<PAGE> 1
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)
JULY 23, 1998
ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
TEXAS AND VIRGINIA 75-1743247
-------------------- ------------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
1800 THREE LINCOLN CENTRE, 5430
LBJ FREEWAY, DALLAS, TEXAS 75240
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(Address of Principal Executive (Zip Code)
Offices)
Registrant's Telephone Number, Including Area Code
(972) 934-9227
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------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On July 23, 1998, Atmos Energy Corporation announced in a news release
its earnings and other related financial information for the quarter ended June
30, 1998.
On July 23, 1998, Atmos Energy Corporation announced in a news release
its pricing of a $150 million debt offering together with other information
related to the offering.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 News Release of Atmos Energy Corporation dated
July 23, 1998.
99.2 News Release of Atmos Energy Corporation dated
July 23, 1998.
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SIGNATURE
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.
ATMOS ENERGY CORPORATION
(Registrant)
DATE: July 24, 1998 By: /s/ Glen A. Blanscet
--------------------
Glen A. Blanscet
Vice President,
General Counsel and
Corporate Secretary
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INDEX TO EXHIBITS
Exhibit Item Page
- ------- ---- ----
99.1 News Release of Atmos Energy Corporation dated July 23, 1998. 5
99.2 News Release of Atmos Energy Corporation dated July 23, 1998. 7
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EXHIBIT 99.1
[ATMOS ENERGY CORPORATION LETTERHEAD AND LOGO APPEAR HERE]
DATE: July 23, 1998 MEDIA & INVESTOR/ANALYST
CONTACT: Lynn Hord (972) 855-3729
FOR RELEASE: Immediately
ATMOS ENERGY REPORTS EARNINGS INCREASE
IN THIRD QUARTER
Dallas, Texas - Atmos Energy Corporation (NYSE: ATO) today reported net income
of $1.7 million or $.06 per share for its third quarter ended June 30, 1998.
This compares with a loss of $3.0 million or ($.10) per share for the same
period in fiscal 1997. The Company reported net income of $59.2 million or $1.98
per share for the nine months ended June 30, 1998, compared with $45.8 million
or $1.55 per share for the same period in fiscal 1997.
Earnings increased in the third quarter of 1998 despite weather that was 34%
warmer than the same period last year. The increase in third quarter earnings is
primarily attributable to lower operation and maintenance expenses resulting
from the company's reorganization and integration activities, the increase in
gas sales in West Texas for powering engines for irrigation pumps and an
increase in the earnings contribution from the company's 45% interest in
Woodward Marketing LLC, its gas services affiliate. Woodward's results improved
due to higher gas sales as well as benefits of better average margins.
Irrigation volumes increased more than 95% in the current quarter as compared to
the same period last year. The third quarter also benefited from the sale of an
airplane, acquired in the United Cities Gas Company merger. The sale of the
airplane added $0.5 million to net income or about $.02 per share. The proceeds
from the sale of the airplane were used to reduce short-term debt.
"Our third quarter financial results continue the earnings momentum already
shown in 1998 from continuing growth and the success of our reorganization and
United Cities integration initiatives. Increased irrigation sales in West Texas
resulting from the hot, dry weather in that area also benefited third quarter
results," said Robert W. Best, chairman, president and chief executive officer
of Atmos.
Atmos Energy Corporation of Dallas, Texas, distributes natural gas and propane
to more than one million customers in 13 states through its operating divisions
- - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company, United
Cities Gas Company, Western Kentucky Gas Company and Atmos Propane Inc.
More....
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ATMOS ENERGY CORPORATION
FINANCIAL HIGHLIGHTS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended June 30 Nine Months Ended June 30
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Statements of Income
(000's except per share)
Operating revenues $ 137,311 $ 143,713 $ 721,192 $ 786,974
Purchased gas 79,945 84,167 440,254 505,911
--------- --------- --------- ---------
Gross profit 57,366 59,546 280,938 281,063
Operation & maintenance expense 29,940 37,967 103,977 125,440
Depreciation and amortization 12,332 11,809 36,116 34,874
Taxes, other than income 7,212 7,295 24,808 25,607
Income taxes 951 (2,124) 35,945 27,500
--------- --------- --------- ---------
Total operating expenses 50,435 54,947 200,846 213,421
Operating income 6,931 4,599 80,092 67,642
Other income 2,536 824 5,540 3,926
Interest charges, net 7,791 8,442 26,436 25,806
--------- --------- --------- ---------
Net income (loss) $ 1,676 $ (3,019) $ 59,196 $ 45,762
========= ========= ========= =========
Basic net income (loss) per share $ .06 $ (.10) $ 1.99 $ 1.56
========= ========= ========= =========
Diluted net income (loss) per share $ .06 $ (.10) $ 1.98 $ 1.55
========= ========= ========= =========
Cash dividends per share $ .265 $ .252 $ .795 $ .755
========= ========= ========= =========
Weighted average shares outstanding:
Basic 29,910 29,464 29,739 29,361
Diluted 29,941 29,507 29,948 29,506
</TABLE>
<TABLE>
<CAPTION>
Balance Sheet Items (000's) June 30,1998 Sept. 30, 1997
- --------------------------- ------------ --------------
<S> <C> <C>
Property, plant and equipment $1,410,911 $1,332,672
Net property, plant and equipment 888,280 849,127
Total assets 1,116,838 1,088,311
Shareholders' equity 378,394 327,260
</TABLE>
<TABLE>
<CAPTION>
Quarter Ended Quarter Ended
Statistics June 30, 1998 June 30, 1997
- ---------- ------------- -------------
<S> <C> <C>
Heating degree days 304 463
Percent of normal 96% 146%
Total throughput (MMcf as metered) 38,339 39,788
Propane - gallons (000's) 3,462 3,176
Natural gas meters 1,004,610 986,945
Propane customers 30,619 29,097
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Total customers 1,035,229 1,016,042
</TABLE>
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EXHIBIT 99.2
[ATMOS ENERGY CORPORATION LETTERHEAD AND LOGO APPEAR HERE]
DATE: July 23, 1998 MEDIA & INVESTOR/ANALYST
CONTACT: Lynn Hord (972) 855-3729
FOR RELEASE: Immediately
ATMOS ENERGY ANNOUNCES $150 MILLION DEBT OFFERING
Dallas, Texas - Atmos Energy Corporation (NYSE: ATO) announced today that it has
priced a $150 million debt offering of its debentures which mature in 2028. This
is the first public debt program issued by Atmos. The coupon rate for the
debentures is 6.75%, and the net interest cost to Atmos is 6.89%. The debentures
were offered at 99.115% of principal amount. Net proceeds will be used to repay
Atmos' short-term debt. Atmos' debentures are rated A3 by Moody's and A- by
Standard & Poor's.
Underwriters for the offering are Merrill Lynch & Co., NationsBanc Montgomery
Securities LLC, and Edward D. Jones & Co., L.P. The debentures have been
approved for listing on the New York Stock Exchange, subject to official notice
of issuance.
Atmos Energy Corporation of Dallas, Texas, distributes natural gas and propane
to more than one million customers in 13 states through its operating divisions
- - Energas Company, Greeley Gas Company, Trans Louisiana Gas Company, United
Cities Gas Company, Western Kentucky Gas Company and Atmos Propane, Inc.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful under the securities
law of any such state. Copies of the prospectus relating to the offering may be
obtained from Merrill Lynch & Co., 1221 McKinney Street, Suite 2750, Houston, TX
77010; NationsBanc Montgomery Securities LLC, 9 West 57th Street, 48th Floor,
New York, NY 10019; and Edward D. Jones & Co., L.P., 12555 Manchester Road, St.
Louis, MO.
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