-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NgM4VzF74cjyZNR36+gWB77UOyAAqmA6XKL0QD4H7wtmAmw2lGfTMywjpv3GXtVT 5O1MeBV4dTucKkTFnqm7uA== 0001096385-07-000131.txt : 20070522 0001096385-07-000131.hdr.sgml : 20070522 20070521193359 ACCESSION NUMBER: 0001096385-07-000131 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20070521 ITEM INFORMATION: Other Events FILED AS OF DATE: 20070522 DATE AS OF CHANGE: 20070521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VECTREN CORP CENTRAL INDEX KEY: 0001096385 STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932] IRS NUMBER: 352086905 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15467 FILM NUMBER: 07869415 BUSINESS ADDRESS: STREET 1: ONE VECTREN SQUARE CITY: EVANSVILLE STATE: IN ZIP: 47708 BUSINESS PHONE: 8124914000 MAIL ADDRESS: STREET 1: ONE VECTREN SQUARE CITY: EVANSVILLE STATE: IN ZIP: 47708 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VECTREN UTILITY HOLDINGS INC CENTRAL INDEX KEY: 0001129542 STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932] IRS NUMBER: 352104850 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16739 FILM NUMBER: 07869416 BUSINESS ADDRESS: STREET 1: 20 NW 4TH ST CITY: EVANSVILLE STATE: IN ZIP: 47708 BUSINESS PHONE: 8124914000 MAIL ADDRESS: STREET 1: ONE VECTREN SQUARE CITY: EVANSVILLE STATE: IN ZIP: 47708 8-K 1 vvc_vuhi8k.htm VECTREN 8K Vectren 8K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) May 18, 2007
 
VECTREN CORPORATION
(Exact name of registrant as specified in its charter)
 
Vectren Logo
Commission
File No.
Registrant, State of Incorporation,
Address, and Telephone Number
I.R.S Employer
Identification No.
     
1-15467
Vectren Corporation
35-2086905
 
(An Indiana Corporation)
 
 
One Vectren Square,
 
 
Evansville, Indiana 47708
 
 
(812) 491-4000
 
     
1-16739
Vectren Utility Holdings, Inc.
35-2104850
 
(An Indiana Corporation)
 
 
One Vectren Square,
 
 
Evansville, Indiana 47708
 
 
(812) 491-4000
 

Former name or address, if changed since last report:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
r
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
r
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
r
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
r
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 
 

 

Item 8.01. Other Events
 
Vectren Corporation (the Company), an energy holding company, announced on Friday, May 18, 2007, that its wholly owned subsidiary, Indiana Gas Company, Inc., which does business as Vectren Energy Delivery of Indiana, filed a petition with the Indiana Utility Regulatory Commission (IURC) to adjust its natural gas base rates and charges for its distribution business in central and southeastern Indiana. A copy of the press release is furnished as exhibit 99.1 to this Current Report on Form 8-K.

In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company is hereby furnishing cautionary statements identifying important factors that could cause actual results of the Company and its subsidiaries, including Vectren Utility Holdings, Inc., 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. These cautionary statements are attached as Exhibit 99.2.

 
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
VECTREN UTILITY HOLDINGS, INC.
May 22, 2007
 
   
     
     
   
By: /s/ M. Susan Hardwick
   
M. Susan Hardwick
Vice President, Controller & Assistant Treasurer
   
 
 
 

 
INDEX TO EXHIBITS
 
The following Exhibits are furnished as part of this Report to the extent described in Item 8.01:
 

 
Exhibit
Number
 
 
 
 
Description
     
99.1
 
Vectren North seeks adjustment of natural gas base rates, credits customer bills for supply improvements
99.2
 
Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 Vectren logo                                                 & #160;      Exhibit 99.1
 
                                            News
                                                 Release


                        Vectren Corporation
                        One Vectren Square
                        Evansville, IN 47708
 

FOR IMMEDIATE RELEASE
May 18, 2007

Contact: Media - Mike Roeder, (812) 491-4143 or mroeder@vectren.com
Investor Relations - Steve Schein, (812) 491-4209 or sschein@vectren.com

Vectren North seeks adjustment of natural gas base rates, credits customer bills for supply improvements

Evansville, Ind. -- Vectren Energy Delivery of Indiana - North (Vectren North), a subsidiary of Vectren Corporation (NYSE: VVC), announced it has filed a petition today with the Indiana Utility Regulatory Commission (IURC) to adjust its base rates and charges for its gas distribution business in a 49-county region covering central and southeastern Indiana.

If approved, Vectren North expects to increase its base rates by approximately $41 million to cover the ongoing cost of operating, maintaining and expanding the approximately 12,000-mile distribution and storage system used to serve more than 565,000 natural gas customers. Components of the increase include return on additional utility infrastructure investment, costs associated with federally-mandated pipeline integrity, inspection and other reliability programs.

Customer impact
If approved, the typical Vectren North residential customer who uses natural gas for space heating would see a bill increase of about 7% percent, or less than $7 per month. This proposal will not impact Vectren’s customers in southwestern Indiana or west-central Ohio. Vectren North’s request is part of a detailed regulatory process which will be reviewed by the IURC and will include public hearings conducted regarding the proposal.

“We continue to make necessary system investments to ensure safety and reliability in our natural gas pipelines. A strong utility infrastructure is critical to Indiana’s continued economic growth. Adjusting our base rates to reflect these additional investments is necessary to sustain and promote the service reliability that is required by our customers,” said Executive Vice President of Utility Operations William S. Doty.

Savings underway
Vectren North customers have just begun enjoying a $37 million reduction to their gas cost spread over two years thanks to the recent restructuring of certain of its natural gas pipeline supply agreements. The typical Vectren North residential customer will receive about a $50 benefit over the next two years from these pipeline contract improvements. The savings are due to the strategic purchases and aggregations that ProLiance Energy LLC has been able to make on behalf of Vectren North’s customers, and as a result of consumers conserving which results in reduced natural gas consumption and a decrease in the pipeline capacity required to meet consumer demand. This price reduction is in addition to the actual cost of the gas that is saved when customers conserve. The average monthly pipeline supply credit of about $2 per customer helps lessen the impact of the proposed base rate adjustment. The cost reduction is included in the gas cost adjustment calculation on the bill.


 
 

 
 
“Given past usage decline and our expectation that our conservation programs will drive additional demand decreases we have been able to reduce the cost of pipeline supply agreements and share some additional savings from these new gas pipeline supply agreements with our customers,” Doty said. “We will continue working to grow our system and support economic development in our region, but at the same time educate all our customers about the benefits of conservation. Using less natural gas through replacing outdated equipment and taking advantage of our appliance rebates will not only help to reduce bills but may also help dampen additional overall demand pressures on natural gas.”

The rate case petition only addresses Vectren North’s “non-gas” costs, which represent between 25 and 30 cents of every dollar paid by customers for their gas service. These “non-gas” costs, displayed on the bills as distribution and service charges, are incurred to build, operate and maintain the pipes, other equipment and systems that are used to deliver gas across Vectren North’s system to its customers. The remaining 70 to 75 cents of each dollar represents the cost of the gas used by customers. That gas is purchased on the competitive wholesale market by Vectren North on behalf of its customers, and its actions are subject to regulatory scrutiny under the state’s Gas Cost Adjustment (GCA) procedures to ensure its purchasing actions are reasonable. Every three months, the IURC reviews Vectren North’s gas purchase costs to ensure that those costs are reasonable. Under Indiana regulation, Vectren North is not allowed to make a profit on the cost of gas.

Vectren North serves all or a portion of Adams, Allen, Bartholomew, Blackford, Boone, Clark, Clay, Clinton, Daviess, Decatur, Delaware, Fayette, Floyd, Fountain, Grant, Greene, Hamilton, Hancock, Hendricks, Henry, Huntington, Jackson, Jay, Jefferson, Johnson, Lawrence, Madison, Marion, Martin, Miami, Monroe, Montgomery, Morgan, Orange, Owen, Parke, Putnam, Randolph, Rush, Shelby, Tippecanoe, Tipton, Vermillion, Vigo, Wabash, Warren, Wayne, Wells and White counties.

ProLiance Energy, LLC is a natural gas marketer headquartered in Indianapolis, Indiana. For the two year period between April 1, 2007, and March 31, 2009, as part of the new supply agreements, a sharing agreement has been entered into by ProLiance and the Indiana Office of Utility Consumer Counselor (OUCC). ProLiance shares savings it is able to achieve relative to interstate transportation costs with Vectren and Citizens Gas customers through this arrangement. A majority of these savings are generated by a reduction in interstate pipeline transportation needs and the anticipated impact of customers’ ongoing conservation efforts. Between its formation in 1996 and March 31, 2009, Indianapolis-based ProLiance will have directly or indirectly provided more than $200 million in savings to Vectren and Citizens Gas customers. ProLiance has sales offices in Illinois, Kentucky, Michigan, Missouri, Ohio, and Texas. ProLiance serves natural gas customers in 18 states in the midwest and southeast. ProLiance is jointly owned by affiliates of Citizens Gas and Coke Utility and Vectren Corporation.

About Vectren Corporation
Vectren Corporation (NYSE: VVC) is an energy holding company headquartered in Evansville, Ind. Vectren's energy delivery subsidiaries provide gas and/or electricity to more than one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's nonutility subsidiaries and affiliates currently offer energy-related products and services to customers throughout the Midwest and Southeast. These include gas marketing and related services; coal production and sales; and energy infrastructure services. To learn more about Vectren, visit www.vectren.com.

Safe Harbor for Forward Looking Statements
 
This document contains forward-looking statements, which are based on management's beliefs and assumptions that derive from information currently known by management. Vectren wishes to caution readers that actual results could differ materially from those contained in this document. Additional detailed information concerning a number of factors that could cause actual results to differ materially from the information that is provided to you is readily available in our report on Form 10-K filed with the Securities and Exchange Commission on February 16, 2007.
 

EX-99.2 3 ex99_2.htm EXHIBIT 99.2 Exhibit 99.2
 
Exhibit 99.2

Cautionary Statement for Purposes of the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995.

A “safe harbor” for forward-looking statements is provided by the Private Securities Litigation Reform Act of 1995 (Reform Act of 1995). The Reform Act of 1995 was adopted to encourage such forward-looking statements without the threat of litigation, provided those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause the actual results to differ materially from those projected in the statement. Certain matters described in Management’s Discussion and Analysis of Results of Operations and Financial Condition are forward-looking statements. Such statements are based on management’s beliefs, as well as assumptions made by and information currently available to management. When used in this filing, the words “believe”, “anticipate”, “endeavor”, “estimate”, “expect”, “objective”, “projection”, “forecast”, “goal” and similar expressions are intended to identify forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements, factors that could cause the Company’s actual results to differ materially from those contemplated in any forward-looking statements include, among others, the following:

·  
Factors affecting utility operations such as unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to fossil fuel costs; unanticipated changes to gas supply costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints.
·  
Increased competition in the energy environment including effects of industry restructuring and unbundling.
·  
Regulatory factors such as unanticipated changes in rate-setting policies or procedures, recovery of investments and costs made under traditional regulation, and the frequency and timing of rate increases.
·  
Financial, regulatory or accounting principles or policies imposed by the Financial Accounting Standards Board; the Securities and Exchange Commission; the Federal Energy Regulatory Commission; state public utility commissions; state entities which regulate electric and natural gas transmission and distribution, natural gas gathering and processing, electric power supply; and similar entities with regulatory oversight.
·  
Economic conditions including the effects of an economic downturn, inflation rates, commodity prices, and monetary fluctuations.
·  
Increased natural gas commodity prices and the potential impact on customer consumption, uncollectible accounts expense, unaccounted for gas and interest expense.
·  
Changing market conditions and a variety of other factors associated with physical energy and financial trading activities including, but not limited to, price, basis, credit, liquidity, volatility, capacity, interest rate, and warranty risks.
·  
The performance of projects undertaken by the Company’s nonutility businesses and the success of efforts to invest in and develop new opportunities, including but not limited to, the realization of synfuel income tax credits and the Company’s coal mining, gas marketing, and energy infrastructure strategies.
·  
Direct or indirect effects on the Company’s business, financial condition, liquidity and results of operations resulting from changes in credit ratings, changes in interest rates, and/or changes in market perceptions of the utility industry and other energy-related industries.
·  
Employee or contractor workforce factors including changes in key executives, collective bargaining agreements with union employees, aging workforce issues, or work stoppages.
·  
Legal and regulatory delays and other obstacles associated with mergers, acquisitions and investments in joint ventures.
·  
Costs and other effects of legal and administrative proceedings, settlements, investigations, claims, and other matters, including, but not limited to, those described in Management’s Discussion and Analysis of Results of Operations and Financial Condition.
·  
Changes in federal, state or local legislative requirements, such as changes in tax laws or rates, environmental laws, including laws governing greenhouse gases, and other regulations.

The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of changes in actual results, changes in assumptions, or other factors affecting such statements.
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