Otter Tail Corporation
06/18/2026 | Press release | Distributed by Public on 06/18/2026 06:02
Material Agreement (Form 8-K)
Item 1.01 Entry into a Material Definitive Agreement.
As previously reported, in 2024, putative federal class action lawsuits alleging violations of the antitrust laws were filed against Otter Tail Corporation and two subsidiaries (together, the "Company"), along with more than twenty other PVC pipe manufacturers. The actions were later consolidated as In re: PVC Pipe Antitrust Litigation (Case No. 1:24-cv-07639) in the United States District Court for the Northern District of Illinois (the "PVC Pipe Antitrust Litigation"). The claims are directed at numerous participants across the industry, including more than two dozen other manufacturers of PVC pipe and conduit, and are premised on alleged coordinated conduct within the industry. The Court has allowed three putative classes: a Direct Purchaser Class ("DPPs"), a Non-Converter Seller Purchaser Class ("NCSPs"), and an End-User Class ("EUPs"), and together with the DPPs and the NCSPs, the "Putative Classes."
On June 17, 2026, the Company entered into a settlement agreement with the EUPs individually and on behalf of the putative EUP class members (the "Settlement Agreement").
Subject to the satisfaction of certain conditions, including preliminary and final approval by the Court, the Company's subsidiaries, Northern Pipe Products, Inc. and Vinyltech Corporation, have agreed to pay an aggregate of $30 million into a settlement fund to resolve all claims asserted, or that could have been asserted, by the EUPs against the Company relating to the alleged conduct at issue in the PVC Pipe Antitrust Litigation. If the Settlement Agreement is preliminarily approved by the Court, the settlement payment will be made on or about 21 days thereafter. The settlement amount is inclusive of the recovery amounts for class members, any attorneys' fees awarded to counsel for the EUPs, and the costs of administering the settlement. The EUPs have agreed to file a motion seeking preliminary approval of the Settlement Agreement as soon as practicable.
The execution of the Settlement Agreement does not constitute an admission by the Company of any wrongdoing, fault, or liability, and the Company does not admit any wrongdoing, fault, or liability.
The Company determined that resolving the EUP claims now is in its best interests. Although the Company was prepared to continue defending its position, the Settlement Agreement meaningfully reduces the uncertainty, distraction, and significant costs and exposure associated with protracted and complex class action antitrust litigation and further enables the Company to maintain its focus on executing its business strategy.
The Company anticipates utilizing available cash to fund the settlement payment. The settlement is not expected to have a material adverse effect on the Company's financial position or liquidity.
The ultimate outcome of the PVC Pipe Antitrust Litigation remains uncertain, with no guarantee that the current or a revised Settlement Agreement will receive Court approval. If the settlement is not finalized, the Company intends to continue defending itself in the pending class action and maintains that it has strong factual and legal defenses.
Otter Tail Corporation published this content on June 18, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 18, 2026 at 12:03 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]