0000950123-11-068420.txt : 20110726 0000950123-11-068420.hdr.sgml : 20110726 20110726170239 ACCESSION NUMBER: 0000950123-11-068420 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110726 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110726 DATE AS OF CHANGE: 20110726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NISOURCE INC/DE CENTRAL INDEX KEY: 0001111711 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 352108964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16189 FILM NUMBER: 11987930 BUSINESS ADDRESS: STREET 1: 801 EAST 86TH AVE CITY: MERRILLVILLE STATE: IN ZIP: 46410-6272 BUSINESS PHONE: 2196475200 MAIL ADDRESS: STREET 1: 801 EAST 86TH AVE CITY: MERRILLVILLE STATE: IN ZIP: 46410-6272 FORMER COMPANY: FORMER CONFORMED NAME: NEW NISOURCE INC DATE OF NAME CHANGE: 20000412 8-K 1 c65587e8vk.htm FORM 8-K e8vk
 
 
UNITED STATES
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 26, 2011
NiSource Inc.
(Exact name of registrant as specified in its charter)
Commission file number 001-16189
     
Delaware   35-2108964
     
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification No.)
     
801 East 86th Avenue    
Merrillville, Indiana   46410
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (877) 647-5990
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.
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))
 
 

 


 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective July 26, 2011, the NiSource Inc. (the “Company”) Board of Directors appointed Mr. Sigmund L. Cornelius to the Company’s Board of Directors. It is expected that Mr. Cornelius will serve on the following Committees: Audit, Corporate Governance, and Finance. Mr. Cornelius will be compensated for his service as a director under the Company’s compensation plans for non-employee directors which are set forth generally on pages 12-13 of the Company’s 2011 Proxy Statement as filed with the Securities and Exchange Commission on April 1, 2011, including participating in the Company’s 2010 Omnibus Incentive Plan, under which he received a pro-rated annual award of restricted stock units upon his appointment. Subject to the specific terms and conditions of the restricted stock unit award agreement, the restricted stock units awarded to Mr. Cornelius will vest and be payable to him, on the last day of his initial term.
A copy of the press release announcing the appointment of Mr. Cornelius and including information regarding his background and experience is attached hereto as exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d)  Exhibits
     
Exhibit    
Number   Description
99.1
  Press Release, dated July 26, 2011, issued by NiSource, Inc.

 


 

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.
             
 
      NiSource Inc.
 
   
 
      (Registrant)    
 
           
Date: July 26, 2011
  By:   /s/ Robert E. Smith
 
Robert E. Smith
   
 
      Vice President and Assistant Corporate Secretary    

 


 

EXHIBIT INDEX
     
Exhibit    
Number   Description
99.1
  Press Release, dated July 26, 2011, issued by NiSource, Inc.
EX-99.1 2 c65587exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
NEWS
NiSource
801 E. 86th Avenue
Merrillville, IN 46410
July 26, 2011
FOR ADDITIONAL INFORMATION
     
Media   Investors
Mike Banas
Communications Manager
(219) 647-5581
mbanas@nisource.com
  Randy Hulen
Managing Director, Investor Relations
(219) 647-5688
rghulen@nisource.com
NiSource Elects Sigmund L. Cornelius to Board of Directors
MERRILLVILLE, Ind., — The NiSource Inc. (NYSE: NI) Board of Directors has elected former ConocoPhillips executive Sigmund L. Cornelius to become a member of the NiSource board, effective July 26, 2011.
Cornelius, 56, retired in January 2011 from ConocoPhillips, where he was senior vice president, finance, and chief financial officer from 2008 to 2010. Prior to that, he served as senior vice president, planning, strategy and corporate affairs from 2007 to 2008, having previously served as president, exploration and production-lower 48 from 2006 to 2007 and president, global gas from 2004 to 2006. Cornelius joined ConocoPhillips predecessor Conoco Inc. in 1980. He also serves on the boards of directors of the Parallel Energy Trust, USEC and Carbo Ceramics Inc.
“We are very pleased to welcome Sig to the NiSource board of directors,” Ian M. Rolland, chairman of the NiSource board of directors, said. “Our board is comprised of an experienced, engaged and diverse group of individuals, and I am confident Sig’s addition will help us build on that strength. In particular, as NiSource executes on its long-term, investment-driven growth strategy, I believe we will benefit from Sig’s extensive experience at a large, diversified energy company.”
About NiSource
NiSource Inc. (NYSE: NI), based in Merrillville, Ind., is a Fortune 500 company engaged in natural gas transmission, storage and distribution, as well as electric generation, transmission and distribution. NiSource operating companies deliver energy to 3.8 million customers located within the high-demand energy corridor stretching from the Gulf Coast through the Midwest to New England. Information about NiSource and its subsidiaries is available via the Internet at www.nisource.com. NI-F
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of federal securities laws. Such statements include those regarding the execution by NiSource of its long-term, investment-driven growth strategy. Although NiSource believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include the matters set forth in the Note regarding forward-looking statements” and "Risk Factors” sections of NiSource’s 2010 Form 10-K and in subsequent reports on Form 10-Q, many of which risks are beyond the control of NiSource.