-----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, R1KZD0vxzDhsK8UVOUwHvcguGvIaGwWq+kUmE+w8iiTdaP4B8n8oTZDHCu9UPnL2 8cnyGATsQ2WgeG+5Po4E1g== 0000076063-05-000023.txt : 20050902 0000076063-05-000023.hdr.sgml : 20050902 20050902104733 ACCESSION NUMBER: 0000076063-05-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050902 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050902 DATE AS OF CHANGE: 20050902 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN UNION CO CENTRAL INDEX KEY: 0000203248 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 750571592 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06407 FILM NUMBER: 051066422 BUSINESS ADDRESS: STREET 1: 417 LACKAWANNA AVENUE CITY: SCRANTON STATE: PA ZIP: 18503-2013 BUSINESS PHONE: (570) 614-5000 MAIL ADDRESS: STREET 1: 417 LACKAWANNA AVENUE CITY: SCRANTON STATE: PA ZIP: 18503-2013 8-K 1 su_form8k090205.htm SOUTHERN UNION FORM 8-K 090205 Southern Union Form 8-K 090205



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): September 1, 2005


SOUTHERN UNION COMPANY
(Exact name of registrant as specified in its charter)



Delaware
1-6407
75-0571592
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)



417 Lackawanna Avenue
Scranton, Pennsylvania
(Address of principal executive offices)
18503-2013
(Zip Code)


Registrant's telephone number, including area code: (570) 614-5000


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:

[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





ITEM 5.02(c). Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On September 2, 2005, Southern Union Company (Southern Union or the Company) issued a press release announcing that it had appointed George E. Aldrich, 58, as Vice President-Controller & Chief Accounting Officer of the Company effective September 1, 2005. Most recently, Mr. Aldrich was Chief Financial Officer of Raintree Resorts International, Inc., a position he held since 1998. Previously, he served as Chief Financial Officer of KBC Advanced Technologies, Inc. from 1996 to 1998 and Vice President-Controller of Wainoco Oil Corporation from 1983 to 1996.

The terms of Mr. Aldrich’s employment provide that he will be paid an annualized base salary of $205,000.00, will be eligible for an annual incentive bonus of up to 50% of his annualized salary and will receive, upon commencement of employment, a long-term incentive award of 3,200 restricted shares of Company stock and a right and option to purchase 15,000 shares of Company stock in accordance with the terms of the Company’s Amended and Restated 2003 Stock and Incentive Plan. The restricted shares and the options, which will have an exercise price equal to the closing price of Company stock on September 1, 2005, will vest in 25% increments each year commencing on the first anniversary of the grant date and will expire on September 1, 2015.
 
The description above is a summary of Mr. Aldrich’s restricted stock and stock option awards and is qualified in its entirety by reference to the Company’s forms of stock option and restricted stock agreements previously filed with the Securities and Exchange Commission.

ITEM 7.01. Regulation FD Disclosure.

On September 2, 2005, Southern Union Company (Southern Union or the Company) issued a press release announcing the appointment of George E. Aldrich, 58, as Vice President-Controller & Chief Accounting Officer of the Company, effective Thursday, September 1, 2005. A copy of that release is filed herewith as Exhibit 99.1.


ITEM 9.01. Financial Statements and Exhibits.

(c) Exhibits.

        Exhibit No.                      Exhibit

 
99.1
 
Press Release issued by Southern Union Company dated September 2, 2005.
 
   

This 8-K includes forward-looking statements. Although Southern Union believes that its expectations are based on reasonable assumptions, it can give no assurance that such assumptions will materialize. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein are enumerated in Southern Union's Forms 10-K and 10-Q as filed with the Securities and Exchange Commission. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by the Company, whether as a result of new information, future events, or otherwise.

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 thereunto duly authorized.

 
 
 
 
SOUTHERN UNION COMPANY
 
(Registrant)
 
Date: September 2, 2005
 
By:   
 
/s/ Robert M. Kerrigan, III
 
Robert M. Kerrigan, III
 
Assistant General Counsel and Secretary






 
EXHIBIT INDEX
 

Exhibit No.                  Description
 
 
99.1
 
 
Press Release issued by Southern Union Company dated September 2, 2005.
 




 EX-99.1 2 pressrelease.htm PRESS RELEASE 090205 Press Release 090205

Exhibit 99.1


05-20 
For further information:
Jack Walsh, Investor Relations Director
Southern Union Company
1-800-321-7423


SOUTHERN UNION COMPANY
APPOINTS GEORGE E. ALDRICH VP - CONTROLLER
AND CHIEF ACCOUNTING OFFICER


SCRANTON, Pa., September 2, 2005 — The Board of Directors of Southern Union Company (NYSE:SUG) announced the appointment of George E. Aldrich, 58, to vice president - controller and chief accounting officer effective Thursday, September 1.
Aldrich will report to Julie H. Edwards, senior vice president and chief financial officer and will be responsible for the oversight of accounting operations of Southern Union Company.
“We welcome George to Southern Union. His background in financial reporting and controls will help guide our company as we continue to grow,” said Julie Edwards.
Most recently, Aldrich was chief financial officer for Raintree Resorts International, Inc. since 1998. He previously served as CFO for KBC Advanced Technologies, Inc. from 1996 to 1998 and vice president, controller for Wainoco Oil Corporation from 1983 to 1996. Prior to this, Aldrich served as audit manager in a large public accounting firm.
Aldrich earned a BBA in Accounting from North Texas State University. Aldrich is a certified public accountant in the state of Texas and is a member of the Financial Executives Institute. Aldrich resides in Bellaire, Texas. 


About Southern Union Company
Southern Union Company is engaged primarily in the transportation, storage and distribution of natural gas.
Through Panhandle Energy, the Company owns and operates 100% of Panhandle Eastern Pipe Line Company, Trunkline Gas Company, Sea Robin Pipeline Company, Southwest Gas Storage Company and Trunkline LNG Company - one of North America’s largest liquefied natural gas import terminals. Through CCE Holdings, LLC, Southern Union also owns a 50 percent interest in and operates the CrossCountry Energy pipelines, which include 100 percent of Transwestern Pipeline Company and 50 percent of Citrus Corp. Citrus Corp. owns 100 percent of the Florida Gas Transmission pipeline system. Southern Union’s pipeline interests operate approximately 18,000 miles of interstate pipelines that transport natural gas from the San Juan, Anadarko and Permian Basins, the Rockies, the Gulf of Mexico, Mobile Bay, South Texas and the Panhandle regions of Texas and Oklahoma to major markets in the Southeast, West, Midwest and Great Lakes region.
Through its local distribution companies, Missouri Gas Energy, PG Energy and New England Gas Company, Southern Union also serves approximately one million natural gas end-user customers in Missouri, Pennsylvania, Rhode Island and Massachusetts.
For further information, visit www.southernunionco.com.
 
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