UNITIL CORP 8-K

What Happened

• On April 30, 2026, Fitchburg Gas and Electric Light Company (a subsidiary of Unitil Corporation) entered into a Note Purchase Agreement with State Farm Life Insurance Company, State Farm Life and Accident Assurance Company, and CoBank, ACB. Under that agreement Fitchburg issued $23,000,000 of 5.62% Senior Unsecured Notes, Series 2026A due April 30, 2036, and $17,000,000 of 5.87% Senior Unsecured Notes, Series 2026B due April 30, 2041 (total $40 million). The notes contain customary representations, covenants and events of default and were offered to institutional investors in a private placement (Section 4(a)(2)); they are not registered under the Securities Act.

Key Details

• Issuer: Fitchburg Gas and Electric Light Company (Unitil subsidiary).
• Notes issued: $23.0M 5.62% Series 2026A (maturity 4/30/2036); $17.0M 5.87% Series 2026B (maturity 4/30/2041).
• Purchasers include: State Farm Life Insurance Company, State Farm Life and Accident Assurance Company, and CoBank, ACB; some purchasers or their affiliates hold other Company indebtedness.
• Use of proceeds: to refinance existing debt on a consolidated basis and/or for general corporate purposes.
• Documentation: Note Purchase Agreement and one form of the notes are filed as exhibits to the 8-K.

Why It Matters

• This is a material long-term financing that adds fixed-rate senior unsecured debt and extends maturities for Unitil’s consolidated balance sheet (2036 and 2041). For investors, the transaction affects the company’s debt mix, interest expense profile and liquidity strategy because proceeds are earmarked to refinance existing debt or for general purposes. The notes are unsecured and include standard default provisions; investors should review the filed Note Purchase Agreement and note forms for covenant and event-of-default details.