GlobeNewswire News Roomยท2025-08-19 11:00Core Viewpoint - The merger between Black Hills Corp. and NorthWestern Energy Group is expected to create a premier regional regulated electric and natural gas utility company, enhancing scale, financial strength, and long-term value for stakeholders [1][2]. Transaction Overview - The merger is an all-stock, tax-free transaction with a pro forma market capitalization of approximately $7.8 billion and a combined enterprise value of $15.4 billion [1]. - NorthWestern shareholders will receive a fixed exchange ratio of 0.98 shares of Black Hills for each share of NorthWestern, implying a 4% premium [3]. Strategic and Financial Rationale - The combined company will serve approximately 2.1 million customers across eight states, with a total rate base of approximately $11.4 billion [4][7]. - The merger is expected to support a long-term EPS growth rate of 5% to 7%, greater than the standalone growth rates of both companies [7]. - The combined investment plans from 2025 to 2029 exceed $7 billion, focusing on critical infrastructure to meet rising energy demand [7]. Leadership and Governance - The leadership team will include executives from both companies, with Brian Bird serving as CEO and a board comprising six directors from Black Hills and five from NorthWestern [9][10]. - The combined company will be headquartered in Rapid City, South Dakota, maintaining a strong operational presence across its service territory [11]. Community and Environmental Commitment - The merger aims to advance a clean energy future through investments in renewable energy and infrastructure modernization [8]. - Both companies are committed to maintaining strong community support and corporate citizenship across their service areas [8].