By NorthWestern Energy and Black Hills Energy have filed a joint merger request with the South Dakota Public Utilities Commission.
The application, dated Monday, Oct. 27, seeks a decision within 180 days. It’s one of three merger applications filed by the companies in different states. The others are with the Montana Public Service Commission and the Nebraska Public Service Commission.
Shareholders of both companies also need to approve the merger.
If that happens, the merger would be a stock-for-stock transaction. It wouldn’t include any refinancing of debt or increased debt for either company, according to the proposal filed with the PUC. NorthWestern Group shareholders would receive .98 share of Black Hills stock for each share of NorthWestern Group stock they own at closing.
Ownership terms are also set out in the agreement:
- Black Hills’ pre-merger shareholders would own approximately 56% of the combined company.
- NorthWestern Group’s pre-merger shareholders would own approximately 44%.
The companies would combine with NorthWestern becoming a wholly owned subsidiary of Black Hills. Energy service and customers would not change.
“Bringing our companies together will deliver long-term value to our customers, employees and communities by providing safe, reliable and affordable energy solutions,” Brian Bird, president and CEO of NorthWestern Energy said in a news release. “By joining forces, we will have the added scale to make us a financially stronger, more resilient utility better equipped to meet the challenges of a rapidly changing energy landscape.”
Black Hills Corp. CEO Linn Evans said the companies share commitments to safety, reliability, integrity and customer service.
“We are confident that our closely aligned cultures and skilled workforces will enable us to improve life with energy for the people, businesses and communities we are privileged to serve,” Evans said in the release.
The merger would result in a combined executive team and board of directors. Bird would serve as president and CEO of the combined electric and natural gas company. Evans would work through the close of the transaction, then retire.
Benefits to customers, according to the release, would include:
- Continued safe, reliable and affordable service.
- Long-term rate stability.
- Enhanced reliability and resiliency with more resources to respond to emergencies and maintain infrastructure.
- Local presence and community commitment with South Dakota operations being locally managed.
- Access to innovation and best practices.
Under the merger, the company would serve about 2.1 million customers in South Dakota, Arkansas, Colorado, Iowa, Kansas, Montana, Nebraska and Wyoming. NorthWestern serves customers across eastern South Dakota, including in the Aberdeen area.
More information is available online at blackhillsnorthwesternbettertogether.com and South Dakota PUC docket GE25-001. The companies hope the transaction is finished by the end of 2026.
