-----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, BRKXGOd+bElwKDRxAuz9lTfsq1qwTxqUr/31kO+gbQZSh6wja261YU43o+Dy8LUq +gdgdfkFZoUumthumHq2Eg== 0001140361-05-001382.txt : 20050215 0001140361-05-001382.hdr.sgml : 20050215 20050215174427 ACCESSION NUMBER: 0001140361-05-001382 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050211 FILED AS OF DATE: 20050215 DATE AS OF CHANGE: 20050215 ISSUER: 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 BUSINESS ADDRESS: STREET 1: ONE PEI CENTER CITY: WILKES-BARRE STATE: PA ZIP: 18711 BUSINESS PHONE: (570) 820-2400 MAIL ADDRESS: STREET 1: ONE PEI CENTER CITY: WILKES-BARRE STATE: PA ZIP: 18711 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GITTER KURT A CENTRAL INDEX KEY: 0001184001 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06407 FILM NUMBER: 05618465 BUSINESS ADDRESS: STREET 1: C/O FLEISCHMAN & WALSH LLP STREET 2: 1919 PENNSYLVANIA AVE. NW #600 CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 5708202400 MAIL ADDRESS: STREET 1: C/O SOUTHERN UNION CO STREET 2: ONE PEI CENTER CITY: WILKES BARRE STATE: PA ZIP: 18711-0601 4 1 doc1.xml FORM 4 X0202 4 2005-02-11 0 0000203248 SOUTHERN UNION CO SUG 0001184001 GITTER KURT A C/O SOUTHERN UNION COMPANY ONE PEI CENTER WILKES-BARRE PA 18711 1 0 0 0 Purchase Contract 2005-02-11 4 P 0 2000 50 A Common Stock 2000 D Purchase Contract 2005-02-11 4 P 0 2000 50 A Common Stock 2000 I By spouse The purchase contract, together with a 5% undivided beneficial interest in $1,000 principal amount of a Southern Union senior note due February 16, 2008, comprise a Southern Union Corporate Unit. The purchase contract obligates the Reporting Person to purchase from Southern Union, no later that February 16, 2008, for a price of $50 in cash, the following number of shares of Southern Union common stock, subject to anti-dilution adjustments: If the average closing price of Southern Union common stock over the 20-day period ending on the third trading day prior to February 16, 2008 equals or exceeds $30.7625, 1.6254 shares; if the average closing price of Southern Union common stock over the same period is less than $30.7625 but greater than $24.61, a number of shares having a value, based on the average closing price, equal to $50: and if the average closing price of Southern Union common stock over the same period is less than or equal to $24.61, 2.0317 shares. The Reporting Person also directly owns 221,014 shares of common stock and indirectly owns 20,890 shares of Common Stock through the Issuer?s Director?s Deferred Compensation Plan. The Reporting Person may be deemed to hold a beneficial interest in 1,214 shares of common stock owned by his daughter, however, the Reporting Person hereby disclaims any beneficial interest in all such shares. These shares were purchased by Dr. Gitter's wife. The Reporting Person disclaims beneficial ownership in such shares to the extent he has no pecuniary interest therein. Dennis K. Morgan for Kurt A. Gitter 2005-02-15 -----END PRIVACY-ENHANCED MESSAGE-----