-----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, GPqbRfrpX8PPGik6IvmIPTp9XLMCacFKtQH0C8bml7qADKrLaYzW4xXaqMkSD2cI S5tAD4gnHN2ZDVIEG2310A== 0001096385-03-000071.txt : 20030609 0001096385-03-000071.hdr.sgml : 20030609 20030609154757 ACCESSION NUMBER: 0001096385-03-000071 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030606 ITEM INFORMATION: Other events FILED AS OF DATE: 20030609 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN INDIANA GAS & ELECTRIC CO CENTRAL INDEX KEY: 0000092195 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 350672570 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03553 FILM NUMBER: 03737515 BUSINESS ADDRESS: STREET 1: 20 NW FOURTH ST CITY: EVANSVILLE STATE: IN ZIP: 47708 BUSINESS PHONE: 8124914000 MAIL ADDRESS: STREET 1: 20 NW FOURTH ST CITY: EVANSVILLE STATE: IN ZIP: 47708 8-K 1 sig_8k-epafinal.txt SIGECO 8K FOR EPA SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 6, 2003 SOUTHERN INDIANA GAS AND ELECTRIC COMPANY (Exact name of registrant as specified in its charter) Indiana 1-3553 35-0672570 ------- ------ ---------- (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 20 N.W. Fourth Street, Evansville, Indiana 47708 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (812) 491-4000 N/A (Former name or address, if changed since last report.) Item 9. Regulation FD Disclosure On June 6, 2003, Vectren Corporation (the Company), the parent company of Southern Indiana Gas and Electric Company (SIGECO), announced a proposed agreement between SIGECO, a wholly-owned subsidiary of Vectren Corporation, the U.S. Department of Justice, and the U.S. Environmental Protection Agency that would lead to further improvements in air quality and resolve the government's pending Clean Air Act claims against SIGECO. The Vectren Corporation press release is included herein as Exhibit 99-1. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company is hereby filing cautionary statements identifying important factors that could cause actual results of the Company and its subsidiaries, including Vectren Utility Holdings, Inc., Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company, to differ materially from those projected in forward-looking statements of the Company and its subsidiaries made by, or on behalf of, the Company and its subsidiaries. Item 7. Exhibits 99-1 Press Release - Vectren subsidiary reaches agreement with Department of Justice, EPA 99-2 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995 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. SOUTHERN INDIANA GAS AND ELECTRIC COMPANY June 9, 2003 By: /s/ M. Susan Hardwick ----------------------------- M. Susan Hardwick Vice President and Controller EX-99.1 PRESS RELEAS 3 epa_pressrel-8k.txt PRESS RELEASE EXHIBIT 99-1 Vectren Corporation P.O. Box 209 Evansville, IN 47702-0209 June 6, 2003 FOR IMMEDIATE RELEASE Vectren subsidiary reaches agreement with Department of Justice, EPA Evansville, Indiana - Southern Indiana Gas and Electric Company (SIGECO), a wholly-owned subsidiary of Vectren Corporation (NYSE: VVC), the U.S. Department of Justice (DOJ), and the U.S. Environmental Protection Agency (EPA) announced a proposed agreement that would lead to further improvements in air quality and resolve the government's pending Clean Air Act claims against SIGECO. This agreement was embodied in a consent decree lodged today in U.S. District Court in Indiana. SIGECO anticipates that the Court will enter the consent decree after the mandatory public comment period. The proposed agreement would resolve a lawsuit filed by the EPA and DOJ in November of 1999 alleging violations of the new source review provisions of the Clean Air Act at SIGECO's Culley Generating Station in Yankeetown, Ind. Under the terms of the proposed agreement, DOJ and EPA have agreed to drop all challenges of past maintenance and repair activities at the Culley coal-fired units. In reaching the proposed agreement, SIGECO did not admit to any allegations alleged in the government's complaint and SIGECO continues to believe that it acted in accordance with applicable regulations and conducted only routine maintenance on the units. SIGECO has entered into this proposed agreement to further its continued commitment to improve air quality and avoid the cost and uncertainties of litigation. During the course of the litigation, the government dropped 23 of the original 27 claims. This proposed agreement would resolve the remaining four claims. "Our generation facilities operate under strict environmental rules and regulations," said Vectren Chairman, President and CEO Niel C. Ellerbrook. "This proposed resolution will enable us to focus upon further investment in environmental improvements at our electric generation operations rather than protracted litigation." Under the proposed agreement, SIGECO has committed to: o either repower Culley Unit 1 (50 MW) with natural gas, which would significantly reduce air emissions from this unit, and equip it with selective catalytic reduction control technology for further reduction of nitrogen oxides, or cease operation of the unit by December of 2006; o operate the existing selective catalytic reduction control technology recently installed on Culley Unit 3 (287 MW) year round at a lower emission rate than that currently required under the NOx SIP Call, resulting in further nitrogen oxide reductions; o enhance the efficiency of the existing scrubber at Culley Units 2 and 3 for additional removal of sulphur dioxide emissions; o install a baghouse for further particulate matter reductions at Culley Unit 3 by June of 2007; o conduct a Sulphuric Acid Reduction Demonstration Project as an environmental mitigation project designed to demonstrate an advance in pollution control technology for the reduction of sulfate emissions; and o pay a $600,000 civil penalty. Vectren anticipates that the proposed settlement would result in total capital expenditures through 2007 in a range of between $16 Million and $28 Million. The lower level of capital expenditures would occur if SIGECO elects to not repower Culley Unit 1. Other than the $600,000 civil penalty, SIGECO expects that these capital expenditures and related operation expenses are properly recoverable through rates. SIGECO believes that the expenditures for pollution control equipment provided under this proposed agreement would enable SIGECO to effectively and affordably meet future environmental requirements at the Culley units. Further, the expenditures would position the Culley units for continued operation under ever more stringent pollution control requirements that SIGECO expects in the next few years, and enhance the units' continued ability to burn regional and cost-effective high sulphur coal. Safe Harbor for Forward Looking Statements This document includes certain information which is "forward looking information" as defined by the Private Securities Litigation Reform Act of 1995. Examples include discussions as to our expectations, beliefs, plans, goals, objectives and future financial or other performance or assumptions concerning matters discussed in this document. This information, by its nature, involves estimates, projections, forecasts and uncertainties that could cause actual results or outcomes to differ substantially from those expressed. The business is influenced by many factors that are difficult to predict, involve uncertainties that may materially affect actual results and are often beyond the ability to control. Vectren has identified a number of these factors in our filings with the SEC, including its most recent Form 10-K filed with the Securities and Exchange Commission on March 17, 2003. Vectren Corporation is an energy and applied technology holding company headquartered in Evansville, Indiana. Vectren's energy delivery subsidiaries provide gas and/or electricity to more than one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's non-regulated subsidiaries and affiliates currently offer energy-related products and services to customers throughout the surrounding region. These include energy marketing; coal mining; utility infrastructure services; and broadband communication services. To learn more about Vectren, visit www.vectren.com. CONTACTS: Steve Schein, Vice President -Investor Relations, 812-491-4209, sschein@vectren.com Mike Roeder, Director - Director - Corporate Communications, 812-491-4143, mroeder@vectren.com EX-99.2 SAFE HARBOR 4 sig_safeharbor-603.txt SAFE HARBOR STATEMENT EXHIBIT 99-2 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995. A "safe harbor" for forward-looking statements is provided by the Private Securities Litigation Reform Act of 1995 (Reform Act of 1995). The Reform Act of 1995 was adopted to encourage such forward-looking statements without the threat of litigation, provided those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause the actual results to differ materially from those projected in the statement. Forward-looking statements have been and will be made in written documents and oral presentations of Southern Indiana Gas and Electric Company. Such statements are based on management's beliefs, as well as assumptions made by and information currently available to management. When used in Southern Indiana Gas and Electric Company documents or oral presentations, the words "believe," "anticipate," "endeavor," "estimate," "expect," "objective," "projection," "forecast," "goal," and similar expressions are intended to identify forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements, factors that could cause Southern Indiana Gas and Electric Company's actual results to differ materially from those contemplated in any forward-looking statements included, among others, the following: |X| Factors affecting utility operations such as unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to fossil fuel costs; unanticipated changes to gas supply costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints. |X| Increased competition in the energy environment including effects of industry restructuring and unbundling. |X| Regulatory factors such as unanticipated changes in rate-setting policies or procedures, recovery of investments and costs made under traditional regulation, and the frequency and timing of rate increases. |X| Financial or regulatory accounting principles or policies imposed by the Financial Accounting Standards Board, the Securities and Exchange Commission (Commission), the Federal Energy Regulatory Commission, state public utility commissions, state entities which regulate natural gas transmission, gathering and processing, and similar entities with regulatory oversight. |X| Economic conditions including the effects of an economic downturn or recession, inflation rates, and monetary fluctuations. |X| Changing market conditions and a variety of other factors associated with physical energy and financial trading activities including, but not limited to, price, basis, credit, liquidity, volatility, capacity, interest rate, and warranty risks. |X| Availability or cost of capital, resulting from changes in Southern Indiana Gas and Electric Company, including its securities ratings, changes in interest rates, and/or market perceptions of the utility industry and energy-related industries. |X| Employee workforce factors including changes in key executives, collective bargaining agreements with union employees, or work stoppages. |X| Legal and regulatory delays and other obstacles associated with mergers, acquisitions, and investments in joint ventures. |X| Costs and other effects of legal and administrative proceedings, settlements, investigations, claims, and other matters, including, but not limited to, those described in periodic filings made with the Commission by Vectren Corporation and its subsidiaries, Vectren Utility Holdings, Inc., Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company. |X| Changes in federal, state or local legislature requirements, such as changes in tax laws or rates, environmental laws and regulations. Southern Indiana Gas and Electric Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of changes in actual results, changes in assumptions, other factors affecting such statements. -----END PRIVACY-ENHANCED MESSAGE-----