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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
Date of report (Date of earliest event reported) January 24, 1994
WISCONSIN NATURAL GAS COMPANY
(Exact name of registrant as specified in its charter)
2-2066
(Commission file number)
Wisconsin 39-0713260
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
231 West Michigan Street, P.O. Box 2046, Milwaukee, Wisconsin 53201
(Address of principal executive offices) (Zip Code)
(414) 221-2590
(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
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FORM 8-K
WISCONSIN NATURAL GAS COMPANY
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ITEM 5. OTHER EVENTS
WISCONSIN ENERGY ANNOUNCES PLANNED MERGER OF UTILITY SUBSIDIARIES
On January 24, 1994, Wisconsin Energy Corporation ("Wisconsin Energy"), the
parent company of Wisconsin Natural Gas Company ("Wisconsin Natural"),
announced plans to merge Wisconsin Natural, a wholly-owned natural gas utility
subsidiary, into Wisconsin Electric Power Company ("Wisconsin Electric"), the
wholly-owned principal utility subsidiary of Wisconsin Energy. The merger,
which will be subject to a number of conditions, including requisite
regulatory and other approvals, including that of the Public Service
Commission of Wisconsin, is anticipated to be effective by year-end 1994. The
merger of Wisconsin Natural into Wisconsin Electric is expected to improve
customer service by offering customers an array of energy alternatives to meet
their needs, reduce operating costs and improve the competitive position of
Wisconsin Energy's utility operations.
Based in Milwaukee, Wisconsin Electric serves over 900,000 electric and steam
customers in Wisconsin and Michigan. Wisconsin Natural, based in Racine,
Wisconsin, is the state's second largest seller of natural gas, serving over
331,000 natural gas customers in Wisconsin.
Certain further information is contained in the news release filed as an
Exhibit to this report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS. The following exhibit is filed herewith:
(99)-1 Wisconsin Energy Corporation News Release dated
January 24, 1994.
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FORM 8-K
WISCONSIN NATURAL GAS COMPANY
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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 thereunto duly authorized.
WISCONSIN NATURAL GAS COMPANY
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(Registrant)
/s/J. G. Remmel
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Date: February 1, 1994 J. G. Remmel, Chief Financial Officer
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WISCONSIN NATURAL GAS COMPANY
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EXHIBIT INDEX
Current Report on Form 8-K
Report Dated January 24, 1994
Exhibit
Number
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(99)-1 Wisconsin Energy Corporation News Release dated January 24, 1994.
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EXHIBIT (99)-1
Wisconsin Energy Corporation News Release
From: John Bartel (414) 221-4444
Laurie McFarlin (414) 635-2250
Rick James (414) 635-2349
January 24, 1994
Wisconsin Energy Corporation announces merger of subsidiaries
MILWAUKEE--As a further step in its planned revitalization
process to improve efficiencies and make the company more
competitive, Wisconsin Energy Corporation today announced a major
corporate restructuring at Wisconsin Natural Gas Company, and its
intent to merge Wisconsin Natural into Wisconsin Electric Power
Company. The merger will be subject to a number of conditions,
including regulatory and other approvals.
RESTRUCTURING AT WISCONSIN NATURAL
The restructuring of Wisconsin Natural is part of a master
plan to integrate the operations of Wisconsin Southern Gas Company
into Wisconsin Natural. Wisconsin Natural's parent company,
Wisconsin Energy Corporation, acquired Wisconsin Southern by
merging it into Wisconsin Natural on January 1, 1994.
Company officials said synergies derived from the merger and
subsequent "reengineering" of the combined business systems will
lead to a reduction in the total Wisconsin Natural/Wisconsin
Southern salaried work force, from around 240 to about 180. The
restructuring will impact the represented work force, but it is
not known at this time when and how many employees will be
affected.
Most of the management employees affected by the merger and
restructuring have the option of choosing a voluntary separation
package that includes a lump sum payment based on years of
service, extended health benefits, tuition reimbursement and
outplacement assistance. An early retirement package featuring
enhanced monthly payments and medical benefits will be offered to
qualified employees.
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WISCONSIN ELECTRIC/WISCONSIN NATURAL MERGER
In announcing the contemplated merger of Wisconsin Natural and
Wisconsin Electric, Richard A. Abdoo, chairman, president and
chief executive officer of Wisconsin Energy Corporation, said,
"The merger of Wisconsin Natural and Wisconsin Electric will
enable us to further improve our customer service because the
combined companies will be able to offer customers an array of
energy alternatives to meet their needs. The merger also will
enable us to reduce operating costs and improve our competitive
position."
Abdoo explained that the evolving competitive market for
electricity and natural gas was driving the restructuring and the
merger, as well as the other revitalization efforts at Wisconsin
Energy.
"Increasing competitive pressures in the markets for both
electricity and natural gas have presented us with a choice. We
can ignore the realities of the marketplace and do nothing, or we
can be a dynamic leader of change in a new competitive age. As a
company responsible to its employees, customers and stockholders,
Wisconsin Energy Corporation has chosen to be a leader, and we are
taking decisive actions to position both Wisconsin Electric and
Wisconsin Natural for future growth and success in an intense
competitive environment," said Abdoo.
Based in Milwaukee, Wisconsin Electric serves over 900,000
customers throughout the state and employs about 5,000 people.
Based in Racine, Wisconsin Natural is the state's second largest
seller of natural gas with 331,000 customers and approximately 800
employees.
Wisconsin Energy Corporation is a holding company with
subsidiaries in utility and nonutility businesses. In addition to
Wisconsin Electric and Wisconsin Natural, its other subsidiaries
include Wispark Corp., Witech Corp., Wisvest Corp., Wisconsin
Michigan Investment Corp. and Badger Service Company.
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