Filed by: NiSource Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Columbia Energy Group
Commission File No: 001-01098
On March 13, 2000, NiSource distributed the following news item
to its employees. The news item was posted on NiSource's intranet and
included in NiSource's daily newsletter, "The FLASH."
TEXT OF NEWS ITEM
MARCH 13, 2000
LEADERS NAMED TO MERGER TRANSITION TEAM....
NiSource and Columbia have named two representatives from each company
to lead a merger transition team, as called for in the definitive
merger agreement the two companies announced Feb. 28.
Steve Adik, senior executive vice president, chief financial officer
and treasurer of NiSource, and Jim Abcouwer, senior vice president of
NiSource and president and chief executive officer of EnergyUSA,
NiSource's unregulated company, were appointed by NiSource Chairman,
President and Chief Executive Officer Gary Neale. Columbia's
representatives, appointed by Columbia Energy Group Chairman Rick
Richard, are Mike O'Donnell, chief financial officer, and Dennis
McFarland, chief financial officer of Columbia's largest utility,
Columbia Gas of Ohio.
Neale and Richard pointed out that NiSource's Adik and Columbia's
O'Donnell hold the same key finance positions and that Abcouwer and
McFarland provide the transition team with insight into NiSource and
Columbia operations.
"Steve and Jim provide the team with key perspectives on implementing
our plan to fuel the future," Neale said. "Rick Richard and I will be
discussing the makeup of the rest of the transition team shortly.
Working with the four team leaders, we'll be able to set the structure
and get started."
The merger, subject to the approval of shareholders and certain state
and federal regulators, is expected to be complete by the end of 2000.
This news item contains certain 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 may 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 the 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 territories, fluctuations in
energy-related commodity prices, conversion activity, other
marketing efforts and other uncertainties. 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 news item. 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 this news item. Readers
are cautioned not to place undue reliance on these forward-
looking statements, which speak only as of the date of this
news item. 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 this news item.
NiSource and the new holding company will be filing a
registration statement, which will contain a joint proxy
statement/prospectus of NiSource and Columbia Energy, and
other documents with the Securities and Exchange Commission.
Investors and security holders are urged to read the joint
proxy statement/prospectus and any other relevant documents
filed with the SEC when they become available because they
will contain important information. Investors and security
holders will be able to 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 from Columbia Investor Relations at 13880 Dulles
Corner Lane, Herndon, Virginia 20171.
