Landfill Gas Co. Acquired

June 5, 2003 [] Upstate Energy Inc., has acquired of all of the partnership interests in Toro Partners, LP, a Dallas, Texas-based company, which owns and operates eight short-distance landfill gas pipeline companies that purchase, transport and resell landfill gas to customers in six Midwestern states in the United States. At each of the eight facilities, landfill gas is purchased from an adjacent landfill owner and then transported through Toro’s pipeline facilities for resale to customers. The existing landfill gas purchase and sale agreements at these facilities will remain in place. In addition, there are opportunities for expansion at many of these locations. The base purchase price of US$47.8 million approximately was financed by short-term debt.


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