SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: December 1, 2003
Date of earliest event reported: December 1, 2003
MAINE & MARITIMES CORPORATION
(Exact name of registrant as specified in its charter)
Maine
(State or other jurisdiction of
incorporation or organization)
333-103749
(Commission File No.)
30-0155348
(I.R.S. Employer Identification No.)
209 State Street, Presque Isle, Maine 04769
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: 207-760-2499
Maine & Maritimes Corporation
Item 5. Other Events
Maine & Maritimes Corporation Announces New Subsidiaries and Acquires
Canadian Engineering Company
PRESQUE ISLE, Maine--(BUSINESS WIRE)--Dec. 1, 2003--Maine &
Maritimes Corporation (AMEX: MAM) today announced the creation of two
new subsidiaries and the acquisition of a Canadian-based engineering
firm as part of its overall growth strategy. According to J. Nick
Bayne, President and CEO of Maine & Maritimes Corporation, "Our new
subsidiaries' business models will bring both economic and correlated
social values to the marketplace through a unique, integrated approach
to a number of the most pressing issues of our time. Today, within the
United States and Canada, governments and businesses alike are faced
with daunting challenges in regard to asset infrastructure renewals,
energy independence and security, and emissions reductions, all while
facing rising energy costs and significant capital budget constraints.
We strongly believe that our integrated lifecycle asset management,
energy efficiency, emissions reductions and energy security offerings
will assist customers in achieving improved financial performance and
compliance with public policy mandates, while addressing both economic
and environmental sustainability issues."
"We are pleased to announce the creation of Maine & Maritimes
Energy Services Company, a wholly-owned, U.S. subsidiary of Maine &
Maritimes Corporation, as well as the creation of Maricor Ltd., a
wholly-owned Canadian subsidiary of Maine & Maritimes Energy Services
Company," stated Bayne. "To fast track our market entry, we are quite
pleased to announce Maricor Ltd.'s acquisition of Eastcan Consultants,
Inc., a New Brunswick headquartered full-service mechanical and
electrical engineering company with offices in Moncton and Saint John,
New Brunswick. Its excellent reputation and over 25 years of market
experience will enhance our responsive execution capabilities and
market reach. Although we will be expanding our overall offerings, our
Eastcan Division of Maricor Ltd. will continue to focus on and expand
its core fee-for-service engineering services."
"We will continue to pursue fee-for-service engineering work
within New England and Atlantic Canada across multiple vertical market
sectors, including industrial, commercial and governmental. However,
our integrated lifecycle asset management, energy security, energy
efficiency, and emissions reductions offerings will focus primarily on
the federal, state, provincial and municipal governments, as well as
the hospitals, schools, and universities market verticals within these
regions," according to Bayne. "Our offerings closely follow public
policy trends within our international region, such as the State of
Maine's recent adoption of the Leadership in Energy and Environmental
Design (LEED) Green Building Rating System(TM) for State facilities, a
voluntary, consensus-based national standard for developing
high-performance, sustainable buildings, as well as Canada's adoption
of the Kyoto Protocol."
"As businesses and governments struggle with identifying and
reporting their deferred asset maintenance, as well as developing
meaningful sustainable lifecycle asset management plans, it is
apparent that the merger of engineering capabilities with a
state-of-the art asset lifecycle management software system is
critical for all asset-oriented organizations. Consequently, in
forming our new corporations, we have licensed the right to market a
state-of-the-art asset lifecycle management software system within our
target market sector and have formed a tight alliance with Delinea
Corporation, a Dallas, Texas based leading application and business
process management company. Delinea's asset lifecycle management
software solutions, combined with our engineering capabilities, will
provide seamless services that enable organizations to more
efficiently manage their facilities, physical plant, infrastructure,
and fixed assets. We believe our combined experiences, technology, and
real world knowledge help ensure customers of realistic and
sustainable solutions that can be implemented successfully and with a
financially attractive return on investment. Our clients will benefit
from vastly improved performance in several key areas including their
facility and asset management, operations, environmental performance,
and strategic capital planning."
Maine & Maritimes Energy Services Company and Maricor Ltd.
announced that they are continuing to evaluate the acquisition of
additional engineering companies in the United States and/or Canada.
Current plans are to open engineering and/or sales offices in Boston,
Massachusetts; Portland, Maine; Halifax, Nova Scotia and
Charlottetown, Prince Edward Island in 2004.
The creation of Maine & Maritimes Energy Services Company and
Maricor Ltd. is a part of Maine & Maritimes Corporation's diversified
portfolio-based growth strategy. In announcing the new subsidiaries
and acquisition, the Company stated its continued efforts to evaluate
and potentially acquire additional electric and/or natural gas
distribution companies within the United States or Canada. According
to Bayne, "We certainly anticipate the ultimate passage of the U.S.
Energy Policy Act after the beginning of the new year. We believe this
legislation begins to address the pressing energy security and energy
independence challenges faced by the United States, while beginning to
address the need for improved energy efficiency. We also believe that
the Public Utility Holding Company Act will be repealed, in part or in
whole, as a result of this legislation. Consequently, we are closely
examining regulated electric and natural gas utility opportunities
within North America that are consistent with our overall growth
objectives and that provide opportunities for synergistic savings and
increased shareholder value."
Maine & Maritimes Corporation is traded on the American Stock
Exchange (AMEX) under the ticker symbol "MAM." Headquartered in
Presque Isle, Maine, Maine & Maritimes Corporation is the holding
company of Maine Public Service Company, a regulated transmission and
distribution utility serving most of northern Maine, and Energy
Atlantic, a competitive electric supplier within the State of Maine.
Forward Looking Information
Except for historical information, all other information provided
in this news release consists of "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1935.
These "forward-looking statements" are subject to risks and
uncertainties, which could cause actual results to differ materially
from those projected, anticipated or implied. The most significant of
these risks and uncertainties are discussed or identified in Maine &
Maritimes Corporation's public filings made with the Securities and
Exchange Commission, and include (but are not limited to) a possible
inability to raise adequate capital to execute the proposed
strategies, changes in overall strategy due to economic, regulatory,
governmental and/or market conditions, the costs and difficulties
related to the integration of potentially acquired businesses,
potential changes in customer and supplier relationships of
potentially acquired firms, changes in governmental regulations,
changes in management, and changes in financial markets.
CONTACT: Maine & Maritimes Corporation
Annette Arribas, 877-272-1523
Toll-free in US and Canada
Item 5. Other Events
NB-Based Engineering Firm Acquired To Address
Critical Atlantic Canada and New England Energy, Economic, Environmental
and Infrastructure Challenges
Moncton, NB, December 1, 2003 (AMEX:MAM) - Maine & Maritimes Energy Services
Company, a subsidiary of Maine & Maritimes Corporation, a publicly traded
US-based holding company, announced today that its Canadian subsidiary, Maricor
Ltd., has acquired Eastcan Consultants Inc. Headquartered in Moncton, New
Brunswick and with an office in Saint John, Eastcan is a leading mechanical and
electrical engineering company, having served the region for over 25 years.
"This is an exciting time for our company and employees. We're eager to begin
the next chapter of our business," said Mike Gillis, former President of Eastcan
and now Vice-President and Chief Operating Officer of Maricor Ltd.'s Eastcan
Division. The Division will continue to provide mechanical and electrical
engineering services throughout Atlantic Canada and New England, expanding its
operations and product and service offerings.
"This is an exciting point in the histories of Eastcan, the Province of New
Brunswick and Maricor Ltd.," stated Maine & Maritimes Corporation's President
and CEO, J. Nick Bayne. "With additional resources, expanded offerings, and
access to new multi-national markets, we anticipate increased employment growth
within New Brunswick. The expansion of our Eastcan Division's products and
services will include solutions that address asset lifecycle management, energy
efficiency, energy asset development, and emissions reductions. These solutions
and services will directly enhance our clients' financial and operational
performances, while addressing economic and social issues facing Atlantic Canada
and New England."
Maine & Maritimes Corporation is a publicly traded company on the American Stock
Exchange under the ticker symbol "MAM" and is the parent company of Maine Public
Service Company, a regulated electric transmission and distribution utility
serving northern Maine, and Energy Atlantic, LLC, a competitive electricity
provider, serving southern Maine. Terms of the Eastcan acquisition were not
disclosed.
Eastcan Consulting Inc. was formed in 1978 by amalgamating the practices of
several engineering firms in the Moncton area. With offices in Moncton and Saint
John, the company has experience in excess of 2,000 building projects,
including: The Moncton Hospital, Harbour Station in Saint John, Blue Cross
Centre in Moncton and Maritime Life Complex in Halifax.
# # #
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
MAINE & MARITIMES CORPORATION
Date: December 1, 2003
By: /s/ J. Nicholas Bayne
J. Nicholas Bayne, President & CEO