United States
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 (Date of earliest event reported): November 9, 2010
Chesapeake Utilities Corporation
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
|
| Delaware
|
|
001-11590
|
|
51-0064146 |
|
|
|
|
|
|
(State or other jurisdiction of
incorporation or organization)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.) |
909 Silver Lake Boulevard, Dover, Delaware 19904
(Address of principal executive offices, including Zip Code)
(302) 734-6799
(Registrant’s Telephone Number, including Area Code)
(Former name, former address and former fiscal year, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
| |
|
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
| |
|
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
Chesapeake Utilities Corporation, a Delaware corporation (the “Company”), met with analysts,
investors and other members of the financial community at the East Coast Financial Community
Meetings in New York City, New York on Tuesday, November 9, 2010 and Boston, Massachusetts on
Wednesday, November 10, 2010. At these meetings, the Company made a presentation, which included a
business update and overview of the Company. Copies of the slide presentation materials and fact
sheet that were distributed at these meetings are furnished as Exhibits 99.1 and 99.2,
respectively, to this report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on
Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, except as shall be expressly set forth in such a filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1 — Chesapeake Utilities Corporation slide presentation materials dated November 9-10,
2010.
Exhibit 99.2 — Chesapeake Utilities Corporation Third Quarter 2010 fact sheet.
This Form 8-K and the exhibits hereto contain “forward-looking statements” that are subject to
various assumptions, risks and uncertainties These statements should be read in conjunction with
the “Forward-Looking Statements” section in the Company’s Form 10-K for the fiscal year ended
December 31, 2009 and Forms 10-Q for the quarters ended March 31, 2010, June 30, 2010 and September
30, 2010 (which sections are incorporated herein by reference), and in conjunction with other SEC
reports filed by the Company that discuss important factors that could cause the Company’s actual
results to differ materially from those anticipated in such statements.