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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
October 14, 1999
Date of Report (Date of earliest event reported)
ONEOK, Inc.
(Exact name of registrant as specified in its charter)
Oklahoma 1-2572 73-1520922
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
100 West Fifth Street; Tulsa, OK
(Address of principal executive offices)
74103
(Zip code)
(918) 588-7000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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Items 1 - 4. Not Applicable.
Item 5. Other Events.
ONEOK, Inc., Chairman and CEO Larry Brummett addressed the
Oklahoma Corporation Commission to say the false allegations about a 1993 gas
purchase contract may jeopardize the planned merger between ONEOK and Southwest
Gas.
On October 13, 1999, the Company issued a press release, a
copy of which is attached hereto as exhibit 99.a and incorporated herein by
reference.
Item 6. Not Applicable
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
<TABLE>
<CAPTION>
Exhibit
No. Description
- ------- -----------
<S> <C>
99.a Press release issued by ONEOK, Inc. dated October 13, 1999.
Items 8-9. Not Applicable
</TABLE>
2
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SIGNATURE
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, on this 14th day of October 1999.
ONEOK, Inc.
By: /s/ Jim Kneale
--------------------------------
Jim Kneale
Vice President, Chief Financial
Officer, and Treasurer
3
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
No. Description
- ------- -----------
<S> <C>
99.a Press release issued by ONEOK, Inc. dated October 13, 1999.
</TABLE>
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Exhibit 99.a
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ONEOK Financial News
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ONEOK, Inc. Contact: Weldon Watson, 918/588-7158
P. O. Box 871
Tulsa, OK 74102-0871 For Immediate Release, October 13, 1999
ONEOK CHAIRMAN TELLS COMMISSION, "THE MYTH MUST DIE"
Brummett Says $1.8 Billion Merger May Be Jeopardized by False Allegations
Oklahoma City-ONEOK, Inc., Chairman and CEO Larry Brummett told members
of the Oklahoma Corporation Commission today that a constant stream of rumors,
false allegations and innuendo about a 1993 gas purchase contract not only
insults the integrity of the organization and its employees, but may jeopardize
a planned merger between ONEOK and Las Vegas-based Southwest Gas.
"These stories have grown so outrageous and so ugly and so utterly
untruthful that they must be challenged," Brummett said. "For the sake of the
decent men and women who work for our company, for those who believe in our
future and invest in us, and for the sake of the business climate in the state
we're proud to call home, the myth must die."
At issue is a 1993 gas purchase contract between Oklahoma Natural Gas
Company (a division of ONEOK) and Dynamic Energy Resources, a Tulsa-based firm.
Dynamic's owners, Eugene and Nora Lum, have since pleaded guilty to federal
campaign finance and tax violations. Rumors have persisted that the contract was
somehow related to the Lums' illegal activities, in spite of repeated findings
to the contrary, including an exhaustive 1996 investigation by the staff of the
Commission's Public Utility Division. That study concluded the Dynamic contract
did not harm ratepayers and there was no evidence of impropriety. The company
has consistently and forcefully denied any wrongdoing.
Brummett reminded Commission Chairman Bob Anthony of a 1997 letter in
which Brummett challenged Anthony to reveal any evidence of wrongdoing by
Oklahoma Natural Gas Company or "do what elementary honor and decency
demand-publicly withdraw or disavow this statement." Anthony, who has frequently
suggested in media interviews that the contract or other actions by the company
were questionable or even illegal, has yet to respond to the letter.
Referring to the delay by Arizona regulators considering the
ONEOK-Southwest Gas merger, Brummett said, "It is no secret that this merger-a
$1.8 billion transaction-may be jeopardized by the continuing campaign to
distort the Dynamic contract."
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"It has gone too far," Brummett said. "It has got to stop."
The transaction, which has already been approved by Southwest Gas
shareholders and regulators in Nevada, awaits consideration by officials in
Arizona and California. If completed, ONEOK would become the country's largest
independent natural gas distributor.
The ONEOK chairman told the commissioners that in a time of rapid
change and industry consolidation, growth is a necessary strategy for survival.
"We can't continue to grow if this campaign of deceit is allowed to succeed. We
can't guarantee that this will always be an Oklahoma company that provides jobs
and millions of dollars for the economy of this state. This is not intended in
any way as a threat: it is simply the harsh reality," Brummett said.
"It is my fervent hope that this Commission will do everything within
its authority to bring resolution to these unfounded accusations, and bring this
shameful campaign to an end," he concluded.
ONEOK, Inc., is an integrated natural gas company involved in production,
processing, gathering, storage and transmission. The company is also the largest
natural gas distributor in Kansas and Oklahoma, operating as Kansas Gas Service
Company and Oklahoma Natural Gas Company, serving 1.4 million
customers.
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