-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BoNqoGMpDoI7zGcU6Xa6DM7qeq3PRGMRePVLONa8Mwzy8txX5PxWJSIczEGVYIBI CnJ8t17F2nt6fjleCBCSHg== 0001116679-04-001579.txt : 20040714 0001116679-04-001579.hdr.sgml : 20040714 20040714161416 ACCESSION NUMBER: 0001116679-04-001579 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040714 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWESTERN CORP CENTRAL INDEX KEY: 0000073088 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 460172280 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10499 FILM NUMBER: 04914021 BUSINESS ADDRESS: STREET 1: 125 S DAKOTA AVENUE STREET 2: SUITE 1100 CITY: SIOUX STATE: SD ZIP: 57104 BUSINESS PHONE: 6059782908 MAIL ADDRESS: STREET 1: 125 S DAKOTA AVENUE STREET 2: SUITE 1100 CITY: SIOUX STATE: SD ZIP: 57104 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWESTERN PUBLIC SERVICE CO DATE OF NAME CHANGE: 19920703 8-K 1 nw8k.txt ================================================================================ 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): July 14, 2004 NorthWestern Corporation (Exact name of registrant as specified in its charter) Delaware 0-692 46-0172280 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 125 South Dakota Avenue 57104 Sioux Falls, South Dakota (Zip Code) (Address of principal executive offices) (605) 978-2908 (Registrant's telephone number, including area code) ================================================================================ Item 5. Other Events and Regulation FD Disclosure On July 14, 2004, NorthWestern Corporation (the "Company") announced that it had reached a tentative agreement to settle a class action lawsuit filed on behalf of former shareholders of The Montana Power Company. The Company was named as a defendant due to the fact that it purchased The Montana Power, L.L.C., which the plaintiffs claim is a successor to The Montana Power Company. Settlement of the litigation, which is entitled McGreevey, et al. v. The Montana Power Company, et al, is subject to approval by the U.S. Bankruptcy Court and the U.S. District Court in Montana. The Company said that it expects to file a motion to approve the settlement agreement with the Bankruptcy Court in the next several weeks. Under the terms of the settlement agreement, a total of $67 million will be paid by the insurance carriers covering the former Montana Power Company, Clark Fork and Blackfoot, L.L.C., Touch America and the Company, and their officers and directors. The agreement provides for a release of all claims against the insured companies and their insured officers and directors. Further, the plaintiffs agreed to dismiss with prejudice the claims against the third party purchasers. The allocation of the proceeds will be determined by the Touch America Bankruptcy Court. The Company issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the Stipulation and Settlement Agreement. 2 Item 7. Financial Statements and Exhibits EXHIBIT NO. DESCRIPTION OF DOCUMENT - ------------------ ------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated July 14, 2004 regarding tentative settlement of Class Action Securities Litigation * filed herewith SIGNATURES 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. NorthWestern Corporation By: /s/ Roger Schrum ------------------------------------ Roger Schrum Vice President - Human Resources and Communications Date: July 14, 2004 Index to Exhibits ----------------- EXHIBIT NO. DESCRIPTION OF DOCUMENT - -------------------------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated July 14, 2004 regarding tentative settlement of Class Action Securities Litigation * filed herewith EX-99 2 ex99-1.txt EX. 99.1 - PRESS RELEASE EXHIBIT 99.1 [GRAPHIC OMITTED] Contacts: Media: Roger Schrum 605-978-2848 roger.schrum@northwestern.com - -------------------------------------------------------------------------------- NORTHWESTERN CORP. REACHES TENTATIVE SETTLEMENT ON CLASS ACTION SECURITIES LITIGATION - -------------------------------------------------------------------------------- SIOUX FALLS, S.D. - July 14, 2004 - NorthWestern Corporation (OTC Pink Sheets: NTHWQ) today announced that it has reached a tentative agreement to settle a class action lawsuit filed on behalf of former shareholders of The Montana Power Company. NorthWestern was named as a defendant due to the fact that it purchased Montana Power LLC, which the plaintiffs claim is a successor to The Montana Power Company. Settlement of the litigation, which is entitled McGreevey, et al. v. The Montana Power Company, et al, is subject to approval by the U.S. Bankruptcy Court and the U.S. District Court in Montana. The Company said that it expects to file a motion to approve the settlement agreement with the Bankruptcy Court in the next several weeks. Under the terms of the settlement agreement, a total of $67 million will be paid by the insurance carriers covering the former Montana Power Company, Clark Fork and Blackfoot LLC, Touch America and NorthWestern, and their officers and directors. The agreement provides for a release of all claims against the insured companies and their insured officers and directors. Further, the plaintiffs agreed to dismiss with prejudice the claims against the third party purchasers. The allocation of the proceeds will be determined by the Touch America Bankruptcy Court. About NorthWestern Based in Sioux Falls, S.D., NorthWestern is one of the largest providers of electricity and natural gas in the Upper Midwest and Northwest serving approximately 608,000 customers in Montana, South Dakota and Nebraska. Further information about NorthWestern is available on the Internet at www.northwestern.com. ### -----END PRIVACY-ENHANCED MESSAGE-----