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) JULY 23, 1998 ATMOS ENERGY CORPORATION (Exact Name of Registrant as Specified in its Charter) TEXAS AND VIRGINIA 75-1743247 -------------------- ------------ (State or Other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification No.) 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. On July 23, 1998, Atmos Energy Corporation announced in a news release its earnings and other related financial information for the quarter ended June 30, 1998. On July 23, 1998, Atmos Energy Corporation announced in a news release its pricing of a $150 million debt offering together with other information related to the offering. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 News Release of Atmos Energy Corporation dated July 23, 1998. 99.2 News Release of Atmos Energy Corporation dated July 23, 1998. 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: July 24, 1998 By: /s/ Glen A. Blanscet -------------------- Glen A. Blanscet Vice President, General Counsel and Corporate Secretary INDEX TO EXHIBITS Exhibit Item Page ------- ---- ---- 99.1 News Release of Atmos Energy Corporation dated July 23, 1998. 5 99.2 News Release of Atmos Energy Corporation dated July 23, 1998. 7 TYPE: EX-99.1 SEQUENCE: 2 DESCRIPTION: NEWS RELEASE DATED JULY 23, 1998 EXHIBIT 99.1 [ATMOS ENERGY CORPORATION LETTERHEAD AND LOGO APPEAR HERE] DATE: July 23, 1998 MEDIA & INVESTOR/ANALYST CONTACT: Lynn Hord (972) 855-3729 FOR RELEASE: Immediately ATMOS ENERGY REPORTS EARNINGS INCREASE IN THIRD QUARTER Dallas, Texas - Atmos Energy Corporation (NYSE: ATO) today reported net income of $1.7 million or $.06 per share for its third quarter ended June 30, 1998. This compares with a loss of $3.0 million or ($.10) per share for the same period in fiscal 1997. The Company reported net income of $59.2 million or $1.98 per share for the nine months ended June 30, 1998, compared with $45.8 million or $1.55 per share for the same period in fiscal 1997. Earnings increased in the third quarter of 1998 despite weather that was 34% warmer than the same period last year. The increase in third quarter earnings is primarily attributable to lower operation and maintenance expenses resulting from the company's reorganization and integration activities, the increase in gas sales in West Texas for powering engines for irrigation pumps and an increase in the earnings contribution from the company's 45% interest in Woodward Marketing LLC, its gas services affiliate. Woodward's results improved due to higher gas sales as well as benefits of better average margins. Irrigation volumes increased more than 95% in the current quarter as compared to the same period last year. The third quarter also benefited from the sale of an airplane, acquired in the United Cities Gas Company merger. The sale of the airplane added $0.5 million to net income or about $.02 per share. The proceeds from the sale of the airplane were used to reduce short-term debt. "Our third quarter financial results continue the earnings momentum already shown in 1998 from continuing growth and the success of our reorganization and United Cities integration initiatives. Increased irrigation sales in West Texas resulting from the hot, dry weather in that area also benefited third quarter results," said Robert W. Best, chairman, president and chief executive officer of Atmos. Atmos Energy Corporation of Dallas, Texas, distributes natural gas and propane to more than one million customers in 13 states through its operating divisions - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company, United Cities Gas Company, Western Kentucky Gas Company and Atmos Propane Inc. More.... ATMOS ENERGY CORPORATION FINANCIAL HIGHLIGHTS (UNAUDITED) Three Months Ended June 30 Nine Months Ended June 30 1998 1997 1998 1997 --------- --------- --------- --------- Statements of Income (000's except per share) Operating revenues $ 137,311 $ 143,713 $ 721,192 $ 786,974 Purchased gas 79,945 84,167 440,254 505,911 --------- --------- --------- --------- Gross profit 57,366 59,546 280,938 281,063 Operation & maintenance expense 29,940 37,967 103,977 125,440 Depreciation and amortization 12,332 11,809 36,116 34,874 Taxes, other than income 7,212 7,295 24,808 25,607 Income taxes 951 (2,124) 35,945 27,500 --------- --------- --------- --------- Total operating expenses 50,435 54,947 200,846 213,421 Operating income 6,931 4,599 80,092 67,642 Other income 2,536 824 5,540 3,926 Interest charges, net 7,791 8,442 26,436 25,806 --------- --------- --------- --------- Net income (loss) $ 1,676 $ (3,019) $ 59,196 $ 45,762 ========= ========= ========= ========= Basic net income (loss) per share $ .06 $ (.10) $ 1.99 $ 1.56 ========= ========= ========= ========= Diluted net income (loss) per share $ .06 $ (.10) $ 1.98 $ 1.55 ========= ========= ========= ========= Cash dividends per share $ .265 $ .252 $ .795 $ .755 ========= ========= ========= ========= Weighted average shares outstanding: Basic 29,910 29,464 29,739 29,361 Diluted 29,941 29,507 29,948 29,506 Balance Sheet Items (000's) June 30,1998 Sept. 30, 1997 --------------------------- ------------ -------------- Property, plant and equipment $1,410,911 $1,332,672 Net property, plant and equipment 888,280 849,127 Total assets 1,116,838 1,088,311 Shareholders' equity 378,394 327,260 Quarter Ended Quarter Ended Statistics June 30, 1998 June 30, 1997 ---------- ------------- ------------- Heating degree days 304 463 Percent of normal 96% 146% Total throughput (MMcf as metered) 38,339 39,788 Propane - gallons (000's) 3,462 3,176 Natural gas meters 1,004,610 986,945 Propane customers 30,619 29,097 --------- --------- Total customers 1,035,229 1,016,042 ### TYPE: EX-99.2 SEQUENCE: 3 DESCRIPTION: PRESS RELEASE EXHIBIT 99.2 [ATMOS ENERGY CORPORATION LETTERHEAD AND LOGO APPEAR HERE] DATE: July 23, 1998 MEDIA & INVESTOR/ANALYST CONTACT: Lynn Hord (972) 855-3729 FOR RELEASE: Immediately ATMOS ENERGY ANNOUNCES $150 MILLION DEBT OFFERING Dallas, Texas - Atmos Energy Corporation (NYSE: ATO) announced today that it has priced a $150 million debt offering of its debentures which mature in 2028. This is the first public debt program issued by Atmos. The coupon rate for the debentures is 6.75%, and the net interest cost to Atmos is 6.89%. The debentures were offered at 99.115% of principal amount. Net proceeds will be used to repay Atmos' short-term debt. Atmos' debentures are rated A3 by Moody's and A- by Standard & Poor's. Underwriters for the offering are Merrill Lynch & Co., NationsBanc Montgomery Securities LLC, and Edward D. Jones & Co., L.P. The debentures have been approved for listing on the New York Stock Exchange, subject to official notice of issuance. Atmos Energy Corporation of Dallas, Texas, distributes natural gas and propane to more than one million customers in 13 states through its operating divisions - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company, United Cities Gas Company, Western Kentucky Gas Company and Atmos Propane, Inc. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful under the securities law of any such state. Copies of the prospectus relating to the offering may be obtained from Merrill Lynch & Co., 1221 McKinney Street, Suite 2750, Houston, TX 77010; NationsBanc Montgomery Securities LLC, 9 West 57th Street, 48th Floor, New York, NY 10019; and Edward D. Jones & Co., L.P., 12555 Manchester Road, St. Louis, MO. ###