Core Viewpoint - Unitil Corporation has successfully closed a public offering of 1,602,358 shares of common stock at a price of $46.65 per share, raising approximately $74.75 million in proceeds before deductions [1][2]. Group 1: Offering Details - The offering included the full exercise of the underwriters' over-allotment option [1]. - The proceeds from the offering will be used for equity capital contributions to regulated utility subsidiaries, repayment of outstanding indebtedness, and general corporate purposes [3]. - Wells Fargo Securities, LLC and Scotia Capital (USA) Inc. acted as active bookrunners for the offering, with Janney Montgomery Scott LLC serving as bookrunner [4]. Group 2: Company Overview - Unitil Corporation is a public utility holding company providing electricity and natural gas in New England, serving approximately 109,400 electric customers and 97,600 natural gas customers [6]. - The company is committed to community service and the development of efficient energy delivery technologies [6].

Core Viewpoint - Unitil Corporation has announced a public offering of 1,393,355 shares of common stock priced at $46.65 per share, expected to close on August 18, 2025 [1]. Group 1: Offering Details - The underwriters have an option to purchase an additional 209,003 shares at the public offering price, minus underwriting discounts and commissions [2]. - The net proceeds from the offering will be used for equity capital contributions to regulated utility subsidiaries, repayment of outstanding indebtedness, and general corporate purposes [3]. - Wells Fargo Securities, LLC and Scotia Capital (USA) Inc. are acting as active bookrunners for the offering, with Janney Montgomery Scott LLC as a bookrunner [4]. Group 2: Company Overview - Unitil Corporation provides energy services, delivering electricity and natural gas in New England, serving approximately 109,400 electric customers and 97,600 natural gas customers [6].

Group 1 - Unitil Corporation announced a registered offering of $65 million of shares of its common stock, with an option for underwriters to purchase an additional $9.75 million [1][2] - The net proceeds from the offering will be used for equity capital contributions to regulated utility subsidiaries, repayment of indebtedness, and general corporate purposes [2] - Wells Fargo Securities, LLC and Scotia Capital (USA) Inc. are acting as active bookrunners for the offering, with Janney Montgomery Scott LLC as the bookrunner [3] Group 2 - The offering will be made by means of a prospectus supplement under the Company's effective registration statement filed with the SEC [4] - Unitil Corporation provides energy services in New England, serving approximately 109,400 electric customers and 97,600 natural gas customers [6]

Financial Data and Key Metrics Changes - The company reported adjusted net income of $4.7 million and adjusted earnings of $0.29 per share for Q2 2025, representing an increase of $400,000 or 0.02 per share compared to the same period in the prior year [5][14] - For the first six months of 2025, adjusted net income was $33.1 million or $2.3 per share, an increase of $1.6 million or 0.07 per share compared to the same period in 2024 [6][14] Business Line Data and Key Metrics Changes - Electric adjusted gross margin for the six months ended June 30, 2025, was $53.3 million, an increase of $1.3 million or 2.5% compared to the same period in 2024, driven by higher distribution rates and customer growth [15] - Gas adjusted gross margin for the same period was $108.1 million, an increase of $15.8 million or approximately 17.1% compared to the same period in 2024, attributed to higher rates, customer growth, and a return to normal winter weather [16] Market Data and Key Metrics Changes - The company added approximately 9,360 new gas customers, including 8,800 from the acquisition of Bangor Natural Gas, compared to the same period in 2024 [16] - Approximately 55% of the company's gas customers are under decoupled rates as of June 30, 2025 [16] Company Strategy and Development Direction - The company is optimistic about the ongoing regulatory reviews of the Maine Natural Gas and Aquarion Water transactions, expecting to close these acquisitions by 2025 [7][8] - The company aims to accelerate rate base growth to approximately 10% annually through 2029, supporting earnings growth near the top end of its guidance range [9] Management's Comments on Operating Environment and Future Outlook - Management reaffirmed a strong financial outlook and long-term guidance for earnings growth, dividend growth, and rate base growth [6][26] - The company sees increasing support for natural gas in New England as a means to reduce energy supply volatility and improve affordability for customers [10][11] Other Important Information - The company has initiated a $50 million at-the-market equity program and issued $32 million in senior unsecured notes for Bangor Natural Gas [23] - The current five-year capital budget totals approximately $1 billion, which is 46% higher than the prior five years, reflecting the investment plan for existing operations [24] Q&A Session Summary Question: Will the slight negative results in Q3 affect the dividend approach for the third quarter? - Management confirmed that the slight change in quarterly distribution for the second half of the year will not affect the company's approach to 2025 dividends [30][32]

Financial Performance - Quarterly Net Income was $4 million, or $0.25 per share, a decrease of $0.3 million, or $0.02 per share, compared to the same period in 2024[9] - Quarterly Adjusted Net Income was $4.7 million, or $0.29 per share, an increase of $0.4 million, or $0.02 per share, compared to the same period in 2024 when excluding transaction costs[9] - Year-to-Date Net Income was $31.5 million, or $1.94 per share, consistent with Net Income but $0.02 lower earnings relative to the first six months of 2024[9] - Year-to-Date Adjusted Net Income was $33.1 million, or $2.03 per share, an increase of $1.6 million, or $0.07 per share, compared to the first six months of 2024 when excluding transaction costs[9] Acquisitions and Growth - Bangor Natural Gas ("BNG") acquisition was completed in January 2025[9] - Maine Natural Gas ("MNG") and Aquarion acquisitions are expected to close by the end of 2025[9] - Acquisitions are expected to support earnings growth towards the upper-end of the guidance range over the next five years[9] - The company anticipates a long-term EPS growth rate of 5% - 7% and a long-term rate base growth of 6.5% - 8.5%[9] - The company projects a five-year capital investment of approximately $980 million, which is 46% higher than the prior five years[46] Customer Base and Regulatory Matters - The company has 86,600 natural gas customers[3, 28, 29, 55, 59, 61, 75] - A temporary electric rate award of $7.8 million was approved as-requested in New Hampshire[9]

Core Insights - Unitil (UTL) reported quarterly earnings of $0.29 per share, exceeding the Zacks Consensus Estimate of $0.28 per share, and up from $0.27 per share a year ago, representing an earnings surprise of +3.57% [1] - The company posted revenues of $102.6 million for the quarter ended June 2025, surpassing the Zacks Consensus Estimate by 1.58% and increasing from $95.7 million year-over-year [2] - Unitil shares have underperformed the market, losing about 4.4% since the beginning of the year compared to the S&P 500's gain of 6.1% [3] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is $0.02 on revenues of $99 million, while for the current fiscal year, it is $3.08 on revenues of $558 million [7] - The estimate revisions trend for Unitil was mixed ahead of the earnings release, resulting in a Zacks Rank 3 (Hold) for the stock, indicating expected performance in line with the market [6] Industry Context - The Utility - Electric Power industry is currently in the top 30% of over 250 Zacks industries, suggesting a favorable outlook as the top 50% of Zacks-ranked industries outperform the bottom 50% by more than 2 to 1 [8] - Another company in the same industry, Alliant Energy (LNT), is expected to report quarterly earnings of $0.62 per share, reflecting a year-over-year change of +8.8% [9]

Part I. Financial Information [Item 1. Financial Statements](index=15&type=section&id=Item%201.%20Financial%20Statements) Unaudited consolidated financial statements for H1 2025 show stable net income, a **$1.64 billion** Net Utility Plant, and increased operating cash flow [Consolidated Statements of Earnings](index=15&type=section&id=Consolidated%20Statements%20of%20Earnings) For H1 2025, operating revenues slightly decreased, operating income rose to **$59.5 million**, and net income remained flat at **$31.5 million** Consolidated Earnings Summary (Unaudited) | Financial Metric (Millions, except EPS) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | **Total Operating Revenues** | $273.4 | $274.4 | | **Operating Income** | $59.5 | $56.6 | | **Net Income** | $31.5 | $31.5 | | **Earnings Per Share (Diluted)** | $1.94 | $1.96 | [Consolidated Balance Sheets](index=16&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to **$1.89 billion** as of June 30, 2025, driven by a **$104.8 million** rise in Net Utility Plant, with liabilities and equity also growing Key Balance Sheet Items (Millions) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | $1,892.7 | $1,794.5 | | Net Utility Plant | $1,644.4 | $1,539.6 | | **Total Liabilities** | $724.1 | $643.6 | | Short-Term Debt | $171.4 | $105.8 | | Long-Term Debt, Less Current Portion | $635.8 | $638.4 | | **Total Stockholders' Equity** | $532.8 | $512.5 | [Consolidated Statements of Cash Flows](index=19&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For H1 2025, operating cash flow increased to **$94.3 million**, investing cash outflow rose to **$144.2 million** due to acquisitions, and financing provided **$52.1 million** Cash Flow Summary (Millions) | Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | **Cash Provided by Operating Activities** | $94.3 | $76.5 | | **Cash Used in Investing Activities** | ($144.2) | ($56.9) | | **Cash Provided by (Used In) Financing Activities** | $52.1 | ($23.3) | | **Net Increase (Decrease) in Cash** | $2.2 | ($3.7) | [Notes to Consolidated Financial Statements](index=20&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail significant accounting policies, recent acquisitions like Bangor Natural Gas, and financing activities, including an increased credit facility and a new ATM equity program - On January 31, **2025**, the Company acquired Bangor Natural Gas Company for **$71.4 million**, adding approximately **8,500 gas customers** and recognizing **$1.6 million in goodwill**[144](index=144&type=chunk)[145](index=145&type=chunk) - The company entered into agreements to acquire Maine Natural Gas Company for **$86.0 million** and three Aquarion Water Companies for an enterprise value of approximately **$100.0 million**, both pending regulatory approval[148](index=148&type=chunk)[149](index=149&type=chunk) - In January **2025**, the company amended its credit facility, increasing the borrowing limit from **$200 million** to **$275 million** and extending the term to September **2028**[67](index=67&type=chunk)[164](index=164&type=chunk) - On June 3, **2025**, the company launched a **$50 million** at-the-market (ATM) equity offering program, raising net proceeds of **$1.4 million** as of June 30, **2025**[78](index=78&type=chunk)[189](index=189&type=chunk)[190](index=190&type=chunk) [Item 2. Management's Discussion and Analysis (MD&A) of Financial Condition and Results of Operations](index=4&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20%28MD%26A%29%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Adjusted Net Income for H1 2025 increased to **$33.1 million**, driven by rate and customer growth, offset by higher O&M, depreciation, and interest expenses, with liquidity enhanced by new financing [Overview](index=4&type=section&id=Overview) Unitil Corporation is a public utility distributing electricity and natural gas to approximately **109,400 electric customers** and **97,600 gas customers**, with a Net Utility Plant of **$1.64 billion** - The company's distribution utilities serve approximately **109,400 electric customers** and **97,600 gas customers**, which includes **8,500 customers** from the recent acquisition of Bangor Natural Gas Company[14](index=14&type=chunk) - As of June 30, **2025**, Unitil's investment in Net Utility Plant was **$1,644.4 million**[19](index=19&type=chunk) [Results of Operations](index=5&type=section&id=Results%20of%20Operations) For H1 2025, GAAP Net Income was flat at **$31.5 million**, while Adjusted Net Income rose to **$33.1 million**, driven by gas margin growth, partially offset by increased O&M, depreciation, and interest expenses GAAP to Adjusted Net Income Reconciliation (Millions, except per share data) | Period | GAAP Net Income | Transaction Costs | Adjusted Net Income | GAAP EPS | Adjusted EPS | | :--- | :--- | :--- | :--- | :--- | :--- | | **Q2 2025** | $4.0 | $0.7 | $4.7 | $0.25 | $0.29 | | **Q2 2024** | $4.3 | $0.0 | $4.3 | $0.27 | $0.27 | | **H1 2025** | $31.5 | $1.6 | $33.1 | $1.94 | $2.03 | | **H1 2024** | $31.5 | $0.0 | $31.5 | $1.96 | $1.96 | Adjusted Gross Margin by Segment (Millions) | Segment | H1 2025 | H1 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Electric Adjusted Gross Margin** | $53.3 | $52.0 | +$1.3 | +2.5% | | **Gas Adjusted Gross Margin** | $108.1 | $92.3 | +$15.8 | +17.1% | - Operation and Maintenance (O&M) expenses for H1 **2025** increased by **$7.1 million**, which included **$1.7 million from Bangor O&M** and **$2.2 million in acquisition transaction costs**[39](index=39&type=chunk) - Depreciation and Amortization expense for H1 **2025** increased by **$7.4 million**, reflecting higher depreciation rates, increased utility plant in service, and **$1.3 million related to the Bangor acquisition**[40](index=40&type=chunk) [LIQUIDITY, COMMITMENTS, AND CAPITAL REQUIREMENTS](index=12&type=section&id=LIQUIDITY%2C%20COMMITMENTS%2C%20AND%20CAPITAL%20REQUIREMENTS) The company funds capital through internal cash, borrowings, and offerings, having upsized its credit facility to **$275 million** and initiated a **$50 million** ATM equity program for funding flexibility - The company increased its revolving Credit Facility limit from **$200 million** to **$275 million** and extended the term to September **29, 2028**[67](index=67&type=chunk) Revolving Credit Facility Status (Millions) | Date | Limit | Outstanding | Available | | :--- | :--- | :--- | :--- | | **June 30, 2025** | $275.0 | $171.4 | $103.6 | | **December 31, 2024** | $200.0 | $105.8 | $94.2 | - A new at-the-market (ATM) equity program was established in June **2025**, allowing for the sale of up to **$50 million** in common stock As of June 30, **2025**, **$1.4 million** in net proceeds had been raised, with **$48.5 million remaining available**[78](index=78&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are interest rate risk, affecting borrowing costs, and limited commodity price risk due to regulatory pass-through mechanisms - A **1%** change in interest rates on an average of **$25 million** in short-term debt would result in an approximate annual interest expense change of **$250,000**[85](index=85&type=chunk) - Commodity price risk is limited because regulatory mechanisms allow for the full collection of electric and gas supply costs from customers on a pass-through basis[86](index=86&type=chunk) [Item 4. Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by this report[277](index=277&type=chunk) - No material changes were made to the company's internal control over financial reporting during the second quarter of **2025**[278](index=278&type=chunk) Part II. Other Information [Item 1. Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal and administrative proceedings, but management does not expect a material effect on its financial position - The company states that ongoing legal proceedings are not expected to have a material impact on its financial position, operating results, or cash flows[252](index=252&type=chunk)[279](index=279&type=chunk) [Item 1A. Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to risk factors were reported for the quarter ended June 30, **2025**[280](index=280&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the fiscal period ended June 30, 2025, the company did not have any sales of unregistered equity securities and did not make any purchases of its own equity securities - The company reported no sales of unregistered equity securities or issuer purchases of its equity securities for the quarter[281](index=281&type=chunk)[282](index=282&type=chunk) [Item 6. Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including agreements for acquisitions, financing activities, officer certifications, and the earnings press release - Key exhibits filed include the Purchase and Sale Agreement for the Aquarion Water Company acquisition, Note Purchase Agreements for Bangor Natural Gas Company, and the Distribution Agreement for the at-the-market equity program[286](index=286&type=chunk)

Core Points - Unitil Corporation is set to release its second quarter 2025 earnings on August 4, 2025, after market close [1] - A conference call and webcast to discuss the quarterly results will take place on August 5, 2025, at 2:00 p.m. (ET) [1] - Presentation materials related to the earnings will be available on the Company's Investors page prior to the call [1] Company Overview - Unitil Corporation provides electricity and natural gas services in New England, focusing on safe and reliable energy delivery [3] - The company operates in Maine, New Hampshire, and Massachusetts, serving approximately 109,400 electric customers and 97,600 natural gas customers [3] - Unitil is committed to community involvement and the development of efficient energy delivery technologies [3]

Financial Data and Key Metrics Changes - The company reported adjusted net income of $28.4 million and adjusted earnings per share of $1.74 for Q1 2025, an increase of $1.2 million or $0.05 per share compared to Q1 2024 [6][16] - The electric adjusted gross margin for Q1 2025 was $27.5 million, reflecting an increase of $400,000 or 1.5% year-over-year [17] - The gas adjusted gross margin for Q1 2025 was $70.9 million, an increase of $9.9 million or approximately 16.2% compared to the same period in 2024 [18] Business Line Data and Key Metrics Changes - The company added approximately 970 electric customers in Q1 2025 compared to Q1 2024 [17] - The company added approximately 9,230 new gas customers in Q1 2025, including 8,730 from the Bangor acquisition [18] Market Data and Key Metrics Changes - The company expects to add about 15,000 customers from the acquisitions in Maine, with customer growth rates of 4% to 5% in those areas [8][9] - The company anticipates that the low penetration of natural gas in Maine will drive continued conversions in the coming years [9] Company Strategy and Development Direction - The company is reaffirming its long-term guidance for earnings growth, dividend growth, and rate base growth, expecting acquisitions to support earnings growth toward the upper end of the 5% to 7% range over the next five years [7][13] - The company is pursuing acquisitions to expand its regulated operations and enhance its service areas, including the recent acquisition of Bangor Natural Gas and agreements to acquire Maine Natural Gas and three water utilities [6][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's strategic initiatives and growth opportunities, stating that the company is in a strong position to provide long-term sustainable value [25] - Management noted that the acquisitions will be earnings neutral in the short run but are expected to become earnings accretive over the long run [13] Other Important Information - The company filed a distribution rate case with the New Hampshire Public Utilities Commission, proposing a revenue requirement increase of $18.5 million [21] - The current five-year capital budget totals approximately $1 billion, which is 46% higher than the prior five years [24] Q&A Session Summary - No specific questions or answers were provided in the content regarding the Q&A session.

Financial Data and Key Metrics Changes - The company reported adjusted net income of $28.4 million and adjusted earnings per share of $1.74 for Q1 2025, an increase of $1.2 million or $0.05 per share compared to Q1 2024 [6][16] - Electric adjusted gross margin was $27.5 million, up $400,000 or 1.5% year-over-year, driven by higher distribution rates and customer growth [18] - Gas adjusted gross margin reached $70.9 million, an increase of $9.9 million or approximately 16.2% compared to the same period in 2024, attributed to higher distribution rates, customer growth, and a return to normal winter weather [19] Business Line Data and Key Metrics Changes - The company added approximately 970 electric customers and 9,230 new gas customers in Q1 2025, including 8,730 from the Bangor acquisition [19][20] - Excluding the Bangor acquisition, gas adjusted gross margin was $68 million, reflecting a $7 million or 10.2% increase compared to Q1 2024 [20] Market Data and Key Metrics Changes - The company anticipates adding about 15,000 customers in Maine, where customer growth is projected at 4% to 5% [9] - The acquisition of Aquarian Water Company is expected to add 23,000 customers and $78 million of rate base as of December 31, 2024 [13] Company Strategy and Development Direction - The company is focused on expanding its regulated operations through recent acquisitions, including Bangor Natural Gas and Maine Natural Gas, which are expected to support long-term rate base and earnings growth [6][7] - The company reaffirmed its long-term guidance for earnings growth, dividend growth, and rate base growth, expecting acquisitions to support earnings growth toward the upper end of the 5% to 7% range over the next five years [7][14] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's strategic initiatives and growth opportunities, stating that the company is in a strong position to provide long-term sustainable value [26] - The company expects rate base growth to accelerate to about 10% annually through 2029 due to acquisitions [14] Other Important Information - The company filed a distribution rate case with the New Hampshire Public Utilities Commission, proposing a revenue requirement increase of $18.5 million [22] - The current five-year capital budget totals approximately $1 billion, which is 46% higher than the previous five years, excluding growth from acquisitions [24] Q&A Session Summary - No specific questions and answers were provided in the content, thus this section is not applicable.