- Amended Statement of Beneficial Ownership (SC 13D/A)
16 June 2009 - 5:59AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT RULE 13d-2(a)
(Amendment
No. 2)
Florida Public Utilities
Company
(
Name of Issuer
)
Common Stock
(
Title of Class of
Securities
)
341135101
(
CUSIP Number
)
Marc
C. Krantz, Kohrman Jackson & Krantz P.L.L., 1375 East 9
th
Street,
20
th
Floor,
Cleveland, OH 44114, (216) 696-8700
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 15, 2009
(Date of
Event which Requires Filing of this Statement)
If the filing person has previously
filed a statement on Schedule 13G to report the acquisition which is the subject
of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box.
¨
Note
. Schedules
filed in paper format shall include a signed original and five copies of the
schedule including all exhibits.
See
§ 240.13d-7 for other
parties to whom copies are to be sent.
______________________________
The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover
page.
The information required on the
remainder of this cover page shall not be deemed to be “filed” for the purpose
of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however,
see
the
Notes
).
Page 1 of 5
Pages
CUSIP No.
341135101
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Page
2 of 5 Pages
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1
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NAMES OF REPORTING PERSONS:
Energy
West, Incorporated
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY):
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS):
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(a)
o
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(b)
o
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3
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SEC USE ONLY:
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS):
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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Montana
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7
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SOLE VOTING POWER:
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NUMBER OF
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394,522
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SHARES
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8
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SHARED VOTING POWER:
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BENEFICIALLY
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OWNED BY
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EACH
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9
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SOLE DISPOSITIVE POWER:
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REPORTING
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PERSON
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394,522
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WITH
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10
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SHARED DISPOSITIVE POWER:
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
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394,522
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11):
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6.4%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS):
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CO
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CUSIP No.
341135101
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Page 3
of 5 Pages
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Introduction.
This Amendment No. 2 to Schedule 13D is
filed by Energy West, Incorporated, a Montana corporation (“Energy West”),
relating to shares of common stock, par value $1.50 per share (the “Shares”), of
Florida Public Utilities Company, a Florida corporation (the
“Company”).
Item
3.
Source and Amount of
Funds or Other Consideration.
Item 3 is amended and supplemented as
follows:
The Shares reported in Item 5(c) as
having been acquired by Energy West were acquired for the aggregate purchase
price of approximately $638,744 (excluding commissions) with working capital of
Energy West.
Item
4.
Purpose of
Transaction.
Item 4 is amended and supplemented as
follows:
On June
15, 2009, Energy West sent a letter to the Company requesting a list of the
Company’s shareholders for the purpose of communicating with the Company’s
shareholders regarding the affairs of the Company, including the upcoming
special meeting of shareholders related to the proposed merger with Chesapeake
Utilities Corporation (“Chesapeake”) and the proposed merger with
Chesapeake. The letter is attached as Exhibit 7.1.
Item
5.
Interest in
Securities of the Issuer.
Item 5(a) and (c) is amended and
supplemented as follows:
(a) According
to the most recently available filing with the Securities and Exchange
Commission by the Company, there are 6,121,114 Shares
outstanding.
Energy West beneficially owns 394,522
Shares, or 6.4% of the outstanding Shares. As Chairman and Chief Executive
Officer of Energy West, Richard M. Osborne may be deemed to beneficially own the
Shares owned by Energy West. Mr. Osborne disclaims beneficial
ownership of the Shares owned by Energy West.
(c) During
the past 60 days, Energy West has purchased 50,448 Shares in open market
transactions as set forth below:
CUSIP No.
341135101
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Page 4
of 5 Pages
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Date
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Number of Shares
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Approximate
Per Share Price
(Excluding Commissions)
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4/29/2009
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734
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$11.95
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4/29/2009
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34
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$11.85
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4/30/2009
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900
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$11.95
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5/1/2009
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572
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$12.00
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5/5/2009
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3,200
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$12.05
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5/15/2009
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402
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$12.05
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5/19/2009
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84
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$12.01
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6/2/2009
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100
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$12.16
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6/2/2009
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100
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$12.40
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6/3/2009
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2,500
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$12.70
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6/4/2009
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9,002
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$12.65
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6/4/2009
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7,900
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$12.75
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6/5/2009
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1,202
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$12.65
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6/8/2009
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6,798
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$12.80
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6/8/2009
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2,312
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$12.75
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6/9/2009
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800
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$12.75
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6/9/2009
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5,200
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$12.80
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6/10/2009
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2,635
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$12.80
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6/10/2009
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2,000
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$12.70
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6/10/2009
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2,031
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$12.91
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6/12/2009
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300
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$12.70
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6/12/2009
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1,642
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$12.86
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Item
7.
Material to be Filed
as Exhibits.
7.1 Demand
to Examine List of Shareholders dated June 15, 2009
SIGNATURE
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the
information
set forth in this statement is true, complete and correct.
Date: June 15,
2009
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Energy West,
Incorporated
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/s/ Thomas
J. Smith
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Thomas
J. Smith
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Vice
President and Chief Financial Officer
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EXHIBIT
INDEX
Exhibit
Number
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Description
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7.1
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Demand to Examine
List of Shareholders dated June 15, 2009
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