8-K 1 vvc8k_moody-nov02.txt VECTREN CORP 8-K RESPONSE TO MOODY'S RELEASE SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 25, 2002 VECTREN CORPORATION (Exact name of registrant as specified in its charter) Indiana 1-15467 35-2086905 ------- ------- ---------- (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 20 N.W. Fourth Street, Evansville, Indiana 47708 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (812)491-4000 N/A (Former name or address, if changed since last report.) Item 5. Other Events On November 25, 2002, Moody's Investor's Services (Moody's) issued a press release regarding the downgrade of credit ratings on various debt instruments issued by certain of Vectren Corporation's (Vectren) wholly owned subsidiaries, specifically Vectren Utility Holdings, Inc., Southern Indiana Gas and Electric Company and Indiana Gas Company, Inc. Moody's also confirmed the existing ratings on the debt securities of Vectren Capital Corporation and provided a stable outlook for all ratings. A copy of the press release is attached. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company is hereby filing cautionary statements identifying important factors that could cause actual results of the Company and its subsidiaries, including Vectren Utility Holdings, Inc., Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company, to differ materially from those projected in forward-looking statements of the Company and its subsidiaries made by, or on behalf of, the Company and its subsidiaries. Item 7. Exhibits 99-1 Press Release - Moody's Investor's Services 99-2 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995 SIGNATURES 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. VECTREN CORPORATION November 27, 2002 By: /s/ Jerome A. Benkert, Jr. ---------------------------------------- Jerome A. Benkert, Jr. Executive Vice President and Chief Financial Officer (Principal Financial Officer)