-----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, UVh4a/NLwCAIQmWHhVpaHVFlgbpWiVgrL9NNwHbLXwx+ATuvKuRBYlLL7cguRxVh G7UJ7AapICEoMtDqDpK/tQ== 0001116679-04-002068.txt : 20041012 0001116679-04-002068.hdr.sgml : 20041011 20041012092422 ACCESSION NUMBER: 0001116679-04-002068 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041007 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041012 DATE AS OF CHANGE: 20041012 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: 041073446 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): October 7, 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 8.01 Other Events On October 7, 2004, the Company issued a press release announcing that the U.S. Bankruptcy Court for the District of Delaware had approved an agreement that settles and dismisses all claims associated with consolidated securities class action lawsuits and derivative cases. Under the terms of the settlement, all claims against the Company, its subsidiaries and other parties will be dismissed without admission of liability or wrongdoing. The agreement establishes a settlement fund for class members in the amount of $41 million of which approximately $37 million will be contributed by the Company's insurance carriers and $4 million would be contributed from other persons or parties. The settlement is subject to approval by the U.S. District Court for the District of South Dakota, where the consolidated class action lawsuits and derivative cases are pending. The press release is attached hereto as Exhibit 99.1. Item 9.01 Financial Statements and Exhibits EXHIBIT NO. DESCRIPTION OF DOCUMENT - -------------------------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated October 7, 2004 * 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: October 11, 2004 Index to Exhibits ----------------- EXHIBIT NO. DESCRIPTION OF DOCUMENT - -------------------------------------------------------------------------------- 99.1* Press Release of NorthWestern Corporation dated October 7, 2004 * filed herewith EX-99 2 ex99-1.txt EX. 99.1: PRESS RELEASE Exhibit 99.1 [NORTHWESTERN CORPORATION LOGO] News Release Contacts: Investors/Media: Roger Schrum 605-978-2848 roger.schrum@northwestern.com - -------------------------------------------------------------------------------- NORTHWESTERN CORPORATION RECEIVES BANKRUPTCY COURT APPROVAL FOR SECURITIES CLASS ACTION SETTLEMENT - -------------------------------------------------------------------------------- SIOUX FALLS, S.D. - Oct. 7, 2004 - NorthWestern Corporation today announced that the U.S. Bankruptcy Court for the District of Delaware has approved an agreement that settles and dismisses all claims associated with consolidated securities class action lawsuits and derivative cases. As previously announced, NorthWestern entered into a settlement agreement with parties involved in certain pending class action and derivative lawsuits involving the Company, its subsidiaries and certain present and former officers and directors. Under the terms of the settlement, all claims against the Company, its subsidiaries and other parties will be dismissed without admission of liability or wrongdoing. The agreement establishes a settlement fund for class members in the amount of $41 million of which approximately $37 million will be contributed by the Company's insurance carriers and $4 million would be contributed from other persons or parties. The settlement is subject to approval by the U.S. District Court for the District of South Dakota, where the consolidated class action lawsuits and derivative cases are pending. The fees and expenses of class counsel and administration costs will be paid from the settlement fund. Assuming receipt of the final judicial approval, plaintiffs lawyers in these lawsuits will be sending a notice to all class members containing a more complete description of the proposed settlement and the steps class members must take in order to share in the proposed settlement will be mailed to class members. About NorthWestern NorthWestern Corporation (OTC Pink Sheets: NTHWQ) d/b/a NorthWestern Energy is one of the largest providers of electricity and natural gas in the Upper Midwest and Northwest, serving more than 608,000 customers in Montana, South Dakota and Nebraska. ### -----END PRIVACY-ENHANCED MESSAGE-----