Filed by: NiSource Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Columbia Energy Group
Registration Statement File No: 333-33896
On August 22, 2000, NiSource announced the appointment of
additional key leadership for the operation of its energy
distribution, natural gas pipeline, energy production and wholesale
trading businesses upon completion of its merger with Columbia Energy
Group. The text of the press release is set forth below.
TEXT OF PRESS RELEASE
AUGUST 22, 2000
FOR IMMEDIATE RELEASE
FOR ADDITIONAL INFORMATION
Media: Maria Hibbs Investors: Dennis Senchak
219-647-6201 219-647-6085
Sally Anderson Rae Kozlowski
219-647-6203 219-647-6083
NISOURCE ANNOUNCES KEY BUSINESS-UNIT LEADERSHIP TEAM
TO FOCUS ON GROWTH FOLLOWING MERGER WITH COLUMBIA ENERGY GROUP
MERRILLVILLE, Ind. (August 22, 2000) - NiSource Inc. today
announced the appointment of additional key leadership for the
operation of its energy distribution, natural gas pipeline, energy
production and wholesale trading businesses upon completion of its
merger with Columbia Energy Group. The company began naming its top
leadership team on Aug. 1, headed by Gary L. Neale, NiSource chairman,
president and chief executive officer.
The $6 billion NiSource/Columbia merger agreement announced Feb.
28 will create a super-regional energy powerhouse with assets of $13
billion. Assuming federal regulatory approval, it is expected to
close by year-end.
The company also announced more corporate-level executives in
addition to business unit executives named on Aug. 1. ARTHUR E.
SMITH, JR., NiSource environmental officer and counsel, is named vice
president and environmental counsel. MARIA P. HIBBS, NiSource
director of Corporate Communications, will become vice president,
Corporate Communications. PETER FAZIO will remain General Counsel.
RAMON ARREDONDO, NiSource director of Legislative Affairs, will become
assistant to the Chairman. A Human Resources officer will be named
later. All will report directly to Neale.
"We have a great depth of talent in place between NiSource and
Columbia, and we are assembling a leadership team focused on
delivering exceptional value to our customers by creating the premier
competitor in an evolving energy marketplace," said Neale.
The following business unit appointments, effective upon
completion of the merger were made today:
ENERGY DISTRIBUTION
Jeffrey W. Yundt, who will be president of Energy Distribution,
overseeing all gas and electric distribution systems of the combined
company, has announced the following senior staff:
--ROBERT SKAGGS will continue as president and chief executive
officer of Columbia Gas of Ohio and Columbia Gas of Kentucky, and will
assume an expanded role as president and CEO of NiSource's Bay State
Gas Company subsidiary. JOSEPH KELLY has been named executive vice
president and chief operating officer (COO) for CKY. KENNETH MARGOSSIAN,
senior vice president of Operations for Bay State Gas Company, has been
named Bay State's executive vice president and COO. Kelly and Margossian
will report to Skaggs.
--ANTHONY TRUBISZ, president and CEO of Columbia Gas of
Pennsylvania, Maryland and Virginia. The position of executive vice
president and chief operating officer of Columbia of Virginia will be
filled at a later date.
--A president and CEO for NiSource's Indiana distribution
companies -Northern Indiana Public Service Company (NIPSCO), Kokomo
Gas and Fuel Company and Northern Indiana Fuel and Light Company
(NIFL)--also will be named later.
--MARK T. MAASSEL, vice president, Regulatory and Governmental
Affairs.
--DOROTHY M. HAWKINS, vice president, Information Technology.
--PEGGY LANDINI, vice president, Customer Service/Marketing.
--BARBARA MCKAY, vice president, Communications.
--SCOTT MACDONALD, vice president, Finance and Strategy.
PIPELINE OPERATIONS
Catherine G. Abbott, who will become president of Pipeline Operations,
including Columbia Gas Transmission Company and Columbia Gulf
Transmission Company, NiSource's Crossroads Pipeline Company and its
investment in Portland Natural Gas Transmission System, as well as
Columbia's fiber optic telecommunications network, has announced the
following senior staff:
--TERRANCE L. MCGILL, president, Columbia Gulf (Gulf).
--GLEN L. KETTERING, president, Columbia Gas Transmission (TCO).
--W. HARRIS MARPLE, senior vice president, Operations, TCO and
Gulf.
--STEVE WARNICK, senior vice president, Finance and Information
Services, TCO and Gulf.
--KATHLEEN O'LEARY, senior vice president, Human Resources and
Public Affairs, TCO and Gulf.
MERCHANT COMPANY
Patrick J. Mulchay, who will be president of Merchant Company--which
will include the combined company's electric generation and
transmission, wholesale natural gas and electric trading, gas supply
and storage, and gas exploration and production--has named the
following senior staff:
--JAMES K. ABCOUWER, senior vice president, Merchant Energy
Services, and president, TPC Corporation.
--THOMAS J. ARUFFO, vice president, Energy Supply Services.
--DAVID J. VAJDA, vice president, Finance and Administration.
--JERRY L. GODWIN, vice president, Electric Power Supply.
--W. HENRY HARMON, president, Columbia Natural Resources.
Harmon will report to Abcouwer.
PRIMARY ENERGY
Joseph L. Turner, who will remain president of Primary Energy, Inc.--
the nation's leading developer of on-site industrial power generation
-- has announced the following senior staff:
--DEAN H. HALL, vice president, Development.
--KENNETH FOLEY, vice president, Production and Maintenance.
--V. MICHAEL ALVERSON, vice president.
--A vice president of Marketing and Sales will be announced at
a later date.
NEW ENERGY COMPANY
Mark D. Wyckoff, who will be president of New Energy Company, the
combined company's distributed generation and electronic commerce
initiatives, has announced the following senior staff:
--ROBERT A. KRAMER, vice president and chief scientist.
--PETER DISSER, vice president.
--MICHAEL L. ZDYB, vice president.
--A vice president of Finance and Administration and an
additional vice president and director will be named later.
BUSINESS SERVICES
Stephen P. Smith, who will become president of Business Services,
consisting of the combined company's administrative and shared
services functions, has announced the following senior staff:
--JOHN O'BRIEN, vice president, Tax Services.
--MARY BLOOM, vice president, Supply Chain Services.
--ROBERT STUART, Chief Information Officer.
--GAIL HOROWSKI, vice president, Employee and Administration
Services.
--WILL CASTLE, director, Commercial Support Services.
--GARY BARNARD, chief accounting officer.
CORPORATE FINANCE
Michael W. O'Donnell, who will become executive vice president and
chief financial officer of the new NiSource, has announced the
following senior staff:
--JEFFREY W. GROSSMAN, vice president and Controller.
--DENNIS MCFARLAND, vice president, Finance and Planning.
--FRANCIS P. GIROT, JR., treasurer.
--DENNIS E. SENCHAK, vice president, Investor and Shareholder
Relations.
--ARTHUR PAQUIN, vice president, Audit.
--A Corporate Tax officer will be named later.
The new NiSource will serve more than 3.6 million gas and
electric customers primarily located in nine states. Its operations
will span the high-growth energy corridor extending from the Gulf of
Mexico through Chicago to New England, creating the largest natural
gas distributor east of the Rockies, with wholesale and retail
electric operations.
The NiSource/Columbia merger is on target to close by the end of
2000, pending approval by the U.S. Securities and Exchange Commission.
The combination was approved by the Federal Energy Regulatory
Commission in July, following necessary state actions regarding the
companies' distribution companies in Virginia, Pennsylvania, Maryland,
Indiana, Kentucky, Massachusetts, Ohio, Maine and New Hampshire. The
transaction also recently cleared the waiting period under the Hart-
Scott-Rodino Antitrust Improvements Act at the U.S. Department of
Justice and the Federal Trade Commission. Shareholders of both
companies approved the merger in June.
NiSource Inc. (NYSE: NI) is a holding company with headquarters in
Merrillville, Ind., whose primary business is the distribution of
electricity, natural gas and water in the Midwest and Northeastern
United States. The company also markets utility services and
customer-focused resource solutions along a corridor from Texas
through Chicago to Maine. More information about the company is
available on the Internet at www.nisource.com.
Columbia Energy Group (NYSE: CG), based in Herndon, Va., is one
of the nation's leading energy services companies. Its operating
companies engage in nearly all phases of the natural gas business,
including exploration and production, transmission, storage and
distribution, as well as propane and petroleum product sales and
electric power generation. More information about Columbia is
available on the Internet at www.columbiaenergygroup.com.
This release contains forward-looking statements within the
meaning of the federal securities laws. These forward-looking
statements are subject to various risks and uncertainties. The
factors that could cause actual results to differ materially from
the projections, forecasts, estimates and expectations discussed
herein include factors that are beyond the companies' ability to
control or estimate precisely, such as estimates of future market
conditions, the behavior of other market participants and the
actions of federal and state regulators.
Other factors include, but are not limited to, actions in the
financial markets, weather conditions, economic conditions in the
two companies' service territory, fluctuations in energy-related
commodity prices, conversion activity, other marketing efforts
and other uncertainties. These and other risk factors are
detailed from time to time in the two companies' SEC reports.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of
this release. The companies do not undertake any obligation to
publicly release any revisions to these forward-looking
statements to reflect events or circumstances after the date of
the document.
In addition to other documents filed with the Securities and
Exchange Commission by the two companies, NiSource and the new
holding company have filed a registration statement, which
contains a joint proxy statement for NiSource and Columbia Energy
Group. The final joint proxy statement/prospectus, dated April
24, 2000, is available and has been distributed to the companies'
shareholders. Investment and security holders are urged to read
the joint proxy statement/prospectus and other relevant documents
filed with the SEC because they contain important information.
Investors and security holders may receive the joint proxy
statement/prospectus and other documents free of charge at the
SEC's Web site, www.sec.gov, from NiSource Investor Relations at
801 East 86th Avenue, Merrillville, Indiana 46410 or at its Web
site, www.nisource.com, or from Columbia Investor Relations at
13880 Dulles Corner Lane, Herndon, Virginia 20171 or at its Web
site, www.columbiaenergygroup.com.
The biographies referred to in the above press release are as follows:
ARTHUR E. SMITH, JR., VICE PRESIDENT & ENVIRONMENTAL COUNSEL NISOURCE
Art Smith leads NiSource's comprehensive environmental excellence
program, which has gained the company national recognition for its
environmental programs. Smith joined NiSource in 1991 and was elected
environmental officer and counsel in 1998.
Smith serves on the boards of directors of the Nature Conservancy,
Indiana Chapter, the Indiana Environmental Institute and the Indiana
Dunes Environmental Learning Center. He was appointed by the governor
of Indiana to the Environmental Quality Service Council and serves on
the advisory committees to the Great Lakes Radio Consortium and to
Illinois/Indiana Sea Grant.
Prior to joining NiSource, Smith was the chief civil litigation
specialist with the U.S. Environmental Protection Agency in Chicago
and assistant U.S. attorney for the Northern District of Illinois.
Smith earned a bachelor s degree in biology from Columbia College, New
York; two master s degrees in environmental sciences from Columbia
University, New York; and a juris doctorate from the Seattle
University School of Law, Washington.
MARIA P. HIBBS, VICE PRESIDENT, CORPORATE COMMUNICATIONS
NiSource
Maria Hibbs has more than 20 years of experience in multiple facets of
internal and external business communications. She has led NiSource's
Corporate Communications department whose primary responsibilities
include corporate branding and reputation management, media relations,
employee communications, advertising, graphic design, Web site
development, multimedia services and event planning.
Hibbs, former director of public affairs at Chicago-based Inland Steel
Industries, joined NiSource in 1998. Her career, including 13 years
with Inland, incorporates many elements of the communications
industry: newspaper reporting, government affairs, community
relations, audio-visual and video program development, publications,
media relations and event planning. She has also served as an adjunct
professor at Northwestern University s Medill School of Journalism and
has taught journalism at Valparaiso University.
Hibbs is involved in a wide range of local and national community and
business activities, including the public relations committee of the
American Gas Association and the board of trustees of the Indiana
Symphony Orchestra. She also serves on the Board of Governors for the
Metropolitan Planning Council (Chicago).
Hibbs has a doctorate degree in public policy analysis from the
University of Illinois at Chicago, as well as a master s degree in
journalism from Ball State University and a bachelor s degree in
journalism and English from Valparaiso University.
Dennis E. Senchak, Vice President Investor & Shareholder Relations
NiSource
Dennis Senchak has an extensive background in all facets of corporate
and utility industry management and serves as financial spokesperson
for NiSource Inc. He has served as assistant treasure for NiSource
since 1994.
Senchak began his career at Northern Indiana Public Service Company, a
subsidiary of NiSource, in 1968 as an Electric Field Engineer and
served in various positions of increasing responsibility within its
Engineering, Operations, Marketing and Sales areas. He became director
of Investor Relations for NiSource in 1990.
He is active in various industry organizations including the American
Gas Association, Association of Iron and Steel Engineers, American
Society of Metals, Edison Electric Institute and the Institute of
Electrical and Electronic Engineers. He has also served on the board
of directors of Metro Metals Corporation.
Senchak earned a bachelor of science degree in Electrical Engineering
from Purdue University.
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