8-K current report · filed Jul 7, 2026

UNITIL CORP (UTL) 8-K Current Report: July 7, 2026

Item 1.01Item 7.01Item 8.01Item EX-99.1UTL overview

Short answer

UNITIL CORP (UTL) filed an 8-K current report with the SEC on July 7, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item 8.01 (Other Events), Item EX-99.1 (Exhibit EX-99.1). Acquisition scope narrowed to AWC-NH and Abenaki, removing AWC-MA from Unitil’s purchase obligations.

UNITIL CORP 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Acquisition scope narrowed to AWC-NH and Abenaki, removing AWC-MA from Unitil’s purchase obligations
  • $50.0 million Tranche B facility supports the AWC-NH and Abenaki acquisitions, with $42.7 million borrowed June 30, 2026
  • Tranche B borrowings mature June 30, 2027, with interest based on SOFR plus 1.25% or a floating rate plus 0.25%
  • Debt structure includes a 65% maximum Funded Debt-to-Capitalization ratio, potentially constraining leverage and distributions
  • Transition services available for up to 60 months at actual cost plus a 5% margin, supporting post-close operations while Unitil integrates assets

Item 7.01 · Regulation FD Disclosure

  • Acquisition of AWC-NH and Abenaki completed, marking Unitil’s expansion through regulated utility assets
  • Completion announcement contained in Exhibit 99.1, with transaction details and strategic implications for investors

Item 8.01 · Other Events

  • Unitil completed acquisition of AWC-NH and Abenaki from Seller on June 30, 2026
  • Total cash consideration approximately $42.7 million, including $42.1 million stock purchase price
  • Additional $0.6 million covered estimated working capital and reimbursable capital expenditures
  • Transaction expands Unitil’s operating assets but increases near-term cash deployment

Item EX-99.1 · Exhibit EX-99.1

  • Completed $55.8 million acquisition of two New Hampshire water utilities from Aquarion Water Authority
  • Added approximately 11,000 customers, 150 miles of mains, and $47.0 million estimated rate base
  • Purchase included approximately $13.7 million debt assumption and $0.6 million working capital and capital expenditures
  • Funded through a Scotiabank term loan, increasing leverage and interest-rate exposure
  • Long-term earnings accretion supports Unitil’s 5%–7% targeted EPS growth; integration and regulatory risks remain

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