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) MARCH 17, 1997 ATMOS ENERGY CORPORATION (Exact Name of Registrant as Specified in its Charter) TEXAS 75-1743247 - ---------------------------- ------------------- (State or Other Jurisdiction (I.R.S. Employer of Incorporation or Identification No.) Organization) 1800 THREE LINCOLN CENTRE, 5430 LBJ FREEWAY, DALLAS, TEXAS 75240 - ------------------------------- ------------------- (Address of Principal Executive (Zip Code) Offices) Registrant's Telephone Number, Including Area Code (972) 934-9227 -------------- ------------------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. (a) On March 17, 1997, Atmos Energy Corporation (the "Registrant") announced in a joint news release with United Cities Gas Company of Brentwood, Tennessee ("United Cities"), that it and United Cities have agreed to extend the period of closing of the merger of United Cities with and into the Registrant until August 31, 1997, pending the completion of regulatory approvals of the merger in Illinois and Missouri. The companies will close the merger as soon as possible following receipt of the final regulatory approvals. A copy of the joint news release is attached hereto as an exhibit and is incorporated herein by reference. (b) On March 19, 1997, the Registrant announced in a news release that it has initiated a restructuring of its operations which is designed to achieve significant operating efficiencies and cost savings for the Registrant. Specifically, a network of payment centers is being set up in the Registrant's operating companies' service areas, a consolidation of field offices is being effected and a central customer support center will be opened. A copy of the news release is attached hereto as an exhibit and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 Joint News Release of Atmos Energy Corporation and United Cities Gas Company dated March 17, 1997 99.2 News Release of Atmos Energy Corporation dated March 19, 1997 SIGNATURE 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. ATMOS ENERGY CORPORATION (Registrant) DATE: March 27, 1997 By: /s/ Glen A. Blanscet ----------------------------------- Glen A. Blanscet Vice President, General Counsel and Corporate Secretary EXHIBIT 99.1 [ATMOS ENERGY CORPORATION AND UNITED CITIES GAS COMPANY LOGOS APPEAR HERE] NEWS RELEASE DATE: March 17, 1997 ATMOS MEDIA CONTACT: Margaret Watson (972)855-4050 FOR RELEASE: IMMEDIATELY ATMOS INVESTOR/ANALYST CONTACT: Jack Eversull (972)855-3729 UNITED CITIES CONTACT: Linda Kelley (615)373-0104, ext. 224 ATMOS ENERGY, UNITED CITIES AGREE TO EXTEND PERIOD FOR CLOSING MERGER UNTIL AUGUST Dallas, TX -- Atmos Energy Corporation (NYSE: ATO) and United Cities Gas Company (NASDAQ: UCIT) of Brentwood, Tennessee, have agreed to extend the period for closing their merger until August 31, 1997, pending completion of regulatory approvals in Illinois and Missouri. The merger agreement had called for the merger to be completed by March 31, 1997, but both companies agreed to the extension of the time for regulatory approvals. In November, shareholders of both companies approved the merger in which Atmos will be the surviving entity. Approval was required by 10 states of the 13 states in which the combined company will have operations. "We are confident that we will receive the necessary regulatory approvals from both the Missouri and Illinois commissions," said Gene C. Koonce, United Cities chairman, president and chief executive officer. Koonce said the two companies now expect a completion date in June or July of this year. Atmos Energy Corporation Chairman, President and Chief Executive Officer, Robert W. Best, said, "Atmos will close the transaction as soon as possible upon receiving the final regulatory approvals." United Cities distributes natural gas and propane gas to approximately 340,000 customers in 10 states. The company is also engaged in other energy-related business. Atmos Energy Corporation provides natural gas service to more than 680,000 customers in Texas, Colorado, Kansas, Missouri, Louisiana and Kentucky through its operating companies - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company and Western Kentucky Gas Company. # # # EXHIBIT 99.2 [ATMOS ENERGY CORPORATION LETTERHEAD AND LOGO APPEAR HERE] NEWS RELEASE DATE: March 19, 1997 ATMOS MEDIA CONTACT: Margaret Watson (972)855-4050 FOR RELEASE: IMMEDIATELY ANALYST/INVESTOR CONTACT: Jack Eversull (972)855-3729 ATMOS ENERGY CORPORATION PLANS TO ENHANCE ITS CUSTOMER SERVICE OPERATIONS Dallas, Texas - Atmos Energy Corporation (NYSE: ATO) announced today plans to enhance its customer service operations by setting up a network of payment centers throughout its service areas and establishing a central customer support call center. "These changes are being made to enhance customer service and to ensure that the company can continue to compete and perform well in the future," said Charles Goodman, Atmos' executive vice president of operations. Goodman said, "The company's future competitiveness depends on making these types of changes. Many other utilities have already started their own central customer support call centers and have achieved the added efficiencies which are available through new technologies. This plan will provide opportunities to capitalize on Atmos' strengths and position the company for future growth." The payment centers are to be provided by a national vendor, and located in local businesses such as convenience stores and supermarkets, providing customers with longer hours and weekends to pay their bills. The payment centers should be in place by early summer. "We want to make it as convenient as possible for our customers to do business with our company," said Goodman. Atmos also plans to open a central customer support call center by early 1998. The company expects to staff the customer support call center with about 130 employees. Goodman said there will be a net reduction of approximately 240 positions by these business process changes over the next 12 months as business office operations are restructured, customer support call centers are staffed and new operating practices are implemented. The company's 108 business offices will be closed for routine business traffic; however, approximately 77 service centers will remain in the communities. Employees who are displaced by these business changes will be eligible for a competitive package of severance benefits. The company anticipates that severance benefits and other expenses related to these customer service enhancements will be recognized during this fiscal year. In fiscal year 1998 and in future years, the company expects to realize significant cost savings as a result of these changes. Atmos Energy Corporation provides natural gas service to more than 680,000 customers in Texas, Colorado, Kansas, Missouri, Louisiana and Kentucky through its operating companies - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company and Western Kentucky Gas Company. # # #