15(d) of the Securities Exchange Act of 1934
TEXAS AND VIRGINIA 1-10042 75-1743247
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(State or Other Jurisdiction Commission File (I.R.S. Employer
of Incorporation or Number Identification No.)
Organization)
1800 THREE LINCOLN CENTRE,
5430 LBJ FREEWAY, DALLAS, TEXAS 75240
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(Address of Principal (Zip Code)
Executive Offices)
(972) 934-9227
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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See the press releases attached hereto as Exhibits 99.1 and 99.2, which are incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit
Number Description
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99.1 Press Release dated August 8, 2000.
99.2 Press Release dated August 10, 2000.
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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.
DATE: August 17, 2000 By: /s/ JOHN P. REDDY
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John P. Reddy
Senior Vice President,
Chief Financial Officer
and Treasurer
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Item Number Description
99.1 Press Release dated August 8, 2000
99.2 Press Release dated August 10, 2000
DATE: August 8, 2000 INVESTOR & MEDIA CONTACT:
FOR RELEASE: Immediately Lynn Hord (972) 855-3729
Dallas, Texas - August 8, 2000 -- Atmos Energy Corporation (NYSE: ATO) today announced that it will acquire from Woodward Marketing, Inc., the remaining 55 percent interest in Woodward Marketing, LLC in exchange for 1,423,193 shares of Atmos common stock, valued at $33.3 million. Of the 1,423,193 shares to be issued, 960,000 shares are subject to adjustment if the Atmos share price does not reach $25 per share for any 30 consecutive trading days over a five-year period from the date of closing.
Atmos currently owns a 45 percent interest in Woodward Marketing, LLC. The acquisition of the remaining interest in Woodward Marketing, LLC is expected to add about $0.04 - $0.06 to consolidated earnings per share during the first full year of complete ownership. The acquisition of Woodward Marketing will not require shareholder approval but will require regulatory approval in six of the 13 states in which Atmos operates. J. D. Woodward, President of Woodward Marketing, LLC will become Senior Vice President of Non-Utility Operations for Atmos upon completion of the transaction.
"Woodward Marketing, LLC has a track record of strong financial growth accompanied by some of the highest customer satisfaction ratings in the industry under the leadership of J. D. Woodward and Jim Kifer," said Robert W. Best, Atmos Chairman, President and Chief Executive Officer. "The acquisition of the remaining interest in Woodward Marketing will increase the profitability, scale and scope of Atmos' non-utility operations," said Best.
"I have known J. D. Woodward for several years and I have been very impressed with his expertise, sound business judgment and ability to grow his business profitably. We look forward to having J. D. join Atmos as the head of our non-utility operations. We are also pleased that Jim Kifer and the talented professional staff at Woodward Marketing, LLC will also be joining our company", said Robert W. Best.
Woodward Marketing, LLC is a natural gas services company headquartered in Houston, Texas, which serves natural gas utility, municipal, and industrial customers located primarily in the Southeast, Midwest and in California. Atmos acquired its 45 percent interest in the gas services company as part of the acquisition of United Cities Gas Company in 1997. Since then, Woodward's realized pretax income has increased by more than 20 percent each year. For the nine months ended June 30, 2000, Woodwards's pretax realized income increased about 44 percent compared to the nine months ended June 30, 1999.
All statements, other than historical financial information and statements of historical facts included in this press release may be deemed to be "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements reflect the Company's current views made in good faith with respect to future events and performance. Actual results may differ materially from those suggested in any such forward-looking statements as a result of certain risks and uncertainties. A discussion of these risks and uncertainties is included in the Company's periodic reports filed with the Securities and Exchange Commission including its Annual Report on Form 10-K for the year ended September 30, 1999.
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 United Cities Propane Gas, Inc. For additional information about the Company, please visit the Atmos website at www.atmosenergy.com.
DATE: August 10, 2000 INVESTOR CONTACT:
Lynn Hord (972) 855-3729
FOR RELEASE: Immediately MEDIA CONTACT:
Randy Hicks (972) 855-3720
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Dallas, Texas -- Atmos Energy Corporation (NYSE: ATO) announced today that US Propane, LLC, in which Atmos is a partner, has completed a merger of its operations with Heritage Holdings, Inc. (NYSE: HPG). The merger creates the fourth- largest retail propane distributor in the United States, serving more than 480,000 customers in 28 states.
The merger was accomplished through a series of transactions. US Propane was formed by combining the propane holdings of Atmos and three other companies: AGL Resources (NYSE: ATG), Piedmont Natural Gas Company, Inc. (NYSE: PNY) and TECO Energy (NYSE: TE).
US Propane then acquired all of the general partnership interest and 34 percent of the limited partnership interest in Heritage Propane Partners.
"Through this merger we will maximize the value of Atmos' propane assets," said Robert W. Best, Chairman, President and Chief Executive Officer. "As a partner in one of the largest propane companies in the U.S., we will enhance service to our customers, become more competitive in the propane industry, and create additional value for our shareholders."
All statements, other than historical financial information and statements of historical facts included in this press release may be deemed to be "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the Securities Exchange Act of 1934. These statements reflect the Company's current views made in good faith with respect to future events and performance. Actual results may differ materially from those suggested in any such forward- looking statements as a result of certain risks and uncertainties. A discussion of these risks and uncertainties is included in the Company's periodic reports filed with the Securities and Exchange Commission including its Annual Report on Form 10-K for the year ended September 30, 1999.
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 United Cities Propane Gas, Inc. Atmos' Internet address is www.atmosenergy.com.