EX-99 3 ex99-1.txt EX. 99.1: PRESS RELEASE EXHIBIT 99.1 [LOGO OMITTED] News Release NYSE: NOR Contacts: Investors/Media: Roger Schrum 605-978-2848 roger.schrum@northwestern.com ------------------------------------------------------------------------------- NORTHWESTERN ENTERS INTO $390 MILLION SECURED CREDIT FACILITY ------------------------------------------------------------------------------- SIOUX FALLS, S.D. - Dec. 18, 2002 - NorthWestern Corporation (NYSE:NOR) today announced that it has entered into a new $390 million senior secured term loan credit facility with Credit Suisse First Boston. The new facility has a term of at least four years, and borrowings under the facility will be secured by First Mortgage Bonds of NorthWestern. Proceeds from the new facility will be used to repay NorthWestern's existing $280 million working capital facility, and for other corporate purposes. The transaction has been approved by NorthWestern's Board of Directors, and is subject to regulatory approval. The transaction is expected to close in January 2003. "This financing commitment is important to NorthWestern as it removes uncertainty around our current liquidity and the refinancing of our existing credit facility, as we continue to focus on opportunities in our core regulated electric and natural gas utility business," said Richard R. Hylland, president and chief operating officer. About NorthWestern NorthWestern Corporation is a leading provider of services and solutions to more than 2 million customers across the United States in the energy and communications sectors. NorthWestern's partner businesses include NorthWestern Energy, a provider of electricity, natural gas and related services to customers in Montana, South Dakota and Nebraska; Expanets, the largest mid-market provider of networked communications solutions and services in the United States; and Blue Dot, a leading provider of air conditioning, heating, plumbing and related services. Forward-Looking Statements STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: All statements contained herein, as well as statements made in press releases and oral statements that may be made by us or by officers, directors or employees acting on our behalf, that are not statements of historical fact constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Among the factors that could cause our actual results or outcomes to differ materially are: the adverse impact of weather conditions and seasonal fluctuations; unscheduled generation outages, maintenance or repairs; unanticipated changes to fossil fuel or gas supply costs or availability due to higher demand, shortages, transportation problems or other developments; developments in the federal and state regulatory environment and the terms associated with obtaining regulatory approval and rate orders; costs associated with environmental liabilities and compliance with environmental laws; the rate of growth and economic conditions in our service territories and those of our subsidiaries; the speed and degree to which competition enters the industries and markets in which our businesses operate; the timing and extent of changes in interest rates and fluctuations in energy-related commodity prices; risks associated with acquisitions, transition and integration of acquired companies, including NorthWestern Energy, L.L.C. and the Growing and Emerging Markets Division of Lucent Technologies, Inc., and the implementation of information systems and realization of efficiencies in excess of any related restructuring charges; a lack of minority interest basis, which requires us to recognize an increased share of operating losses at certain of our subsidiaries; our ability to recover transition costs; disallowance by the Montana Public Service Commission of the recovery of the costs incurred in entering into our default supply portfolio contracts while we are required to act as the "default supplier"; disruptions and adverse effects in the capital market due to the changing economic environment; our credit ratings with Moody's, Standard & Poor's and Fitch; potential delays in financings or Securities and Exchange Commission filings because we changed auditors; our substantial indebtedness, which could limit our operating flexibility and ability to borrow additional funds; our ability to obtain additional capital to refinance our indebtedness that is scheduled to mature and for working capital purposes; changes in customer usage patterns and preferences; possible future actions and developments of CornerStone Propane Partners L.P.; and changing conditions in the economy and capital markets and other factors identified from time to time in our filings with the SEC. This news release should be read in conjunction with our Annual Report on Form 10-K for 2001, as amended, and any subsequent quarterly reports on Form 10-Q and current reports on Form 8-K, which can be located at www.sec.gov or requested from the Company. Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for management to predict all such factors. ###