-----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, GZZarsoshfqKK6PEFSBX5xDIpR1XcsGLJuoy1NYJf3OWaQwu0iSTTZQVrrHt2FER gsIF22hkSwrvSBMwCIH23w== 0000895813-02-000107.txt : 20020521 0000895813-02-000107.hdr.sgml : 20020521 20020521120007 ACCESSION NUMBER: 0000895813-02-000107 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020521 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020521 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: 02658623 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 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN INDIANA PUBLIC SERVICE CO CENTRAL INDEX KEY: 0000072843 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 350552990 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04125 FILM NUMBER: 02658624 BUSINESS ADDRESS: STREET 1: 801 E. 86TH AVENUE CITY: MERRILLVILLE STATE: IN ZIP: 46410-6272 BUSINESS PHONE: 2198535200 MAIL ADDRESS: STREET 1: 801 E. 86TH AVENUE CITY: MERRILLVILLE STATE: IN ZIP: 46410-6272 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA ENERGY GROUP CENTRAL INDEX KEY: 0000022099 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 131594808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01098 FILM NUMBER: 02658625 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 8-K 1 x0521-8k.txt 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): May 21, 2002 NISOURCE INC. ------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-16189 35-2108964 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification No.) Incorporation) COLUMBIA ENERGY GROUP --------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-1098 13-1594808 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification No.) Incorporation) NORTHERN INDIANA PUBLIC SERVICE COMPANY --------------------------------------- (Exact Name of Registrant as Specified in Charter) Indiana 1-4125 35-0552990 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification No.) Incorporation) 801 East 86th Avenue, Merrillville, Indiana 46410 (877) 647-5990 (Address and Telephone Number of Principal Executive Offices) Item 4. Changes in Registrant's Certifying Accountant. On May 21, 2002, the Board of Directors of NiSource Inc. (the "Company"), upon recommendation of its Audit Committee, dismissed Arthur Andersen LLP ("Andersen") as the independent public accountants for the Company and its subsidiaries, Columbia Energy Group and Northern Indiana Public Service Company (collectively, the "Registrants"), and decided to engage Deloitte & Touche LLP to serve as the Registrants' independent public accountants for 2002. Andersen's reports on the Registrants' consolidated financial statements for each of the two most recent fiscal years did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. In connection with its audits for the Registrants' two most recent fiscal years and the subsequent interim period, there have been no disagreements between the Registrants and Andersen on any matter of accounting principles and practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter of the disagreement in connection with its report on any Registrant's consolidated financial statements for any such year. During the Company's two most recent fiscal years and through May 21, 2002, there have been no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K. The Registrants have requested Andersen to furnish it with a letter addressed to the Securities and Exchange Commission stating whether Andersen agrees with the above statements made by the Registrants. A copy of the letter, dated May 21, 2002, is filed as Exhibit 16.1 to this Current Report on Form 8-K. During the Registrants' two most recent fiscal years and through May 21, 2002, the Registrants did not consult Deloitte & Touche LLP with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on any Registrant's consolidated financial statements, or any other matters or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits (c) Exhibits. Exhibit Number Description ------- ----------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant. 99.1 Press Release dated May 21, 2002. 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. Date: May 21, 2002 By: /s/ Stephen P. Adik ----------------------------- Stephen P. Adik Vice Chairman COLUMBIA ENERGY GROUP Date: May 21, 2002 By: /s/ Michael W. O'Donnell ----------------------------- Michael W. O'Donnell President NORTHERN INDIANA PUBLIC SERVICE COMPANY Date: May 21, 2002 By: /s/ Barrett Hatches ----------------------------- Barrett Hatches President and Chief Executive Officer EXHIBIT INDEX Exhibit No. Description ---------- ----------- 16 Letter of Arthur Andersen LLP regarding change in certifying accountant. 99.1 Press Release dated May 21, 2002 EX-16 3 xex-16.txt EXHIBIT 16.1 ------------ [Arthur Andersen LLP Letterhead] Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 May 21, 2002 Dear Sir/Madam: We have read the first, second, third, fourth and fifth paragraphs of Item 4 included in the Form 8-K dated May 21, 2002 of NiSource Inc., Columbia Energy Group and Northern Indiana Public Service Company to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ Arthur Andersen LLP ----------------------- Arthur Andersen LLP cc: Mr. Michael W. O'Donnell Executive Vice President and Chief Financial Officer, NiSource Inc. EX-99 4 xex99-1.txt EXHIBIT 99.1 ------------ PRESS RELEASE DATED MAY 21, 2002 FOR IMMEDIATE RELEASE [NiSource Logo] May 21, 2002 801 E. 86th Avenue Merrillville, IN 46410 FOR ADDITIONAL INFORMATION Media Investors Bill Keegan Dennis Senchak Director, Corporate Communications Vice President, (219) 647-6203 Investor Relations (219) 647-6085 Bill O'Malley Director, Investor Relations (219) 647-5688 Rae Kozlowski Manager, Investor Relations (219) 647-6083 NISOURCE NAMES DELOITTE & TOUCHE AS INDEPENDENT ACCOUNTANTS MERRILLVILLE, IND. - NiSource Inc. (NYSE: NI) today announced that its board of directors has selected Deloitte & Touche as its independent public accountant for fiscal year 2002. Deloitte & Touche replaces Arthur Andersen LLP. In making the announcement, NiSource chairman, president and chief executive officer Gary L. Neale said NiSource's board of directors acted upon the recommendation of its audit committee, which had conducted a comprehensive review of the selection process of independent accountants and the qualifications of a number of leading accounting firms. "The selection of Deloitte & Touche was based on a number of key considerations, including industry-related experience, depth of management and their commitment to client service," said Neale. "We're confident that Deloitte & Touche's dedicated account team will effectively serve NiSource's auditing and financial reporting requirements for 2002." The transition to Deloitte & Touche will begin immediately. Neale noted that the change of independent public accountants was not due to any disagreement between the company and Andersen on matters of accounting principles or practices, auditing scope or procedures or financial statement disclosure. "For nearly 70 years Arthur Andersen served our company admirably and provided a high level of service in a number of key business areas," said Neale. "However, the events and uncertainties surrounding Andersen and its future have necessitated this action, which we believe is in the best interests of the company, our shareholders and our employees." NiSource Inc. (NYSE: NI) is a holding company with headquarters in Merrillville, Ind., whose operating companies engage in the exploration and production, transmission, storage and distribution of natural gas, as well as the generation, transmission and distribution of electricity. Its local distribution companies provide service to 3.7 million customers located within the high-demand energy corridor that stretches from the Gulf of Mexico through the Midwest to New England. Information about NiSource is available via the Internet at www.nisource.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, among other things, increased competition in deregulated energy markets, weather, fluctuations in supply and demand for energy commodities, successful consummation of proposed acquisitions and dispositions, growth opportunities for NiSource's regulated and non-regulated businesses, dealings with third parties over whom NiSource has no control, actual operating experience of acquired assets, NiSource's ability to integrate acquired operations into its operations, the regulatory process, regulatory and legislative changes, changes in general economic, capital and commodity market conditions, and counter-party credit risk, many of which are beyond the control of NiSource. These and other risk factors are detailed from time to time in the company's 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 company does not undertake any obligation to publicly release any revision to these forward-looking statements to reflect events or circumstances after the date of this release. -----END PRIVACY-ENHANCED MESSAGE-----