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Washington D.C. (February 11, 2022) – Ullico Inc.’s infrastructure fund today announced that it signed a definitive agreement to acquire 100% of the equity interests in Hope Gas, Inc. (d/b/a Dominion Energy West Virginia (“DEWV”)) (“Hope Gas”), a regulated gas distribution company located in West Virginia. Ullico’s infrastructure fund will acquire Hope Gas from Dominion Energy, Inc. (“Dominion Energy”).
“Hope Gas is a transformative addition to Hearthstone Utilities, our utility platform, and is the realization of our strategy to add scale with complementary acquisitions. We are excited about the opportunity to bring new capital investment to West Virginia while delivering customer safety, service expansion, and economic development,” said Rohit Syal, head of acquisitions for Ullico Infrastructure Fund (or UIF as defined below).
“Ullico is proud to add another company that not only provides essential services and tangible work opportunities, but has demonstrated continued support of its large unionized employee base,” said Edward M. Smith, President and CEO of Ullico Inc. (“Ullico”).
Founded in 1898, Hope Gas is now one of the largest local distribution companies (“LDCs”) in West Virginia. With approximately 3,200 miles of main and 2,000 miles of gathering pipes, Hope Gas serves over 111,000 residential, commercial, and industrial customers across 35 counties in West Virginia. UIF plans to integrate Hope Gas with its existing LDC business, Hearthstone Utilities, Inc. (“Hearthstone”), which owns and operates six local distribution companies in Indiana, Ohio, North Carolina, Maine and Montana. The addition of Hope Gas into the Hearthstone portfolio adds a large-scale, established utility with critical importance in its market and offers further geographic diversification. As part of the definitive agreement, Hearthstone will move its headquarters to West Virginia, further highlighting the importance of the acquisition to the portfolio.
“Hope Gas is an example of a core infrastructure business that provides essential services to community members, creates high quality jobs, and is a stabilizing force in the West Virginia economy. It’s an ideal addition to our Hearthstone platform and furthers Ullico’s goal to demonstrate an investment philosophy based on long term ownership, responsible labor policies and a commitment to local economic development,” said Sonia Axter, head of asset management for UIF.
Morgan O’Brien, Hearthstone’s President and Chief Executive Officer, commented, “We are excited about the opportunity to continue to build on and invest in this important and valuable West Virginia company. Our vision is to grow the business and expand the footprint within the state, including to underserved communities. A key component is to establish West Virginia as our foundation for growth in creating new family-sustaining jobs, including bringing new jobs into the state in the first year.”
Dominion Energy chair, president, and chief executive officer, Robert M. Blue, said, “DEWV is a valuable business with tremendous employees. The business and its people will fit extremely well with Ullico and Hearthstone’s commitment to safety and their mission to serve American workers and customers.”
The transaction is subject to, among other customary closing conditions, the approval of the West Virginia Public Service Commission and the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. UIF expects to receive all such approvals and complete the transaction in the second half of 2022.
UIF currently has investments in the water, wastewater, telecommunications, electricity transmission, power generation, district energy, transportation, gas transmission and gas distribution sectors and is exploring opportunities in all core sectors.
Mizuho Securities USA LLC acted as UIF’s financial advisor and Milbank LLP acted as legal counsel.
For more than 90 years, Ullico has provided financial and insurance products and services to meet the needs of union employers and employees. In 2010, Ullico launched an investment fund to assist in the construction, maintenance and refurbishment of America’s infrastructure. The fund currently has over $4 billion in investor commitments on behalf of over 200 investors, with 21 portfolio investments across water, wastewater, telecommunications, electricity transmission, power generation, transportation and gas transmission sub-sectors and is exploring opportunities in all infrastructure related sub-sectors.
From insurance products that protect union members, leaders and employers, to investments in building and infrastructure projects that have created thousands of union jobs, our customers continue to trust us with protecting their families, employees and investments. The Ullico Inc. Family of Companies includes: The Union Labor Life Insurance Company; Ullico Casualty Group, LLC; Ullico Investment Company, LLC (Member FINRA/SIPC); and Ullico Investment Advisors, Inc. For additional information, visit www.ullico.com.
Ullico Infrastructure Tax-Exempt Fund, LP and Ullico Infrastructure Taxable Fund, LP:
The Ullico Infrastructure Tax-Exempt Fund, LP and the Ullico Infrastructure Taxable Fund, LP (together “Ullico Infrastructure Fund” or “UIF”) are Delaware limited partnerships designed to permit qualified institutional purchasers to invest in core infrastructure investments located in the United States and Canada. UIF and the units issued will not be registered under the Securities Act of 1933, as amended, the Investment Company Act of 1940, as amended, or under state securities laws. UIF is being offered and sold in reliance on the exemption from the securities registration requirements of the Securities Act set forth in Regulation D (the “Rule”). UIF will only be sold to “accredited investors” as that term is defined under the Rule. The portfolio consists primarily of private equity and debt investments in infrastructure companies located in the United States and Canada. UIF does not have a meaningful comparison because there is no benchmark available for private infrastructure investments. UIF was incepted in November 2012.
Ullico Investment Advisors, Inc. (“UIA”) is a registered investment adviser with the United States Securities and Exchange Commission (“SEC”) in accordance with the Investment Advisers Act of 1940, as amended. Ullico Investment Advisors, Inc. has two majority owned subsidiaries: Ullico Infrastructure Management Company, LLC and UIA Investment Management, LLC. Both are Relying Advisers in reliance upon the SEC staff’s no-action letter to the American Bar Association dated January 18, 2012. The firm’s full list of composite and pooled fund descriptions is available upon request.
About 7 million customers in 13 states energize their homes and businesses with electricity or natural gas from Dominion Energy (NYSE: D), headquartered in Richmond, Va. The company is committed to sustainable, reliable, affordable, and safe energy and to achieving net zero carbon dioxide and methane emissions from its power generation and gas infrastructure operations by 2050. Please visit DominionEnergy.com to learn more.