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Common Stock And Preferred Stock
 3 Months Ended
Mar. 31, 2012
Common Stock And Preferred Stock [Abstract]  
Common Stock And Preferred Stock

NOTE 3 – COMMON STOCK AND PREFERRED STOCK

Common Stock

The Company's common stock trades under the symbol, "UTL."

On April 21, 2011, the Company's shareholders approved an increase in the authorized shares of the Company's common stock. Shareholders approved an amendment to the Company's Articles of Incorporation to increase the authorized number of shares of the Company's common stock, from 16,000,000 shares to 25,000,000 shares in the aggregate. The Company had 10,989,389, 10,925,136 and 10,954,065 of common shares outstanding at March 31, 2012, March 31, 2011 and December 31, 2011, respectively.

Dividend Reinvestment and Stock Purchase Plan – During the first quarter of 2012, the Company sold 9,724 shares of its common stock, at an average price of $27.19 per share, in connection with its Dividend Reinvestment and Stock Purchase Plan (DRP) and its 401(k) plans resulting in net proceeds of approximately $264,000. The DRP provides participants in the plan a method for investing cash dividends on the Company's common stock and cash payments in additional shares of the Company's common stock.

Stock Plan – The Company maintains the Unitil Corporation Amended and Restated 2003 Stock Plan (the Stock Plan). Participants in the Stock Plan are selected by the Compensation Committee of the Board of Directors from the Company's, its subsidiaries' and its affiliates' employees, directors and consultants to receive an award of shares of Company common stock (including restricted shares) or of restricted stock units. The Compensation Committee has the power to determine the sizes of awards; determine the terms and conditions of awards in a manner consistent with the Stock Plan; construe and interpret the Stock Plan and any agreement or instrument entered into under the Stock Plan as they apply to participants; establish, amend, or waive rules and regulations for the Stock Plan's administration as they apply to participants; and, subject to the provisions of the Stock Plan, amend the terms and conditions of any outstanding award to the extent such terms and conditions are within the discretion of the Compensation Committee as provided for in the Stock Plan. On April 19, 2012, the Company's shareholders approved an amendment to the Stock Plan to, among other things, increase the maximum number of shares of common stock available for awards to plan participants.

Outstanding awards of restricted shares fully vest over a period of four years at a rate of 25% each year. During the vesting period, dividends on restricted shares underlying the award may be credited to a participant's account. Awards may be grossed up to offset the participant's tax obligations in connection with the award. Prior to the end of the vesting period, the restricted shares are subject to forfeiture if the participant ceases to be employed by the Company other than due to the participant's death. The maximum number of shares of restricted stock available for awards to participants under the Stock Plan was 177,500 as of March 31, 2012, and was increased on April 19, 2012 to 677,500. The maximum aggregate number of shares or restricted stock units that may be awarded in any one calendar year to any one participant is 20,000. In the event of any change in capitalization of the Company, the Compensation Committee is authorized to make an equitable adjustment to the number and kind of shares of common stock that may be delivered under the Stock Plan and, in addition, may authorize and make an equitable adjustment to the Stock Plan's annual individual award limit.

On February 3, 2012, 25,600 restricted shares were issued in conjunction with the Stock Plan with an aggregate market value at the date of issuance of $720,896. There were 53,780 and 49,089 non-vested shares under the Stock Plan as of March 31, 2012 and 2011, respectively. The weighted average grant date fair value of these shares was $24.78 and $22.17, respectively. The compensation expense associated with the issuance of shares under the Stock Plan is being recognized over the vesting period and was $0.3 million and $0.1 million for the three months ended March 31, 2012 and 2011, respectively. At March 31, 2012, there was approximately $1.5 million of total unrecognized compensation cost under the Stock Plan which is expected to be recognized over approximately 2.9 years. There were no forfeitures or cancellations under the Stock Plan during the three months ended March 31, 2012.

There were no restricted stock units issued under the Stock Plan during the three months ended March 31, 2012.

 

Preferred Stock

Details on preferred stock at March 31, 2012, March 31, 2011 and December 31, 2011 are shown below:

(Amounts in Millions)

 

     March 31,      December 31,  
     2012      2011      2011  

Preferred Stock

         

Unitil Energy Preferred Stock, Non-Redeemable, Non-Cumulative:

         

6.00% Series, $100 Par Value,

    $ 0.2       $ 0.2       $ 0.2   

Fitchburg Preferred Stock, Redeemable, Cumulative:

         

5.125% Series, $100 Par Value

      0.8         0.8         0.8   

8.00% Series, $100 Par Value

      1.0         1.0         1.0   
  

 

 

     

 

 

     

 

 

  

Total Preferred Stock

    $ 2.0       $ 2.0       $ 2.0   
  

 

 

     

 

 

     

 

 

  

There were 2,250, 2,250 and 2,250 shares of Unitil Energy's 6.00% Series Preferred Stock outstanding at March 31, 2012, March 31, 2011 and December 31, 2011, respectively. There were 7,861, 7,901 and 7,861 shares of Fitchburg's 5.125% Series Preferred Stock outstanding at March 31, 2012, March 31, 2011 and December 31, 2011, respectively. There were 9,696, 9,742 and 9,696 shares of Fitchburg's 8.00% Series Preferred Stock outstanding at March 31, 2012, March 31, 2011 and December 31, 2011, respectively.

There was less than $0.1 million of total dividends declared on Preferred Stock in each of the three month periods ended March 31, 2012 and March 31, 2011, respectively.