-----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, T83YL9EpTxXvT4PzLJ8EiI4ppsJ1hD5//PmgzUEk7UQguGEc8q6sdOpxrrCuhalw e8h7Z0jXCdj9uMmWxpn0fA== 0000950155-96-000097.txt : 19960919 0000950155-96-000097.hdr.sgml : 19960919 ACCESSION NUMBER: 0000950155-96-000097 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960918 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENNSYLVANIA ENTERPRISES INC CENTRAL INDEX KEY: 0000077231 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 135605391 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-04813 FILM NUMBER: 96631765 BUSINESS ADDRESS: STREET 1: 39 PUBLIC SQ STREET 2: WILKES BARRE CENTER CITY: WILKES BARRE STATE: PA ZIP: 18711-0601 BUSINESS PHONE: 7178298843 MAIL ADDRESS: STREET 1: 39 PUBLIC SQUARE CITY: WILKES BARRE STATE: PA ZIP: 18711-0601 424B3 1 SUPPLEMENT TO THE PROSPECTUS This is a Supplement to the Prospectus of Pennsylvania Enterprises, Inc. with respect to its Dividend Reinvestment and Stock Purchase Plan dated May 21, 1996 contained in Registration Statement No. 333-04813 PENNSYLVANIA ENTERPRISES, INC. Wilkes-Barre Center 39 Public Square Wilkes-Barre, Pennsylvania 18711-0601 September 23, 1996 Dear DRIP Participant: Pennsylvania Enterprises, Inc. has amended its Dividend Reinvestment and Stock Purchase Plan (the "DRIP") to provide that on and after December 2, 1996, a shareholder may participate in the DRIP only if such shareholder is the owner of at least 10 shares of the Company's common stock. For purposes of determining the 10 share minimum participation requirement, both shares registered in a shareholder's name and shares held in a shareholder's DRIP account will be counted. Participants who do not meet the 10 share minimum participation requirement as of December 2, 1996 will not have any dividends reinvested on December 16, 1996 and will be removed from the DRIP on such date. A participant who does not meet the 10 share minimum participation requirement but who wishes to continue to participate in the DRIP must increase his or her shareholdings to the minimum requirement prior to December 2. This may be accomplished either by making supplemental cash payments in accordance with the terms of the DRIP at least 5 business days prior to the October 15, 1996 and/or November 15, 1996 investment dates or by purchasing more shares of common stock in such participant's name. Any participant who does not own at least 10 shares of common stock on December 2 will not have any dividends with respect to any of his or her shares reinvested on December 16, 1996. Instead, any dividends payable on such date will be paid to such participant in cash. The participant will then be issued a certificate for any whole shares of common stock held in such participant's account and a check for any fractional shares held in the account. Following these issuances, such participant's account will be closed. A participant in the DRIP must maintain ownership of at least 10 shares of common stock. If on the record date for any quarterly dividend payment a participant fails to meet the 10 share minimum participation requirement, such participant would be removed from the DRIP on the next dividend payment date as follows. First, such participant's dividends would not be reinvested on the next dividend payment date but instead would be paid to the participant in cash. Then, immediately following such dividend payment date, the participant would receive a certificate for any whole shares of common stock held in such participant's account and a check for any fractional shares held in the account. Following these issuances, such participant's account would be closed. Any participant who does not wish to remain a Company shareholder because of his or her ineligibility to participate in the DRIP may sell his or her shares of common stock to the Company under the terms of the Company's odd lot buyback program. Information regarding the oddlot buyback program may be obtained by calling the Company's Investor Relations Department at 1-800-379-4768. Any questions with respect to the foregoing amendments to the DRIP may be directed to ChaseMellon Shareholder Services at 1-800-851-9677. Very truly yours, PENNSYLVANIA ENTERPRISES, INC. By: /s/ Thomas F. Karam ------------------------------------- President and Chief Executive Officer This is a Supplement to the Prospectus of Pennsylvania Enterprises, Inc. with respect to its Dividend Reinvestment and Stock Purchase Plan dated May 21, 1996 contained in Registration Statement No. 333-04813 PENNSYLVANIA ENTERPRISES, INC. Wilkes-Barre Center 39 Public Square Wilkes-Barre, Pennsylvania 18711-0601 September 23, 1996 Dear Shareholder: Pennsylvania Enterprises, Inc. has amended its Dividend Reinvestment and Stock Purchase Plan (the "DRIP") to provide that on and after December 2, 1996, a shareholder may participate in the DRIP only if such shareholder is the owner of at least 10 shares of the Company's common stock. For purposes of determining the 10 share minimum participation requirement, both shares registered in a shareholder's name and shares held in a shareholder's DRIP account will be counted. Any current DRIP participant who does not meet the 10 share minimum participation requirement as of December 2, 1996 will not have any dividends reinvested on December 16, 1996 and will be removed from the DRIP on such date. Any current or future DRIP participant who fails to maintain ownership of at least 10 shares of common stock on the record date for any quarterly dividend payment will be removed from the DRIP on the next dividend payment date. A participant who is removed from the DRIP will be treated as follows. First, such participant's dividends will not be reinvested on the next dividend payment date but instead will be paid to the participant in cash. Then, immediately following such dividend payment date, the participant will receive a certificate for any whole shares of common stock held in such participant's account and a check for any fractional shares held in the account. Following such issuances, the participant's account will be closed. Any questions with respect to the foregoing amendments to the DRIP may be directed to ChaseMellon Shareholder Services at 1-800-851-9677. Very truly yours, PENNSYLVANIA ENTERPRISES, INC. By: /s/ Thomas F. Karam ------------------------------------- President and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----