V2 PENNIGHUCK” 25 MANCHESTER STREET
PO BOX 1947
MERRIMACK, NH 03054-1947
(603) 882-5191
FAX (603) 913-2305
WWW.PENNICHUCK.COM
VIA HAND DELIVERY
January 30, 2019
EGEIWVE
Mr. Steven A. Bolton | JAN 3.0 2019
Corporation Counsel
City of Nashua By Le °g ee i
229 Main Street oO
Nashua, NH 03060
Re: — Request for Approval of Loan from the New Hampshire Drinking Water
and Groundwater Trust Fund to Pennichuck Water Works, Inc.
Dear Attorney Bolton:
Introduction. As you know, the City of Nashua, New Hampshire (the “City”) is the sole
corporate shareholder of Pennichuck Corporation (“Pennichuck”). The City has been the sole
shareholder since the acquisition of Pennichuck on January 25, 2012.
The purpose of this letter is to request that the City, acting in its capacity as sole shareholder,
approve several resolutions authorizing Pennichuck’s regulated public water utility subsidiary,
Pennichuck Water Works, Inc. (“PWW”), to borrow funds from the New Hampshire Drinking
Water and Groundwater Trust Fund (the “Trust Fund”).
Background. As part of the City’s acquisition of Pennichuck, in accordance with speciai
legislation enacted by the State Legislature, and as unanimously approved by the Mayor and
Board of Aldermen on January 11, 2011, the corporate structure of Pennichuck and its utility
subsidiaries was retained. This corporate structure was retained for several reasons. First, the
Mayor and Board of Aldermen desired to maintain stability and continuity for customers and
employees of the Pennichuck utilities and the communities they serve. Second, retaining the
corporate structure provided continuity for the existing relationships with regulatory agencies
and financial/banking partners. Third, the Mayor and Board of Aldermen unanimously agreed
that the corporate structure would encourage business-smart decisions and rely upon well-
established governance principles of corporate law, pursuant to Pennichuck’s Articles of
Incorporation and its by-laws.
