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‘& PENNICHUCK 25 MANCHESTER STREET
Be PO BOX 1947
MERRIMACK, NH 03054-1947
@ (603) 882-5197
FAX [603} 913-2305
www. PENNICHUCK.COM
VIA HAND DELIVERY
February 2, 2016
Mr. Stephen Bennett
Corporation Counsel
City of Nashua
229 Main Street
Nashua, NH 03060
Re: — Pennichuck Subsidiaries — Request for Approval of Loans from the New
Hampshire Drinking Water Revolving Loan Fund Program
OQ Dear Attorney Bennett:
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 three regulated public water utility
subsidiaries, Pennichuck Water Works, Inc. (“PWW”), Pennichuck East Utility, Inc. (*‘PEU”),
and Pittsfield Aqueduct Company, Inc. (“PAC”), to borrow funds from the State of New
Hampshire pursuant to the State Drinking Water Revolving Loan Fund Program (the “SRF
Program”’).
Background. As part of the City’s acquisition of Pennichuck, in accordance with special
legislation enacted by the State Legislature, and as unanimously approved by the Mayor and
Board of Aldermen on January |1, 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,
