Chesapeake Utilities Corporation and Florida Public Utilities Company Complete Merger
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Chesapeake Utilities Corporation and Florida Public Utilities Company Complete
Merger
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
SOURCE Chesapeake Utilities Corporation
Beth W. Cooper, Senior Vice President and Chief Financial Officer of
Chesapeake Utilities Corporation, +1-302-734-6799
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