-----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, GwVAFhNVZq24mdg9xmjeEf1CuYJ+Ua4o/gbU8TdTFVC13i8u27l4F/saJ1Loebj6 hJ3IZassfHhLp76fuzoiIA== /in/edgar/work/20000823/0000895813-00-000323/0000895813-00-000323.txt : 20000922 0000895813-00-000323.hdr.sgml : 20000922 ACCESSION NUMBER: 0000895813-00-000323 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000823 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA ENERGY GROUP CENTRAL INDEX KEY: 0000022099 STANDARD INDUSTRIAL CLASSIFICATION: [4923 ] IRS NUMBER: 131594808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 001-01098 FILM NUMBER: 707901 BUSINESS ADDRESS: STREET 1: 13880 DULLES CORNER LANE STREET 2: SUITE 300 CITY: HENDERON STATE: VA ZIP: 20171-4600 BUSINESS PHONE: 7035616000 MAIL ADDRESS: STREET 1: 13880 DULLES CORNER LANE STREET 2: SUITE 300 CITY: HERNDON STATE: VA ZIP: 20171-4600 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA GAS SYSTEM INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NISOURCE INC CENTRAL INDEX KEY: 0000823392 STANDARD INDUSTRIAL CLASSIFICATION: [4931 ] IRS NUMBER: 351719974 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 801 E 86TH AVENUE CITY: MERRILLVILLE STATE: IN ZIP: 46410 BUSINESS PHONE: 2198535200 MAIL ADDRESS: STREET 1: 5265 HOHMAN AVENUE CITY: HAMMOND STATE: IN ZIP: 46320-1775 FORMER COMPANY: FORMER CONFORMED NAME: NIPSCO INDUSTRIES INC DATE OF NAME CHANGE: 19920703 425 1 0001.txt Filed by: NiSource Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Columbia Energy Group Registration Statement File No: 333-33896 On August 22, 2000, NiSource announced that it has appointed the key leadership to be in place in Ohio, Kentucky, Massachusetts, New Hampshire and Maine upon completion of its $6 billion merger with Columbia Energy Group. Robert Skaggs has been named President and CEO of Columbia Gas of Ohio, Columbia Gas of Kentucky and Bay State Gas Company. The text of the press release is set forth below. TEXT OF PRESS RELEASE AUGUST 22, 2000 FOR IMMEDIATE RELEASE FOR ADDITIONAL INFORMATION Maria Hibbs Steve Jablonski NiSource Inc. Columbia Gas of Ohio 219-647-6201 614-460-4605 NISOURCE ANNOUNCES POST-MERGER LEADERSHIP SKAGGS NAMED PRESIDENT AND CEO FOR OHIO, KENTUCKY AND BAY STATE MERRILLVILLE, Ind. (Aug. 22, 2000) - NiSource Inc. has appointed the key leadership to be in place in Ohio, Kentucky, Massachusetts, New Hampshire and Maine upon completion of its $6 billion merger with Columbia Energy Group, which was announced Feb. 28 and is expected to close by year-end. Robert Skaggs has been named President and CEO of Columbia Gas of Ohio, Columbia Gas of Kentucky and Bay State Gas Company. Skaggs adds responsibility for Bay State to his duties as President and CEO of Columbia Gas of Ohio and Kentucky. "The distribution companies are the platform for our growth strategy and Ohio, Kentucky, Massachusetts, New Hampshire and Maine will play an integral role," Gary L. Neale, NiSource chairman, president and chief executive officer said. "We have a great depth of talent in place between NiSource and Columbia Energy Group, and we are putting together a leadership team that can deliver." Skaggs will report to Jeffrey Yundt, president of energy distribution, and will be headquartered in Columbus, Ohio. Columbia Gas of Kentucky will maintain its headquarters in Lexington, Ky., and will continue to be led by Joseph Kelly, executive vice president and chief operating officer. Kenneth Margossian will become executive vice president and chief operating officer for Bay State which will continue to be headquartered in Westborough, Mass. "Bob Skaggs is a proven leader," Yundt said. "His talents will prove invaluable during this time of change in the industry and our company. Bob is a great fit for this role." The three companies serve nearly 1.8 million customers, with Columbia Gas of Ohio's more than 1.3 million customers in 63 counties, Columbia Gas of Kentucky's nearly 142,000 customers in 31 counties, and Bay State's more than 300,000 customers in Massachusetts, New Hampshire and Maine. The new NiSource will serve more than 3.6 million gas and electric customers primarily located in nine states. Its operations will span the high-growth energy corridor that extends from the Gulf of Mexico through Chicago to New England, creating the largest natural gas distributor east of the Rockies, with wholesale and retail electric operations. The NiSource/Columbia merger is on target to close by the end of 2000, pending approval by the U.S. Securities and Exchange Commission. The combination was approved by the Federal Energy Regulatory Commission in July, following necessary state actions regarding the companies' distribution companies in Virginia, Pennsylvania, Maryland, Indiana, Kentucky, Massachusetts, Ohio, Maine and New Hampshire. The transaction also recently cleared the waiting period under the Hart- Scott-Rodino Antitrust Improvements Act at the U.S. Department of Justice and the Federal Trade Commission. Shareholders of both companies approved the merger in June. NiSource Inc. (NYSE: NI) is a holding company with headquarters in Merrillville, Ind., whose primary business is the distribution of electricity, natural gas and water in the Midwest and Northeastern United States. The company also markets utility services and customer-focused resource solutions along a corridor from Texas through Chicago to Maine. More information about the company is available on the Internet at www.nisource.com. Columbia Energy Group (NYSE: CG), based in Herndon, Va., is one of the nation's leading energy services companies. Its operating companies engage in nearly all phases of the natural gas business, including exploration and production, transmission, storage and distribution, as well as propane and petroleum product sales and electric power generation. More information about Columbia is available on the Internet at www.columbiaenergygroup.com. This release contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are subject to various risks and uncertainties. The factors that could cause actual results to differ materially from the projections, forecasts, estimates and expectations discussed herein include factors that are beyond the companies' ability to control or estimate precisely, such as estimates of future market conditions, the behavior of other market participants and the actions of federal and state regulators. Other factors include, but are not limited to, actions in the financial markets, weather conditions, economic conditions in the two companies' service territory, fluctuations in energy-related commodity prices, conversion activity, other marketing efforts and other uncertainties. These and other risk factors are detailed from time to time in the two companies' SEC reports. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The companies do not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of the document. In addition to other documents filed with the Securities and Exchange Commission by the two companies, NiSource and the new holding company have filed a registration statement, which contains a joint proxy statement for NiSource and Columbia Energy Group. The final joint proxy statement/prospectus, dated April 24, 2000, is available and has been distributed to the companies' shareholders. Investment and security holders are urged to read the joint proxy statement/prospectus and other relevant documents filed with the SEC because they contain important information. Investors and security holders may receive the joint proxy statement/prospectus and other documents free of charge at the SEC's Web site, www.sec.gov, from NiSource Investor Relations at 801 East 86th Avenue, Merrillville, Indiana 46410 or at its Web site, www.nisource.com, or from Columbia Investor Relations at 13880 Dulles Corner Lane, Herndon, Virginia 20171 or at its Web site, www.columbiaenergygroup.com. # # # -----END PRIVACY-ENHANCED MESSAGE-----