-----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, Dq5Y4owfdb9DmYE0zgcgAwZ7t8ptrRBK1rHETSSsGUvrZ1w66H8HCSZnLcwDv2R5 XbtBsSV1uOz4ySnxCTWE7g== 0000893220-04-002622.txt : 20041208 0000893220-04-002622.hdr.sgml : 20041208 20041208083253 ACCESSION NUMBER: 0000893220-04-002622 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041202 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041208 DATE AS OF CHANGE: 20041208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UGI CORP /PA/ CENTRAL INDEX KEY: 0000884614 STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932] IRS NUMBER: 232668356 STATE OF INCORPORATION: PA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11071 FILM NUMBER: 041189680 BUSINESS ADDRESS: STREET 1: 460 N GULPH RD STREET 2: P O BOX 858 CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6103371000 MAIL ADDRESS: STREET 1: 460 NORTH GULPH ROAD CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: NEW UGI CORP DATE OF NAME CHANGE: 19600201 8-K 1 w69394e8vk.txt FORM 8-K FOR UGI CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): DECEMBER 2, 2004 UGI CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) PENNSYLVANIA 1-11071 23-2668356 (STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER OF INCORPORATION) NUMBER) IDENTIFICATION NO.)
460 N. GULPH ROAD KING OF PRUSSIA, PENNSYLVANIA 19406 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (610) 337-1000 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) 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 (SEE GENERAL INSTRUCTION A.2. BELOW): [ ] 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)) UGI Corporation Form 8-K Page 2 December 2, 2004 SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS In a news release issued December 2, 2004, UGI Corporation announced the appointment of John L. Walsh, age 49, to the position of President and Chief Operating Officer effective no later than April 1, 2005. Mr. Walsh is currently Chief Executive of the Industrial and Special Products Division of The BOC Group plc (industrial gases business) and has been an Executive Director of BOC since 2001. He joined BOC in 1986 as Vice President - Special Gases and has held various senior management positions in BOC including President of Process Gas Solutions, North America (2000 to 2001) and President of BOC Process Plants (1996 to 2000). Prior to joining BOC, Mr. Walsh was a Vice President of the Company's industrial gas division prior to its sale to BOC in 1989. From 1981 until 1986, Mr. Walsh held several management positions with the Company. Mr. Walsh will join the Board of Directors of the Company at the time he assumes the position of President and Chief Operating Officer. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 News release of UGI Corporation dated December 2, 2004. SIGNATURES Pursuant to the requirements of Section 13 or 15(d), the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UGI CORPORATION (REGISTRANT) By: /s/ Margaret M. Calabrese -------------------------------- Margaret M. Calabrese Secretary Date: December 2, 2004 EXHIBIT INDEX The following exhibit is filed as part of this Report:
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 News release of UGI Corporation dated December 2, 2004.
EX-99.1 2 w69394exv99w1.txt NEWS RELEASE OF UGI CORPORATION DATED DECEMBER 2. 2004 EXHIBIT 99.1 CONTACT: 610-337-1000 FOR RELEASE: DECEMBER 2, 2004 Bob Krick, ext. 3141 Immediate Brenda Blake, ext. 3202 UGI APPOINTS JOHN L. WALSH PRESIDENT & COO Valley Forge, Pa., Dec. 2 - UGI Corporation (NYSE:UGI) today named John L. Walsh, 49, to the post of President & Chief Operating Officer, effective no later than April 1, 2005. Walsh will report to Lon R. Greenberg, Chairman and Chief Executive Officer. Walsh will join the boards of directors of UGI, AmeriGas Propane, Inc. and UGI Utilities, Inc. He will be responsible for all domestic operating units, including AmeriGas Propane and UGI Utilities. Walsh is currently chief executive of the Industrial and Special Products division of BOC Group PLC and has been an executive director since 2001. He joined BOC in 1986 as vice president-special gases and has held various senior management positions in BOC, including president of Process Gas Solutions, North America and president of BOC Process Plants. Prior to joining BOC, Walsh was a vice president of AmeriGas' industrial gas division prior to its sale to BOC in 1989. From 1981 until 1986, Walsh held several management positions in planning, corporate development and field operations with UGI and AmeriGas. "We are very pleased to welcome John back to UGI as a key member of our management team," said Greenberg. "Throughout his career, John has exhibited exemplary leadership on a worldwide basis in a very competitive industry. We are fortunate to attract to UGI an executive with John's record of success. I am confident that he will make meaningful contributions to our efforts to provide long-term value for our shareholders." Walsh, who will relocate to Valley Forge from London, holds a bachelors degree in economics and an MBA, both from Harvard University. UGI is a holding company with propane marketing, utility and energy marketing subsidiaries. Through subsidiaries, UGI owns 46% of AmeriGas Partners, L. P. (NYSE: APU), the nation's largest retail propane marketer, and owns Antargaz, one of the largest propane distributors in France. Comprehensive information about UGI Corporation is available on the web at http://www.ugicorp.com. C-18 ### 12/02/04 UGI Corporation (NYSE: UGI) is engaged in two principal businesses: retail distribution of propane gas and related products and services nationally and internationally, and natural gas and electricity distribution and related products and services in the Middle Atlantic region of the United States. UGI has paid common dividends each year since 1885. -----END PRIVACY-ENHANCED MESSAGE-----