UNITED STATES
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): March 14, 1995
NUI Corporation
(Exact Name of Registrant as Specified in its Charter)
New Jersey
(State or Other Jurisdiction of Incorporation)
1-8353 22-1869941
(Commission File (I.R.S. Employer
Number) Identification Number)
550 Route 202-106, P.O. Box 760, Bedminster, New Jersey 07921-0760
(Address of Principal Executive Offices) (Zip Code)
(718) 781-0500
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Exhibit Index at Page 4<PAGE>
Item 1. Changes in Control of Registrant
Not applicable.
Item 2. Acquisition or Disposition of Assets
Not applicable.
Item 3. Bankruptcy or Receivership
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant
Not applicable.
Item 5. Other Events
The attached Press Release of NUI Corporation, dated March 14,
1995, is incorporated by reference herein.
Item 6. Resignation of Registrant's Directors
Not applicable.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
Exhibit 99 -- Press Release of NUI Corporation, dated
March 14, 1995
Item 8. Change in Fiscal Year
Not applicable.
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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 hereunto duly authorized.
NUI CORPORATION
By /S/ Joseph P. Coughlin
Name Joseph P. Coughlin
Title Senior Vice President & Secretary
Date: March 15, 1995
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EXHIBIT INDEX
Page No.
99 Press Release of NUI Corporaton, dated March 14, 1995 5-6
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EXHIBIT 99
For Immediate Release
NUI CORPORATION HOLDS ANNUAL MEETING
RESTRUCTURING PLAN ANNOUNCED
Union, N.J. -- March 14, 1995 -- NUI Corporation (National Utility
Investors; NYSE: NUI) hosted its 141st Annual Meeting of Shareholders
today at the company's Elizabethtown Gas offices in Union, N.J. During
the planned remarks, John Kean, Chairman and Chief Executive Officer of
NUI Corporation, reviewed the company's results during the past year and
highlighted the entrance of "change" and "competition" in the gas
distribution industry, marked by the end of the monopolistic era.
Kean, Jr. Named CEO
John Kean, Jr., 37, who serves as President and Chief Operating
Officer of the multi-state utility was earlier in the day named Chief
Executive Officer, effective April 1, succeeding his father. Mr. Kean,
Jr. was also elected to the NUI Board of Directors. (See related
announcement). During the Annual Meeting, Kean, Jr. outlined the
company's plan to restructure operations and updated shareholders on
cost-cutting and other streamlining efforts, designed to further
strengthen NUI's operating position in the years to come.
Consolidation of Pennsylvania & Southern and City Gas divisions
Mr. Kean, Jr. announced the merger of the company's Pennsylvania &
Southern Gas Company and City Gas Company of Florida divisions to create
a Southern Division and eliminate certain redundancies within the
Corporation. Lyle C. Motley, Jr., 53, currently President of
Pennsylvania & Southern Gas Company, was named President of the Southern
Division, also effective April 1.
The Southern Division will be based in Hialeah, Florida and will
serve the 114,000 customers of City Gas Company of Florida, North
Carolina Gas Service, Elkton Gas Service, Valley Cities Gas Service, and
Waverly Gas Service. The service area will encompass over 1,500 square
miles.
Following the relocation of key personnel and consolidation of
divisional functions, the Sayre, Pennsylvania office, formerly the
corporate offices of Pennsylvania & Southern Gas Company, will be
closed.
Change and Competition
As part of today's meeting, the company featured a series of
displays documenting the changes the gas distribution industry has
undergone over the years. Included in the displays were discussions of
the shift in the regulatory framework, the advent of transportation or
"unbundled" service in New Jersey, and the profound changes affecting
the gas supply component of the industry, as well as features of new NUI
customers.
In his comments, Mr. Kean, Jr. noted, "We are excited and ready to
compete in the new gas marketplace. Operating in one of the first states
to unbundle the commercial market, NUI is provided a unique opportunity
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to be one of the first utilities in the United States to gain
experiences in this new level of deregulation."
Elizabethtown Gas Company Restructures
Kean, Jr. also announced the restructuring of the New Jersey
division's operations to facilitate greater operational and customer
service efficiency. Effective April 1, David Vincent, 51, formerly Chief
Financial Officer of NUI Corporation, will join Elizabethtown Gas as
Senior Vice President, to oversee common service functions for NUI,
including Management Information Systems, Marketing support, Risk
Management and Purchasing. Mary Patricia Keefe and Richard O'Neill,
currently Group Vice Presidents of Elizabethtown Gas, were also named
Senior Vice Presidents of Elizabethtown Gas.
Early Retirement Program Results Announced
Kean, Jr. also reviewed the results of the company's early
retirement programs, instituted in the New Jersey and Pennsylvania &
Southern divisions to reduce workforce. The company has achieved its
target of a 10 percent reduction in workforce, including 95 participants
in the early retirement programs. Kean, Jr. announced the company will
take a pre-tax charge of $4.1 million in the second quarter to reflect
costs associated with the program. Going forward, this reduction in
workforce is expected to generate approximately $3.4 million (pre-tax)
in annual savings.
Complementing the company's workforce reduction efforts, Kean
highlighted savings achieved through administrative changes in the
company's health plans and results from the company's renegotiation of
labor contracts in November, which resulted in greater operating
flexibility.
Shareholders Approve All Proposals Set Forth by Management
During the Annual Meeting, shareholders approved all proposals set
forth by management.
NUI Corporation (National Utility Investors; NYSE: NUI), based in
Bedminster, N.J., is a multi-state gas utility serving over 347,000
customers in six states. The company's operating divisions include
Elizabethtown Gas Company, City Gas Company of Florida, North Carolina
Gas Service, Valley Cities Gas Service (PA), Waverly Gas Service (NY)
and Elkton Gas Service (MD).
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Contact: Alexandra Pruner
908/719-4222
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