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To:

From:

Re:

E. Motion:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: April 28, 2022

Daniel Hudson, P.E., City Engineer
Engineering Department

Paving Program — Asphalt Testing

To approve Change Order No. 4 to the Asphalt Testing contract with S.W. Cole
Engineering, Inc. of Londonderry, NH in the amount of $63,795. Funding will be through:
Department: 160 Admin/Engineering; Fund: Bond; Activity: Paving.

Approximately 17 miles of roadways will be paved this year as part of the annual paving
program, including placement of approximately 42,000 tons of hot mix asphalt. The City
contracts asphalt testing services to verify that all of the technical specification and quality
requirements are being achieved.

We propose to contract with S.W. Cole Engineering, Inc. for full-time plant inspection, field
density testing, concrete inspection, and laboratory analysis. The plant inspection includes
gradation analysis and binder content of the hot mix asphalt to ensure the approved mix
designs are being followed. The field density testing will be utilized on reclaimed roads to
verify that the contractor is achieving the required relative compaction of the base material.
The concrete inspection will confirm that the material delivered for ADA curb ramp work
meets the required specifications. The laboratory analysis will test asphalt for compaction
and concrete for strength.

S.W. Cole Engineering, Inc. has successfully served the City as its asphalt testing firm over
the last several years and has the experience and staff to fulfill the City’s testing needs.

Engineer, the Contractor shall remove the temporary pavement and install or regrade
the sub-base for installation of permanent pavement.

3.04 PERMANENT BITUMINOUS PAVEMENT:

A. The bituminous paving mixture, equipment, methods of mixing and placing, and the
precautions to be observed as to weather, condition of base, etc., shall be in
accordance with NHDOT Standard Specifications Section 401. The permanent
pavement patch shall be constructed as detailed on the plans.

B. BASE COURSE AND BINDER COURSE PAVEMENT:

1. Immediately prior to installing the base and/or binder course, the trimmed
edges shall be made stable and unyielding, free of loose or broken pieces and
all edges shall be thoroughly broomed clean. Contact surfaces of trench sides,
curbing, manholes, catch basins, or other appurtenant structures in the
pavement shall be painted thoroughly with a uniform coating of asphalt
emulsion (tack coat), just before any mixture is placed against them.

2. The binder course shall be repaired as necessary to maintain the surface of the
pavement until placement of the permanent overlay. If required, the Contractor
shall place a leveling course before placing the permanent overlay.

C. TOP COURSE OR SURFACE TREATMENT PAVEMENT:

1. Top course or surface treatment shall be placed over the full width as shown
on the drawings or as specified.

2. Prior to placement of the top course or surface treatment, the entire surface
over which the top course or surface treatment is to be placed shall be broom
cleaned and tack coated.

3. Top course or surface treatment pavement placed over trenches may be
feathered to meet existing paved surfaces, if approved by the Engineer.

3.05 PAVEMENT PLACEMENT:

A. Unless otherwise permitted by the Engineer for particular conditions, only machine
methods of placing the pavement shall be used. The equipment for spreading and
finishing shall be mechanical, self-powered pavers, capable of spreading and
finishing the mixture true to line, grade, width and crown. The mixtures shall be
placed and compacted only at such times as to permit proper inspection and
checking by the Engineer.

B. After the paving mixtures have been properly spread, initial and intermediate
compaction shall be obtained by the use of steel wheel rollers having a weight of not
less than 240 pounds per inch width of tread.

2022 Sewer Replacement Project Road Restoration
Nashua, NH 02745-5

C. Final rolling of the top course or surface treatment pavement shall be performed by a
steel wheel roller weighing not less than 285 pounds per inch width of tread at a mix
temperature and time sufficient to allow for final smoothing of the surface and
thorough compaction.

D. Immediately after placement of top course or surface treatment pavement, all joints
between the existing and new top course or surface treatment pavements shall be
sealed with hot poured rubberized asphalt sealant meeting the requirements of
Federal Specification SS-S-1401 or SS-S-164.

E. When directed by the Engineer, the Contractor shall furnish and install additional
paving to provide satisfactory transition for driveways and walkways impacted by a
new curb-to-curb pavement installation. The transition installation will be
considered incidental to the curb-to-curb pavement installation.

3.06 RAISING AND ADJUSTING CASTINGS:

A. In areas of permanent top course paving, existing municipally-owned catch basin
and manhole castings and valve boxes shall be raised to the proper grade where
directed by the Engineer.

B. Castings owned by private utilities shall be raised by their own forces. The
Contractor shall be responsible for coordinating this work.

C. The method of adjusting these castings shall be as follows: Cut around catch basin
or manhole castings a minimum of 8-inches from casting. Excavate and if required
rebuild up to 18-inches of masonry below the bottom of the casting. Backfill with
suitable material and compact to bottom of casting. Place high, early strength
cement or bituminous concrete collar, as directed, to approximately 1 1/2-inches
below the raised casting grade. Masonry work shall conform to Section 02631,
PRECAST MANHOLES.

D. In some areas, raising of castings may not be required. Where directed by the
Engineer, castings not to be raised shall have at least 12-inches of bituminous
concrete pavement chipped and removed around the casting. New bituminous
concrete pavement shall be placed and compacted around such castings to
approximately 1-1/2-inches below the top of the casting. The overlay course shall
then be sloped down to the level of the casting.

E. The method of raising valve boxes shall be as follows: Cut around valve box a
minimum of 8-inches from valve box. Excavate as required and raise the valve box.
Pour high early strength cement or bituminous concrete collar, as directed, to
approximately 1-1/2-inches below the top of the valve box.

F. Castings which need to be raised or adjusted to complete permanent curb to curb
paving shall be done immediately prior to paving.

2022 Sewer Replacement Project Road Restoration
Nashua, NH 02745-6

3.07 CURBING:

A. The Contractor shall install curbing in accordance with the Construction
Requirements as specified in NHDOT Section 609.

3.08 SIDEWALKS:

A. The Contractor shall install sidewalks in accordance with the Construction
Requirements as specified in NHDOT Section 608.

3.09 PAVEMENT MARKINGS:

A. The Contractor shall replace all pavement markings removed or covered-over in
carrying out the work, and as directed by the Engineer, no sooner than 48 hours after
completion of permanent pavement. The markings and respective mixture and
application requirements shall conform to the requirements of NHDOT Standard
Specifications Section 632. Pavement markings are considered subsidiary to the
pavement items of work.

B. When directed by the Engineer, the Contractor shall provide temporary markings at
no additional cost to the Owner.

3.10 PAVEMENT REPAIR:
A. If required in the contract or if permanent pavement becomes rough or uneven,
permanent pavement patches and trenches shall be repaired and brought to grade

utilizing "infrared" paving methods following completion of the construction.

B. The Contractor performing the work shall use care to avoid overheating the
pavement being repaired.

C. Pavement repair shall extend a minimum of 6-inches beyond all edges of the
pavement patch to assure adequate bonding at the pavement joints.

END OF SECTION

2022 Sewer Replacement Project Road Restoration
Nashua, NH 02745-7

SECTION 02920
LOAMING AND SEEDING
PART 1 —- GENERAL
1.01 DESCRIPTION OF WORK:

A. This section covers all labor, materials, and equipment necessary to do all loaming,
seeding and related work for miscellaneous areas disturbed by roadway and sidewalk

construction and as herein specified.

Note: Loaming and seeding for miscellaneous areas disturbed by roadway and

sidewalk construction is subsidiary to the sidewalk items of work.
1.02 RELATED WORK:
A. Section 02300 - EARTHWORK
B. Section 02370 — EROSION CONTROL

PART 2-— PRODUCTS
2.01 MATERIALS:

A. Loam for disturbed areas shall comply with the following
requirements.

.Topsoil for use in general lawn areas and planting beds shall
conform to the following grain size distribution for material
passing the #10 sieve:

U.S. Sieve No. % Passing by Weight
Minimum
10 100 ---
20 78 100
40 60 85
100 38 60
270 22 35
0.002 mm 2 5

Maximum

Natural loam not conforming to above shall be treated by the Contractor to
meet this specification. Cost of amendment to the loam shall be the

Contractor's responsibility.

B. Fertilizer:

1. Fertilizer shall be commercial fertilizer, 10-10-10 fertilizer mixture containing

at least 40 percent of organic nitrogen.
C. Mulch:

1. Materials to be used in mulching shall be hay, straw or wood fiber mulch.

2022 Sewer Replacement Project
Nashua, NH

Loam and Seed
02920-1

D. Lawn Seed:

1. Grass Seed: Provide fresh, clean, new-crop seed complying with tolerance for
purity and germination established by Official Seed Analysis of North America.
Provide seed mixture composed of grass species, proportions with maximum
percentages of purity and germination, and a minimum percentage of weed
seed, as specified.

¢ 45% Turf Type Tall Fescue

¢ 20% Kentucky Bluegrass

* 20% Creeping Red Fescue

¢ 15% Perennial Ryegrass

Sow at rate of 6-7 Ibs. per 1000 square feet.

Recommended planting dates: 4/1 - 5/31 or 8/15 - 10/15
PART 3 —- EXECUTION
3.01 SURFACE PREPARATION:

A. After approval of rough grading, loam shall be placed on areas affected by the
Contractor's operations. Loam shall be at least 6 inches compacted thickness.

B. Fertilizer shall be applied at the rate of 1000 pounds per acre.

C. Loam shall be worked a minimum of 3 inches deep, thoroughly incorporating the lime
and fertilizer into the soil. The loam shall then be raked until the surface is finely
pulverized and smooth and lightly compacted with rollers. Minimum depth shall be 4-
inches after completion.

3.02 PLACING LOAM

A. Site:
1. All subgrade elevations should be uniformly graded to receive loam and shall
be inspected and approved by the Engineer prior to placement of loam.
2. Place loam to form a total depth of 6", unless noted otherwise, when rolled.
3. All depressions exposed during the rolling shall be filled with additional loam.

3.03 SEEDING AND MULCHING:

A. Seeding shall be done when weather conditions are approved as suitable, in the periods
between April 1 and May 30 or August 15 to October 1, unless otherwise approved.

B. The Contractor shall maintain all seeded areas until final acceptance of the contract.

END OF SECTION

2022 Sewer Replacement Project Loam and Seed
Nashua, NH 02920-2

PENNICHUCK:* 25 WALNUT STREET
PO BOX 428
NASHUA, NH 03061-0428

(603) 882-5191
FAX (603) 913-2305

VIA HAND DELIVERY WWW.PENNICHUCK COM
March 30, 2022

Ms. Lori Wilshire, President
Board of Aldermen

City of Nashua

229 Main Street

Nashua, NH 03060

Dear President Wilshire:

On behalf of the Pennichuck Corporation Board of Directors, I am enclosing the following items
with respect to the Annual Meeting of Sole Shareholder to be held on Saturday, May 7, 2022, at
Pennichuck’s Distribution Facility, 16 Daniel Webster Highway, Merrimack, NH.

1. Notice of Annual Meeting of Sole Shareholder and Proxy Statement;
2. Proxy Card; and
3. Annual Report to the Sole Shareholder.

Please contact Thomas J. Leonard, Chairman of the Board of Directors, or me, if you need
further information.

Regards
POATAS,

Larfy D. Goodhue

Chief Executive Officer
and Chief Financial Officer

ce. Mayor James Donchess
Board of Aldermen
Steven Bolton, Corporation Counsel
Susan Lovering, City Clerk

V2 PENNICHUCK®

PENNICHUCK CORPORATION
25 Walnut Street
Nashua, New Hampshire 03060

NOTICE OF ANNUAL MEETING OF SOLE SHAREHOLDER
To be Held on Saturday, May 7, 2022, at 9:00 a.m. at
Pennicbuck’s Distribution Facility, 16 Daniel Webster Highway, Merrimack, NH

To the City of Nashua, New Hampshire, in its capacity as the Sole Shareholder of Pennichuck
Corporation:

In accordance with the By-Laws of Pennichuck Corporation and applicable laws, Pennichuck
Corporation hereby provides notice that you are cordially invited to attend the Annual Meeting
of Sole Shareholder of Pennichuck Corporation. The City of Nashua, New Hampshire, is the
Sole Shareholder of Pennichuck Corporation.

The Annual Meeting will be held at Pennichuck’s Distribution Facility, 16 Daniel Webster
Highway, Merrimack, New Hampshire, on Saturday, May 7, 2022, at 9:00 a.m. for the following

purpose:

1. To increase the number of directors from eleven to a full slate of thirteen
directors, and to: (a) elect five directors, each for a three-year term, and until
their successors are elected and qualified, and (b) elect one director, for a two-
year term, and until her successor is elected and qualified.

To facilitate the City’s review of the matters to be addressed at the Annual Meeting, the
Pennichuck Corporation Board of Directors have approved the delivery of the Proxy Statement
attached to this Notice.

By Order of the Board of Directors,
ath,

LARRY D. GOODHUE
Chief Executive Officer and
Chief Financial Officer

Nashua, New Hampshire
March 30, 2022

V2 PENNICHUCK®

PENNICHUCK CORPORATION
25 Walnut Street
Nashua, New Hampshire 03060

PROXY STATEMENT

2022 Annual Meeting of Sole Shareholder
To be Held on Saturday, May 7, 2022, at 9:00 a.m. at
Pennichuck’s Distribution Facility, 16 Daniel Webster Highway, Merrimack, NH

This Proxy Statement is furnished to the City of Nashua, New Hampshire (the “City”), in its
capacity as the Sole Shareholder of Pennichuck Corporation (“Pennichuck Corporation” or the
“Company”), by the Board of Directors of Pennichuck Corporation, in connection with the
solicitation of a proxy to be voted at the Annual Meeting of Sole Shareholder for the purpose set
forth in the accompanying Notice of Annual Meeting of Sole Shareholder.

The Annual Meeting will be held at Pennichuck’s Distribution Facility, 16 Daniel Webster
Highway, Merrimack, New Hampshire, on Saturday, May 7, 2022, at 9:00 a.m.

Matter to be Voted Upon at the Annual Meeting

At the Annual Meeting, the City, in its capacity as the Sole Shareholder of Pennichuck Corporation,
is being asked to consider and vote upon the following:

(1) To increase the number of directors from eleven to a full slate of thirteen
directors, and to: (a) elect C. George Bower, Amymarie R. Corriveau, Jay N.
Lustig, John D. McGrath and Preston J. Stanley, Jr. to the Pennichuck
Corporation Board of Directors, as Class A directors, each for a three-year
term, and until their successors are elected and qualified, and (b) elect Sarah
Pillsbury to the Pennichuck Corporation Board of Directors, as a Class C
director, for a two-year term, and until her successor is elected and qualified.

Voting at the Annual Meeting

Background. Pennichuck Corporation was acquired by the City on January 25, 2012. This
acquisition was accomplished pursuant to an Agreement and Plan of Merger reached between the
City and Pennichuck Corporation dated November 11, 2010 (the “Merger Agreement”). The
transaction, in which the City issued $150.6 million of general obligation bonds to acquire the
outstanding stock of Pennichuck Corporation and pay all transaction costs, was authorized by
special legislation enacted by the State Legislature in 2007 and 2010. The Mayor and the Board
of Aldermen unanimously approved the acquisition pursuant to this special legislation on

January 11,2011. The New Hampshire Public Utilities Commission approved the Merger
Agreement on November 23, 2011, concluding that “the transaction is in the public interest and
will not have an adverse effect on rates, terms, service, or operation of the utilities.”

Corporate Structure. As part of the acquisition, the corporate structure of Pennichuck
Corporation and its utility subsidiaries was retained. Under this structure, the City is the sole
shareholder of Pennichuck Corporation. Pennichuck Corporation continues to own five
corporate subsidiaries, including three regulated public utilities (Pennichuck Water Works, Inc.,
Pennichuck East Utility, Inc., and Pittsfield Aqueduct Company, Inc.), an unregulated service
company (Pennichuck Water Service Corporation), and a former real estate holding company
(The Southwood Corporation).

Election of the Board of Directors. Under this corporate governance system, the City exercises
its control over Pennichuck Corporation in its capacity as the Company’s Sole Shareholder in
accordance with the Articles of Incorporation, the By-Laws and the New Hampshire laws
governing business corporations. In accordance with these rules, Pennichuck Corporation’s
business affairs are managed and overseen by a Board of Directors. One of the most important
responsibilities of the City, in its capacity as Sole Shareholder, is to elect members of the Board
of Directors from individuals nominated by the Pennichuck Corporation Board of Directors at
the Company’s Annual Meeting.

Voting at the Annual Meeting. It is important to remember that the City itself is the Sole
Shareholder, not any individual person who may hold an office with the City. The City must
exercise its responsibilities as Sole Shareholder through public meetings of the City’s Board of
Aldermen and Mayor, acting in accordance with applicable New Hampshire laws and the
provisions of the City Charter. As a municipal entity, the City is not typically in a position to
“attend” an annual meeting, or any other meeting of the Sole Shareholder, “in person.”

Traditional corporate law principles provide a ready solution for this type of “institutional”
voting of shares. As the Sole Shareholder, the City may review the proposed vote and take
action at appropriate City meetings determined by the City. The City may then either designate
an individual person to attend the Annual Meeting in person with the authority to vote the City’s
shares in accordance with the City’s determination, or the City may vote its shares by proxy.

To facilitate these options, the Pennichuck Corporation Board of Directors has prepared this
Proxy Statement which contains details of the business to be conducted at the Annual Meeting.
If the City determines to vote its shares by proxy, it should cause the enclosed proxy card to be
completed and returned to Pennichuck Corporation prior to the Annual Meeting. By executing
the enclosed proxy card, the City will be designating the actions it has determined to take with
respect to the matters to be heard at the Annual Meeting and will be authorizing the officers of
the Company named on the proxy card to act as the City’s proxy to vote on the City’s behalf at
the Annual Meeting in accordance with the instructions set forth on the proxy card.