Unitil Corporation (NYSE:UTL) filed a current report on October 26, 2026, disclosing that its subsidiary Maine Natural Gas Corporation entered into a Note Purchase Agreement on October 21, 2026, and separately that Unitil repaid and terminated a credit facility on October 22, 2026.

Key Highlights

  • $40 million in senior notes issued: Maine Natural Gas Corporation issued and sold $40,000,000 of 5.95% Senior Unsecured Notes due October 21, 2031.
  • Three institutional purchasers: The notes were sold to Lincoln National Reinsurance Company (Barbados) Limited, The Lincoln National Life Insurance Company, and CoBank, ACB.
  • Planned use of proceeds: According to the filing, Maine Natural plans to use the net proceeds to refinance existing debt of the company on a consolidated basis and/or for general corporate purposes.
  • Credit Agreement repaid and terminated: On October 22, 2026, the company repaid all outstanding amounts under its Amended and Restated Credit Agreement with The Bank of Nova Scotia, without premium or penalty.
  • Credit Agreement borrowing limits: The terminated Credit Agreement had a borrowing limit of $86.0 million for its tranche A loan and $50.0 million for its tranche B loan.
  • Notes offered under private placement exemption: The notes were offered principally to institutional investors under the exemption from registration requirements provided by Section 4(a)(2) of the Securities Act of 1933.

Unitil Subsidiary Closes $40M Note Offering and Retires Acquisition Credit Facility

Maine Natural Gas Corporation, a natural gas distribution utility subsidiary of Unitil Corporation, entered into a Note Purchase Agreement on October 21, 2026, under which it issued $40,000,000 of 5.95% Senior Unsecured Notes maturing on October 21, 2031. The purchasers are Lincoln National Reinsurance Company (Barbados) Limited, The Lincoln National Life Insurance Company, and CoBank, ACB. The filing noted that certain purchasers, or their affiliates, are already holders of other indebtedness of the company or its subsidiaries.

According to the filing, the Note Purchase Agreement and the Notes contain "customary representations and warranties, covenants and events of default for a transaction of this type." The notes were not registered under the Securities Act of 1933 and were offered under the Section 4(a)(2) private placement exemption. The filing stated that the notes "have not been and will not be registered under the Act, or any state securities laws." Maine Natural indicated the net proceeds are intended to refinance existing consolidated debt and/or support general corporate purposes.

Separately, the filing disclosed the termination of the company's Amended and Restated Credit Agreement, originally entered into on June 30, 2026, with The Bank of Nova Scotia serving as both agent and lender. On October 22, 2026, Unitil repaid all outstanding amounts under that agreement without premium or penalty, and the company may not reborrow any repaid amounts. The Credit Agreement had been scheduled to terminate on June 30, 2027. Its tranche A loan, which the filing states related to the acquisition of Maine Natural Gas Corporation, had a borrowing limit of $86.0 million and amounts were due October 31, 2026; its tranche B loan, related to the acquisitions of Aquarion Water Company of New Hampshire, Inc. and Abenaki Water Co., Inc., carried a $50.0 million borrowing limit with amounts due June 30, 2027.

What Was Disclosed

Unitil Corporation reported the issuance of $40,000,000 in 5.95% Senior Unsecured Notes due 2031 by subsidiary Maine Natural Gas Corporation, and the full repayment and termination of a credit facility with The Bank of Nova Scotia, both occurring in October 2026.