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:
April 13, 2000
(Date of earliest event reported)
CITIZENS UTILITIES COMPANY
(Exact name of Registrant as specified in charter)
Delaware 001-11001 06-0619596
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
3 High Ridge Park, P.O. Box 3801, Stamford, Connecticut 06905
- ------------------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(203) 614-5600
(Registrant's telephone number, including area code)
No change since last report
(Former name or address, if changed since last report)
<PAGE>
Item 5. Other Events.
Citizens Utilities Company has agreed to sell Louisiana Gas Service
Company and LGS Natural Gas Company, which operate properties in
Louisiana, to Atmos Energy Corporation for $375 million plus the
assumption of certain liabilities. The transaction, which is subject
to regulatory approvals, is expected to close within twelve months.
Item 7. Financial Statements, Exhibits.
(c) Exhibits
99.1 Press release of Citizens Utilities Company released
April 13, 2000 announcing that it will sell its
Louisiana gas operations.
<PAGE>
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.
CITIZENS UTILITIES COMPANY
Registrant
By:/s/ Robert J. DeSantis
------------------------------------------
Vice President and Chief Financial Officer
Date: April 14, 2000
Exhibit 99.1
COMPANY LOGO Citizens Utilities
3 High Ridge Park
Stamford, CT 06905
203.614.5600
Web site: www.czn.net
FOR IMMEDIATE RELEASE
Contacts:
Financial Community: Media:
Alan H. Oshiki, Assistant Vice President Brigid M. Smith, Assistant Vice
Investor Relations President Corporate Communications
(203) 614-5629 (203) 614-5042
[email protected] [email protected]
CITIZENS AGREES TO SELL ITS LOUISIANA GAS OPERATIONS
STAMFORD, Conn., April 13, 2000 - Citizens Utilities (NYSE:CZN) announced today
that it has entered into a definitive agreement to sell Louisiana Gas Service
Company and LGS Natural Gas Company, which operate Citizens gas properties in
Louisiana, to Atmos Energy Corporation (NYSE:ATO) for $375 million plus the
assumption of certain liabilities. The transaction, which is subject to
regulatory approvals, is expected to close within twelve months.
Citizens serves approximately 279,000 gas customers in Louisiana. The Louisiana
operations are the first of Citizens' four gas properties to be sold.
In October 1999, Citizens sold its water and wastewater operations for $835
million and in February of this year sold its electric utility operations for
$535 million. The proceeds from all of the divestitures will be used to
permanently fund Citizens' announced acquisitions of nearly one million
telephone access lines.
Morgan Stanley Dean Witter acted as Citizens' financial advisor.
Citizens Utilities provides telecommunications services to nearly one million
customers in 13 states. In 1999, Citizens agreed to purchase approximately one
million additional access lines in transactions that will begin to close in
mid-2000. Citizens also owns 82% of Electric Lightwave, Inc. (NASDAQ:ELIX), a
facilities-based, integrated communications provider that offers a broad range
of services to telecommunications-intensive businesses throughout the United
States. Effective May 18, 2000, Citizens Utilities will be known as Citizens
Communications.
This document contains forward-looking statements that are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied in the statements. These and all forward-looking statements
(including oral representations) are only predictions or statements of current
plans that are constantly under review by the company. All forward-looking
statements may differ from actual results because of, but not limited to,
changes in the local and overall economy, changes in market conditions for debt
and equity securities, the nature and pace of technological changes, the number
and effectiveness of competitors in the company's markets, success in overall
strategy, changes in legal or regulatory policy, changes in legislation, the
company's ability to identify future markets and successfully expand existing
ones, the mix of products and services offered in the company's target markets,
the effects of acquisitions and dispositions and the ability to effectively
integrate businesses acquired. These important factors should be considered in
evaluating any statement contained herein and/or made by the company or on its
behalf. The foregoing information should be read in conjunction with the
company's filings with the U.S. Securities and Exchange Commission including,
but not limited to, reports on Forms 10-K and 10-Q. The company does not intend
to update or revise these forward-looking statements to reflect the occurrence
of future events or circumstances.
