SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ___________ to _____________
Commission file number 1-8353
NUI CORPORATION SAVINGS AND INVESTMENT PLAN
NUI Corporation
550 Route 202-206
P.O. Box 760
Bedminster, New Jersey 07921-0760
NUI CORPORATION
SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1999 AND 1998
TOGETHER WITH
AUDITORS' REPORT
NUI CORPORATION
SAVINGS AND INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
Page
Report of Independent Public Accountants
Financial Statements:
Statement of Net Assets Available for Benefits 1
Statement of Changes in Net Assets Available for Benefits 2
Notes to Financial Statements 3-6
Supplemental Schedules:
I. - Item 27a-Schedule of Assets Held for
Investment Purposes at December 31, 1999 7
All other supplemental schedules are omitted since they are not
applicable or are not required based on the disclosure
requirements of the Employee Retirement Income Security Act of
1974 and the applicable regulations issued by the Department of
Labor.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Administrative Committee of the NUI Corporation Savings
and Investment Plan:
We have audited the accompanying statements of net assets
available for benefits of the NUI Corporation Savings and
Investment Plan (the "Plan") as of December 31, 1999 and 1998,
and the related statement of changes in net assets available for
benefits for the year ended December 31, 1999. These financial
statements and the schedule referred to below are the
responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements and schedules
based on our audit.
We conducted our audits in accordance with auditing standards
generally accepted in the United States. Those standards require
that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for benefits of the Plan as of December 31, 1999 and
1998, and the changes in its net assets available for benefits
for the year ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
supplemental schedule of assets held for investment purposes is
presented for purposes of additional analysis and is not a
required part of the basic financial statements but is
supplementary information required by the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The supplemental
schedule has been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion,
is fairly stated in all respects in relation to the basic
financial statements taken as a whole.
ARTHUR ANDERSEN LLP
New York, New York
June 22, 2000
NUI CORPORATION
SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 1999 and 1998
1999 1998
Assets
Investments at Market Value
(See Note 3) $47,816,307 $49,423,045
Loans to Participants 1,214,999 1,277,017
Accrued Income 1,138 -
---------- ----------
Total Assets 49,032,444 50,700,062
Liabilities
Accrued Liability (45,283) -
---------- ----------
Net Assets Available for
Benefits $48,987,161 $50,700,062
========== ==========
The accompanying notes to financial statements are an integral
part of this statement.
NUI CORPORATION
SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Years Ended December 31, 1999 and 1998
1999
Additions to Net Assets Attributed to:
Investment Income:
Net Appreciation (Depreciation) in Market
Value of Investments $ 4,740,063
Realized Loss (771,420)
Dividends 2,364,526
Loan Repayment - Interest 102,053
Accrued Income 1,138
Other Interest 573
----------
6,436,933
Contributions:
Participants' 2,075,801
Employer's 759,662
Rollovers 291,106
----------
3,126,569
Inter-fund Transfers and Other Credits 3,998,490
-----------
Total Additions 13,561,992
----------
Deductions to Net Assets Attributed to:
Benefit Payments to Participants (7,523,084)
Withdrawals (371,454)
Expenses (24,555)
Inter-fund Transfers and Other Debits (7,355,800)
-----------
Total Deductions (15,274,893)
------------
Net Decrease (1,712,901)
Net Assets Available for Benefits:
Beginning of Year 50,700,062
-----------
End of Year $ 48,987,161
============
The accompanying notes to financial statements are an integral
part of this statement.
NUI CORPORATION
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
For the Years Ended December 31, 1999 and 1998
1. Summary Description of Plan
The NUI Corporation Savings and Investment Plan (the Plan) is a
defined contribution plan covering eligible employees of NUI
Corporation and its subsidiaries (the Company). The Plan, as
amended, conforms to the requirements of the Employee Retirement
Income Security Act of 1974, as amended. The following
description provides only general information. See the Plan
agreement for a more complete description.
The plan allows eligible employees who participate to make
"basic" contributions of up to 6% of their annual base pay, which
are matched by contributions by the Company. Participants
investing in the NUI Stock Fund are matched by the Company at 60%
of their "basic" contributions. "Basic" contributions invested
in all other funds are matched by the Company at 50%. The
matching percentage cannot be less than 25%. Participants may
make additional contributions of up to 10% of their annual base
pay, providing these contributions do not exceed limits imposed
by the Internal Revenue Code of 1986, as amended (the Code).
These additional contributions are not matched by the Company.
Contributions may be made on a before-tax or after-tax basis as
permitted by tax regulations.
If a participant of the Plan receives a lump sum distribution
from a qualified pension, savings or profit sharing plan of a
previous employer, a "rollover" contribution by the participant
of the taxable amount of the lump sum distribtuion may be made to
the Plan.
Company contributions are invested in the NUI Stock Fund, unless
the participant has reached age 55, whereby they can direct the
investment of these contributions into any fund. Participant
contributions may be invested in the following funds: Barclays
Global Investors Asset Allocation Fund, Barclays Global Investors
S&P 500 Stock Fund, Lord Abbett Developing Growth Fund, Inc.,
Merrill Lynch Aggregate Bond Index Fund, Merrill Lynch Income
Accumulation Fund Trust, NUI Stock Fund, Oppenheimer Global
Growth and Income Fund, and Wells Fargo Large Company Growth Fund
as designated by the participants. A Plan participant is vested
at all times in the amount of his/her contributions and earnings
thereon. A participant becomes 50% vested in the Company
contributions after 36 months of service, 75% after 48 months of
service and 100% after 60 months of service. An eligible
employee with five or more years of service with the Company
becomes fully vested upon entering the Plan. A participant also
becomes fully vested upon attaining his/her normal retirement
date as an employee, or upon his/her death or disability.
Forfeitures of a participant's non-vested account balances can be
used to pay Plan fees and/or reduce Company contributions, as
directed by the Plan Administrator. Forfeitures during the years
ended December 31, 1999 and 1998 were $0 and $6,000,
respectively. Participants may borrow up to 50% of the value of
the vested portion of their accounts, excluding the Company match
portion of their accounts, as calculated on the effective date of
the loan, up to a maximum of $50,000. The interest rate is the
prime rate plus 1% at the time of the loan. The term of the loan
cannot exceed five years, nor be less than one year. If a
participant's employment is terminated for any reason, the
remaining unpaid loan balance becomes immediately due and
payable, and if unpaid, may become a taxable distribution. Loan
repayments are credited to a participant's account based upon the
participant's investment election for new contributions.
Although it has not expressed any intent to do so, the Company
has the right under the Plan agreement to terminate the Plan.
Upon termination, all employees would become 100% vested and
benefits would be distributed to participants.
2. Significant Accounting Policies
The financial statements have been prepared on the accrual basis
of accounting.
The Company's management has made a number of estimates and
assumptions relating to the reporting of investments. Actual
results could differ from those estimates.
In September 1999, the Financial Accounting Standards Board
cleared for adoption Statement of Position (SOP) 99-3,
"Accounting for and Reporting Certain Defined Contribution
Benefit Plan Investments and Other Disclosure Matters". This SOP
eliminates the previous requirement for a defined contribution
plan to present plan investments by general type for participant-
related investments in the statement of net assets available for
benefits; it eliminates the requirement for a defined
contribution plan to disclose participant-directed investment
programs and eliminates the requirement to disclose the total
number of units and the net asset value per unit during the
period, and at the end of the period, by defined contribution
pension plans that assign units to participants; it requires a
defined contribution plan to identify nonparticipant-directed
investments that represent 5% or more of net assets available for
benefits; and it eliminates the requirement for defined
contribution plans, including both health and welfare benefit
plans and pension plans, to disclose benefit-responsive
investment contracts by investment fund option. This SOP is
effective for plan years ending after December 15, 1999 and has
been adopted by NUI Corporation.
The Plan's investments in each Investment Fund are maintained in
shares/units. The market value of the Insured Money Market Fund
and loans to participants are based on cost, which approximates
market value. The market value of the Merrill Lynch Income
Accumulation Fund Trust is determined in good faith and in the
best judgment of the investment officers of Merrill Lynch Trust
Company (Merrill Lynch) in accordance with accepted practices,
applicable laws and regulations, and procedures formulated by
Merrill Lynch. The market value of the NUI Stock Fund is based on
the published market quotation of the Fund's underlying assets.
The market values of the remaining funds are based on their
published quotations.
In accordance with generally accepted accounting principles,
distributions are recorded when paid. There were no
distributions payable to participants at December 31, 1999 and
1998.
Recordkeeping, investment fund election changes, and loan fees
are paid by the participants from their accounts. Investment
management fees are also paid by the participants and are
included as a reduction of the investment return. All other fees
of the Plan (e.g. legal, accounting, tax, etc.) are paid by the
Company.
Plan assets are invested in various mutual funds, any of which
could from time-to-time utilize financial derivatives. Generally
accepted accounting principles require the investment managers of
such funds to list in their financial statements the amount and
purpose of such derivatives. Upon request, participants can be
provided with copies of the funds' financial statements directly
from Merrill Lynch and should refer to these for information on
this issue. Derivative securities are not used for speculative
purposes. When derivatives are used, it is simply to manage a
fund into a market-neutral position, to attempt to match the
return of a stated benchmark.
3. Investment Funds
On December 1, 1999, the Plan liquidated and sold the Barclays
Global Investors LifePath Funds, Templeton Foreign Fund, and KCS
Stock Fund. Account balances invested in those funds were
transferred into the following alternative funds, respectively:
Barclays Global Investors Asset Allocation Fund, Oppenheimer
Global Growth and Income Fund, and Lord Abbett Developing Growth
Fund, Inc.
Also during 1999, the Norwest Large Company Growth A Fund was
renamed Wells Fargo Large Company Growth Fund.
The Plan currently consists of the following funds:
Barclays Global Investors Asset Allocation Fund - This fund seeks
to achieve a high level of total return while controlling risk
and invests in a mix of S&P Index stocks, long-term Treasury
bonds, and money market instruments.
Barclays Global Investors S&P 500 Stock Fund - This fund attempts
to match the performance of the S&P 500 Index by investing in a
broad array of established U.S. companies in substantially the
same percentages as the Index.
Lord Abbett Developing Growth Fund, Inc. - This fund seeks long-
term growth of capital and invests at least 65% of its total
assets in the common stocks of companies in the "developing
growth" phase of corporate growth. These companies are almost
always small and are characterized by a dramatic rate of growth.
Merrill Lynch Aggregate Bond Index Fund - This fund seeks to
provide investment results that replicate the total return of the
Lehman Brothers Aggregate Bond Index. This Index is made up of
primarily dollar-denominated investment grade fixed-income
securities.
Merrill Lynch Income Accumulation Fund Trust - This fund seeks to
provide preservation of capital, liquidity and current income at
a level that is typically higher than that provided by money
market funds. The Trust invests primarily in a diversified
portfolio of Guaranteed Investment Contracts.
NUI Stock Fund - This fund is invested and dividends are
reinvested in common stock of NUI Corporation.
Oppenheimer Global Growth and Income Fund - This fund seeks
capital appreciation, consistent with preservation of principal,
while providing current income.
Wells Fargo Large Company Growth Fund - This fund seeks long-term
capital appreciation and invests primarily in the common stock of
large, high-quality domestic companies that have superior growth
potential. The fund may also invest up to 20% of its total
assets in securities of foreign issuers.
The Plan also uses an Insured Money Market Fund as a pass-through
of amounts in and out of the Investment Funds. This fund had a
negative balance of ($45,283) as of December 31, 1999. Interest
and other income earned by the Investment Funds are reinvested by
the Trustee in accordance with the terms of the Plan.
The following are investments that represent 5% or more of the
Plan's net assets:
December 31,
1999 1998
NUI Stock Fund, 1,456,281 and 1,582,784
shares/units, respectively $19,339,414 $20,592,021
Barclays Global Investors S&P 500 Stock
Fund, 309,270 and 302,385 shares/units, $ 8,359,576 $7,441,704
respectively
Barclays Global Investors Asset
Allocation Fund, 618,254 and 474,835
shares/units, respectively $7,771,459 $6,714,170
Merrill Lynch Income Accumulation Fund,
451,246 and 593,151 shares/units,
respectively $7,081,142 $8,786,290
Wells Fargo Large Company Growth Fund,
60,356 and 63,256 shares/units,
respectively $4,271,424 $3,446,164
4. Federal Income Taxes
The Internal Revenue Service issued a determination letter, dated
July 22, 1995, which stated that the Plan, as designed, met the
requirements of Section 401(a) of the Internal Revenue Code and
was exempt from taxation. Management and Counsel believe the
Plan continues to operate in accordance with IRS regulations and
therefore continues to be tax exempt.
Under present Federal income tax law, a participant is not taxed
currently on any before-tax contributions or Company
contributions to the Plan, income earned by the Plan, or gain on
the sale of securities held by the Plan until the participant's
account is distributed to him/her or made available to him/her
without restriction. Participants are taxed currently on the
amount of their after-tax contributions.
EIN #22-1869941 Schedule I
PLAN #002
NUI Corporation
Savings and Investment Plan
Item 27a - Schedule of Assets
Held for Investment Purposes
At December 31, 1999
Identity of Description of Shares/ Historical Current
Issue Investment Units Cost Value
Merrill Lynch
Trust Company*
Insured Money Market - $ (45,283) $ (45,283)
Fund
Barclays Global 618,255 $8,634,502 $7,771,459
Investors Asset
Allocation Fund
Barclays Global 309,270 $7,758,258 $8,359,576
Investors S&P 500
Stock Fund
Lord Abbett 15,129 $275,900 $309,532
Developing Growth
Fund, Inc.
Merrill Lynch 386 $3,809 $3,805
Aggregate Bond Index
Fund
Merrill Lynch Income 451,247 $6,721,618 $7,081,143
Accumulation Fund
Trust
NUI Stock Fund 1,456,281 $19,868,513 $19,339,414
Oppenheimer Global 23,350 $619,164 $679,956
Growth and Income
Fund
Wells Fargo Large 60,356 $3,384,327 $4,271,425
Company Growth Fund
Participants' Loans, at interest - $1,214,997 $1,214,997
Loans* rates ranging from
8.75% to 9.25%
* Represents a party in interest for the year ended December 31, 1999.
The accompanying notes to financial statements are an
integral part of this schedule.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly
authorized.
NUI CORPORATION
June 28, 2000 James R. Van Horn
Plan Administrator
June 28, 2000 Robert F. Lurie
Plan Sponsor
