both companies to operate more effectively,
create efficiencies at all levels of the new organization, and employ best
practices.

6. Increased Financial Strength: Increased scale and scope is expected to
further strengthen the balance sheet of the combined company, adding
increased financial flexibility and enhanced access to capital markets.
Chesapeake expects to maintain its dividend policy consistent with past
practice.

7. Steadfast Community Involvement: Chesapeake and Florida Public
Utilities have and will continue to be committed to the communities in
which they operate, and both have strong track records for safety.

Approvals and Timing

The merger is conditioned upon approval by the shareholders of both
companies, as well as a number of approvals or reviews by federal and
state regulatory authorities, including the Delaware Public Service
Commission and the Maryland Public Service Commission. The companies will
work to secure necessary government approvals consistent with the
Hart-Scott-Rodino Antitrust Improvements Act. Shareholder approval will
require the filing of proxy solicitation materials and securities
registration documents with the Securities and Exchange Commission. The
companies anticipate making required regulatory filings and seeking
regulatory and shareholder approval to allow a closing of the transaction
during the fourth quarter of 2009.

Advisors

Chesapeake's financial advisor is Robert W. Baird and Co., Incorporated.
Florida Public Utilities is advised by Houlihan Lokey.

About Chesapeake Utilities Corporation (www.chpk.com)

Incorporated in 1947, Chesapeake is a diversified utility company engaged
in natural gas distribution, transmission and marketing, propane
distribution and wholesale marketing, advanced information services and
other related businesses. In total, Chesapeake currently serves
approximately 100,000 distribution customers with either natural gas or
propane gas. Chesapeake employs 448 people and posted $291.4 million in
revenue for 2008.

Chesapeake's natural gas distribution operations serve approximately
65,000 residential, commercial and industrial customers in Delaware,
Maryland and Florida. Eastern Shore Natural Gas Company, Chesapeake's
natural gas transmission subsidiary, transports and delivers natural gas
through 379 miles of transmission pipeline to industrial customers and
natural gas distribution companies including Chesapeake's Delaware and
Maryland divisions, and owns and operates the only transmission pipeline
south of the Chesapeake and Delaware Canal. Sharp Energy, Chesapeake's
propane distribution subsidiary, distributes propane to approximately
35,000 residential, commercial and industrial customers in Delaware,
Maryland, Virginia, Pennsylvania and Florida. Chesapeake's other
subsidiaries include Peninsula Energy Services Company, Inc. (PESCO), a
natural gas marketing company; Peninsula Pipeline Company, Inc., an
intrastate pipeline company in Florida; Xeron, Inc., a propane wholesale
marketing company in Houston, Texas; and BravePoint(R), Inc.,
Chesapeake's advanced information services subsidiary based in Atlanta.

About Florida Public Utilities (www.fpuc.com)

Founded in 1924, Florida Public Utilities distributes natural gas, propane
and electricity to residential, commercial and industrial customers in
Florida. Florida Public Utilities is organized into two regulated business
segments -- natural gas and electric; and one non-regulated business
segment -- propane gas. Florida Public Utilities also sells merchandise
and other service-related products as a complement to its natural gas and
propane segments. Florida Public Utilities serves approximately 96,000
customers, employs 348 people and posted revenues of $168.5 million for
2008.

Forward-Looking Statement

This document includes statements that do not directly or exclusively
relate to historical facts. Such statements are "forward-looking
statements" within the meaning of Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934. These
forward-looking statements include statements regarding benefits of the
proposed merger, integration plans and expected synergies, anticipated
future financial operating performance and results, including estimates of
growth and expectation that earnings will be neutral or slightly accretive
in 2010 and meaningfully accretive in 2011. These statements are based on
the current expectations of the management of Chesapeake and Florida
Public Utilities. There are a number of risks and uncertainties that
could cause actual results to differ materially from the forward-looking
statements included in this document. These risks and uncertainties
include the following: the companies may be unable to obtain regulatory
approvals required for the transaction, or that required regulatory
approvals may delay the transaction or result in the imposition of
conditions that could have a material adverse effect on the combined
company or cause the companies to abandon the transaction; the companies
may be unable to obtain shareholder approvals required for the
transaction; conditions to the closing of the merger may not be
satisfied; problems may arise in successfully integrating the businesses
of the companies, which may result in the combined company not operating
as effectively and efficiently as expected; the combined company may be
unable to achieve cost-cutting synergies or it may take longer than
expected to achieve those synergies; the transaction may involve
unexpected costs or unexpected liabilities, or that the accounting for
the transaction may be different from the companies' expectations; the
businesses of the companies may suffer as a result of uncertainty
surrounding the transaction; the natural gas and electric industries may
be subject to future regulatory or legislative actions that could
adversely affect the combined company; and the combined company may be
adversely affected by other economic, business, and/or competitive
factors. Additional factors that may affect the future results of
Chesapeake and Florida Public Utilities are set forth in their respective
filings with the SEC, which are available at
investor.shareholder.com/CPK/sec.cfm and www.fpuc.com/about_us/invest.asp,
respectively. Chesapeake and Florida Public Utilities undertake no
obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.

Additional Information and Where to Find It

In connection with the proposed merger, Chesapeake's registration
statement on Form S-4, which will include a joint proxy statement of
Chesapeake and Florida Public Utilities and a prospectus, as well as
other materials, will be filed with the SEC. WE URGE INVESTORS TO READ
THE REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS AND THESE
OTHER MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT CHESAPEAKE, FLORIDA PUBLIC UTILITIES
AND THE PROPOSED MERGER. Investors will be able to obtain free copies of
the registration statement and proxy statement/prospectus (when
available) as well as other filed documents containing information about
Chesapeake and Florida Public Utilities at http://www.sec.gov, the SEC's
Web site. Free copies of Chesapeake's SEC filings are also available on
Chesapeake's Web site at investor.shareholder.com/CPK/sec.cfm and free
copies of Florida Public Utilities' SEC filings are also available on
Florida Public Utilities' Web site at www.fpuc.com/about_us/invest.asp.

Participants in the Solicitation

Chesapeake and Florida Public Utilities and their respective directors,
executive officers, other members of management and employees may be
deemed, under SEC rules, to be participants in the solicitation of proxies
with respect to the proposed merger. Information about the directors and
executive officers of Florida Public Utilities is set forth in the proxy
statement for Florida Public Utilities' 2009 Annual Meeting of
Stockholders, as filed with the SEC on a Schedule 14A on April 6, 2009 and
Form 10-K filed with the SEC on March 20, 2009. Information about the
directors and executive officers of Chesapeake is set forth in the proxy
statement for Chesapeake's 2009 Annual Meeting of Stockholders, as filed
with the SEC on a Schedule 14A on March 27, 2009 and Form 10-K filed with
the SEC on March 9, 2009. Additional information regarding the interests
of those participants and other persons who may be deemed participants in
the merger may be obtained by reading the registration statement, joint
proxy statement/prospectus and other materials to be filed with the SEC
regarding the proposed merger when it becomes available. You may obtain
free copies of these documents as described previously.

Analyst and Media Conference Call Information

Chesapeake and Florida Public Utilities will host a conference call for
members of the investment community at 1:30 p.m. EDT. To participate in
the call, analysts are asked to dial 1-866-821-5457.

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