EXHIBIT D-7
COMMONWEALTH OF KENTUCKY
BEFORE THE PUBLIC SERVICE COMMISSION
IN THE MATTER OF:
JOINT APPLICATION OF NISOURCE INC., NEW )
NISOURCE INC., COLUMBIA ENERGY GROUP AND ) CASE NO. 2000-129
COLUMBIA GAS OF KENTUCKY, INC. FOR )
APPROVAL OF A MERGER.
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JOINT APPLICATION
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NiSource Inc. ("NiSource"), New NiSource Inc. ("New NiSource"), Columbia
Energy Group ("Columbia Energy") and Columbia Gas of Kentucky, Inc. ("Columbia
Gas of Kentucky") (collectively referred to as "Applicants") hereby request that
the Public Service Commission of Kentucky ("Commission") approve a transaction
that will result in the transfer of ownership and control of Columbia Energy and
Columbia Gas of Kentucky all in accordance with the terms of the Agreement and
Plan of Merger Between Columbia Energy Group and NiSource Inc., dated February
27, 2000 as amended and restated on March 31, 2000 ("the Agreement"). A copy of
the Agreement is attached hereto as Attachment A. This Joint Application is
filed with the Commission pursuant to Kentucky Revised Statutes ss. 278.020(4)
and (5).
I. APPLICANTS
1. NiSource is a corporation organized under the laws of the state of
Indiana. The post office address for NiSource is 801 East 86th Avenue,
Merrillville, IN 46410. A certified copy of NiSource's Certificate of
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Incorporation and all amendments thereto is attached hereto as Attachment B.
NiSource is an energy and utility-based holding company that provides natural
gas, electricity and water to the public for residential, commercial and
industrial uses in the Midwest and Northeast United States. NiSource also
markets utility services and customer-focused resource solutions along a
corridor stretching from Texas to Maine. NiSource has five energy utility
subsidiaries: Northern Indiana Public Service Company, Kokomo Gas and Fuel
Company and Northern Indiana Fuel and Light Company, Inc., all of which serve
customers in Indiana; Bay State Gas Company serving natural gas customers in
Massachusetts; and Northern Utilities, Inc. serving natural gas customers in New
Hampshire and Maine. NiSource is a public utility holding company, but it is
currently exempt from registration with the United States Securities and
Exchange Commission ("SEC") under Section 3(a)(1) of the Public Utility Holding
Company Act of 1935 ("the 1935 Act") pursuant to an order dated February 10,
1999. This order exempts NiSource from most of the provisions of the 1935 Act.
Neither NiSource nor any of its direct or indirect subsidiaries is a utility
regulated by the Commission pursuant to KRS ss. 278.010(3).
2. New NiSource is a corporation organized under the laws of the state of
Delaware. The post office address for New NiSource is 801 East 86th Avenue,
Merrillville, IN 46410. A certified copy of New NiSource's Certificate of
Incorporation and all amendments thereto is attached hereto as Attachment C. New
NiSource was organized as a wholly-owned subsidiary of NiSource. Following
completion of the merger, New NiSource will register as a holding company under
the 1935 Act. New NiSource is not a utility regulated by the Commission pursuant
to KRS ss. 278.010(3).
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3. Columbia Energy (formerly known as The Columbia Gas System, Inc.) is a
corporation organized under the laws of the state of Delaware. The post office
address for Columbia Energy is 13880 Dulles Corner Lane, Herndon, VA 20171-4600.
A certified copy of Columbia Energy's Restated Certificate of Incorporation and
all amendments thereto is attached hereto as Attachment D. Columbia Energy's
operating companies engage in all phases of the natural gas business including
exploration and production, transmission, storage and distribution, as well as
retail energy marketing, propane and petroleum product sales, and electric power
generation. In addition to Columbia Gas of Kentucky, Columbia Energy's natural
gas distribution subsidiaries serve customers in Maryland, Ohio, Pennsylvania
and Virginia. Columbia Energy is a holding company registered under the 1935 Act
and is subject to all regulatory requirements applicable to such companies under
the 1935 Act. Columbia Energy is not a utility regulated by the Commission
pursuant to KRS ss. 278.010(3).
4. Columbia Gas of Kentucky is a corporation organized under the laws of
the Commonwealth of Kentucky. The post office address for Columbia Gas of
Kentucky is 2001 Mercer Road, P.O. Box 14241, Lexington, KY 40512-4241. A
certified copy of Columbia Gas of Kentucky's Articles of Incorporation and all
amendments thereto is attached hereto as Attachment E. Columbia Gas of Kentucky
is a utility regulated by the Commission under KRS ss. 278.010(3), and presently
serves over 141,000 customers in 31 Kentucky counties.
5. The current organizational structure of both NiSource and Columbia
Energy is depicted in the chart attached hereto as Attachment F.
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II. THE TRANSACTION
6. On February 27, 2000, the Boards of Directors of NiSource and Columbia
Energy held meetings and each approved the Agreement. The Agreement was amended
and restated on March 31, 2000. The Agreement provides for a business
combination of NiSource and Columbia Energy involving the creation of a new
holding company by NiSource, currently named New NiSource. New NiSource has
formed two subsidiaries, Parent Acquisition Corporation and Company Acquisition
Corporation. Under the Agreement, Parent Acquisition Corporation and Company
Acquisition Corporation will be merged with and into NiSource and Columbia
Energy, respectively. After the merger, NiSource and Columbia Energy will become
wholly owned subsidiaries of New NiSource. Immediately after these mergers,
NiSource will merge into New NiSource. New NiSource will then change its name to
"NiSource Inc." and serve as a holding company for Columbia Energy and the
current subsidiaries of NiSource. This post-merger corporate structure is
depicted in the chart attached hereto as Attachment G. An alternative structure
is described in paragraph 9 of this Joint Application. Under either structure,
Columbia Gas of Kentucky will remain a wholly owned subsidiary of Columbia
Energy, and will continue to be headquartered in Lexington, Kentucky.
7. In consideration of the merger, and with the approval of a majority of
NiSource's shareholders, Columbia Energy shareholders will receive, for each
Columbia Energy share of common stock, $70 in cash plus a $2.60 face value
SAILSSM (a unit consisting of a zero coupon debt security with a forward equity
contract). In lieu of the cash and SAILSSM, subject to the terms and limitations
set forth in the Agreement, Columbia Energy shareholders may elect to receive
New NiSource stock in a tax-free exchange, for up to thirty percent of the
outstanding Columbia Energy shares. If the number of shares for which such an
election is made exceeds thirty percent, the number of shares to be exchanged
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for each electing shareholder shall be prorated. Under this common stock
alternative, each Columbia Energy share will be exchanged for $74 in New
NiSource stock, subject to a collar, such that if the average NiSource share
price during the thirty days prior to closing of the transaction is greater than
$16.50, Columbia Energy shareholders will receive shares in New NiSource valued
at $74 for each Columbia Energy share. If the average NiSource share price
during the thirty days prior to closing of the transaction is $16.50 or less,
Columbia Energy shareholders will receive 4.4848 shares of New NiSource stock
for each Columbia Energy share. If Columbia Energy shareholders do not make
stock elections for at least ten percent of the outstanding Columbia Energy
common shares, then no Columbia Energy shares will be converted into New
NiSource stock, and all Columbia Energy shares will be converted into the cash
and SAILSSM consideration.
8. Upon consummation of the merger, Columbia Gas of Kentucky will remain
a wholly owned subsidiary of Columbia Energy. Columbia Energy will be a wholly
owned subsidiary of New NiSource, which the Applicants expect will become a
registered holding company under the 1935 Act.. Columbia Gas of Kentucky and
Columbia Energy's other operating subsidiaries will retain their separate
corporate identities, assets and liabilities, franchises and certificates of
public convenience and necessity.
9. The shareholders of NiSource will vote on whether to approve the
merger. Their favorable vote in this regard is necessary in order for the
preferred structure of the transaction to proceed, whereby New NiSource stock
will be used as partial consideration for the merger. If Columbia Energy's
shareholders approve the transaction, but NiSource's shareholders do not vote in
favor of the transaction, the transaction automatically will be restructured so
that Columbia Energy will become a wholly owned subsidiary of NiSource. In that
event, Columbia Energy shareholders will receive $70 in cash plus a $3.02 face
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value SAILSSM unit of NiSource, with no option for Columbia shareholders to
receive New NiSource stock. Under this alternative structure as well, Columbia
Gas of Kentucky will remain a wholly owned subsidiary of Columbia Energy. This
post-merger corporate structure is depicted on the chart attached hereto as
Attachment H. Under this alternative structure NiSource will register as a
public utility holding company under the 1935 Act. Columbia Gas of Kentucky and
Columbia Energy's other operating subsidiaries will retain their separate
corporate identities, assets and liabilities, franchises and certificates of
public convenience and necessity.
10. The merger will result in a change in the ultimate corporate ownership
of Columbia Gas of Kentucky, but will not change the manner in which Columbia
provides gas sales and distribution service within the Commonwealth. The merger
will be transparent to Columbia Gas of Kentucky's customers.
III. STATUTORY CRITERIA FOR APPROVAL OF THE MERGER
11. KRS ss.278.020(4) provides that:
No person shall acquire or transfer ownership of, or control, or the
right to control, any utility under the jurisdiction of the commission
by sale of assets, transfer of stock, or otherwise, or abandon the
same, without prior approval by the commission. The commission shall
grant its approval if the person acquiring the utility has the
financial, technical, and managerial abilities to provide reasonable
service.
KRS ss. 278.020(5) further provides, in pertinent part, that, "[t]he commission
shall approve any proposed acquisition when it finds that the same is to be made
in accordance with law, for a proper purpose and is consistent with the public
interest." As demonstrated below, the proposed merger between NiSource and
Columbia Energy satisfies these statutory criteria.
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A. THE MERGER IS IN ACCORDANCE WITH LAW
12. The merger will close only after NiSource and Columbia Energy have
obtained all necessary state and federal regulatory approvals, and the Agreement
will be consummated in a manner that is consistent with all applicable laws.
13. Columbia Energy's shareholders must approve the merger. NiSource's
shareholders will also vote on the merger.
14. Applicants also must receive approval of the merger from the Federal
Energy Regulatory Commission ("FERC"). Section 203(a) of the Federal Power Act
requires FERC authorization before a public utility may dispose of its
jurisdictional facilities, merge or consolidate its jurisdictional facilities
with the jurisdictional facilities of another person or purchase any security of
another public utility. Under section 203(a), the FERC asserts jurisdiction over
transactions involving a change in control over public utility facilities which
are subject to the FERC's jurisdiction under the Federal Power Act. Under
section 203(a), the FERC must approve a proposed merger if it finds that the
merger will be consistent with the public interest. In making this
determination, FERC will generally take account of three factors: (1) the effect
on competition; (2) the effect on rates; and (3) the effect on regulation.
NiSource and Columbia Energy filed the necessary application with the FERC on
April 10, 2000.
15. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the
merger cannot be completed until NiSource and Columbia Energy have submitted
certain information to the Antitrust Division of the Department of Justice and
the Federal Trade Commission, and have satisfied the statutory waiting period
requirements. In connection with NiSource's 1999 unconsummated tender offer for
the common stock of Columbia Energy, NiSource made the necessary submissions
under the Hart-Scott-Rodino Act, and the applicable waiting period expired on
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August 4, 1999, without NiSource receiving any request to provide additional
information. However, NiSource's clearance under the Hart-Scott-Rodino Act to
complete an acquisition of Columbia Energy will remain valid for only one year
from the expiration of the waiting period. Because the merger is not expected to
be completed until after that date, NiSource and Columbia Energy will need to
submit new information to the Department of Justice and the Federal Trade
Commission, and a new Hart-Scott-Rodino Act waiting period will begin. The
expiration or earlier termination of the waiting period will not prevent the
Department of Justice or the Federal Trade Commission from challenging the
merger on antitrust grounds.
16. The merger must also be approved by the SEC under the 1935 Act. Under
Section 9(a)(2) of the 1935 Act it is unlawful for a person that is an affiliate
of a public utility company to become the affiliate of another public utility
company unless the acquisition has been approved by the SEC under the standards
of Section 10 of the 1935 Act. NiSource's acquisition of Columbia Energy results
in the indirect acquisition of affiliate interests in Columbia Energy's public
utility companies, including Columbia Gas of Kentucky. In reviewing a proposed
acquisition under Section 10 of the 1935 Act, the SEC considers generally the
public interest and the interest of investors and consumers. In particular, the
SEC will consider the potential anticompetitive effects of the transaction, the
adequacy of the consideration, and the effect of the acquisition upon the
capital structure of the resulting holding company system. The SEC also
considers whether the acquisition tends toward the economical and efficient
development of an integrated public-utility system. The SEC may not approve an
acquisition unless it is satisfied that the transaction is in compliance with
all applicable state laws. As a result of the merger, New NiSource (or under the
alternative structure of the merger, NiSource) will register as a public utility
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holding company under section 5 of the 1935 Act. NiSource and New NiSource filed
an amended application with the SEC on April 14, 2000.
17. The Federal Communications Commission ("FCC") must also approve the
transfer of control of the radio licenses currently held by: (a) Columbia Energy
and NiSource subsidiaries to New NiSource in the preferred structure of the
transaction, or; (b) Columbia Energy subsidiaries to NiSource in the alternative
structure of the transaction. The merger transaction will change the control of
said licenses, and Section 310(d) of the Communications Act of 1934, as amended,
requires the FCC's consent to that transfer of control. In order to transfer the
licenses, the FCC must find that the transfer serves the public interest,
convenience and necessity.
18. While the merger will change the identity of the corporation
ultimately owning Columbia Gas of Kentucky, it will not impair or adversely
affect the manner in which Columbia Gas of Kentucky provides service to
customers. Potential improvements in service are outlined in this Joint
Application. The merger will not diminish the Commission's regulatory authority
over Columbia Gas of Kentucky in any way. Accordingly, Columbia Gas of Kentucky
will continue to provide service under the tariffs it has on file with the
Commission, and will continue to be governed by all applicable rules and
regulations of the Commission.
B. THE MERGER IS FOR A PROPER PURPOSE
19. The purpose of the merger is to create a combined enterprise well
positioned to serve the energy needs of the Commonwealth of Kentucky, as well as
millions of other customers in the Midwest and Northeast United States, in an
increasingly competitive energy industry. The combination of NiSource and
Columbia Energy establishes a powerful platform for growth with access to thirty
percent of the country's population and forty percent of the nation's energy
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consumption in growing markets. The combined company will have over 3.6 million
gas and electric customers located in nine states. The combined company will be
a super-regional energy company with complementary market areas and no asset
overlap. (See the map attached hereto as Attachment I.) It will be the largest
gas company east of the Rocky Mountains based on number of customers. It will be
the second largest natural gas company in the United States. The combined
company will have the nation's second largest volume of gas throughput with 911
million cubic feet per day and have the largest gas storage assets with over 700
billion cubic feet of storage capacity.
20. The merger is one of convergence, driven by the Applicants' shared
vision of the future of the energy industry. The Applicants recognize that the
energy industry is in an era of constant change, and have concluded that
consolidation is beneficial for the continued and increased success of NiSource
and Columbia Energy. The combined company will have three key elements necessary
to succeed in the competitive energy marketplace: (1) increased size, scope and
scale; (2) access to strategic geographic markets; and (3) broad range of
complementary assets. Columbia Gas of Kentucky will benefit by sharing in the
opportunities created by the merger and will continue to be a regulated utility
with a focus on serving customers in Kentucky and developing the economy of
Kentucky. The merger is therefore for a proper purpose.
C. THE MERGER IS CONSISTENT WITH THE PUBLIC INTEREST
21. The merger will have no detrimental impact on Kentucky or Kentucky
consumers because it is a parent company merger, accomplished through a stock
transfer, that does not contemplate changes to Columbia Gas of Kentucky's
operations. Thus, the merger will not result in any change to the rates, terms,
or conditions of Columbia Gas of Kentucky's services, the quality of those
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services, or the Commission's regulatory authority over Columbia Gas of
Kentucky.
22. Columbia Gas of Kentucky's headquarters will remain in Lexington, and
key management personnel will be retained. Decision-making authority for
Columbia Gas of Kentucky will continue to reside with the Lexington management.
Local operations and the employee workforce will be retained, in accordance with
Columbia Gas of Kentucky's plans for operations and workforce before the
announcement of the merger. Columbia Gas of Kentucky's collective bargaining
agreement will be honored. Thus, the merger is not expected to have any material
impact on employment.
23. The merger will permit Columbia Gas of Kentucky to continue, and to
expand, its efforts to provide high-quality, reliable and economical service in
an efficient manner.
24. Scale and geography are critical to success in the evolving
competitive energy market. The combined company will have the size and scope
necessary to compete, and the merger eventually will permit the Applicants to
achieve further economies of scale in utility operations, product development,
advertising, purchasing and corporate services. In addition, the combined
company will enjoy a substantially larger and more diverse customer base,
thereby adding stability from both an economic and operational standpoint.
25. Columbia Gas of Kentucky intends to continue to provide charitable
contributions and community support within its service area at levels
substantially comparable to the levels of charitable contributions and community
support provided before the merger.
26. Columbia Gas of Kentucky will continue to support economic development
within its service area and throughout the Commonwealth. Columbia Gas of
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Kentucky currently works closely with state and local economic development
agencies to attract or retain business and jobs in the Commonwealth, and this
working relationship will continue after the merger.
27. NiSource has no operating company in Kentucky, and Columbia Gas of
Kentucky is not being combined with any NiSource operating affiliate. This
merger of geographically diverse entities thus has no negative impact on
competition. More importantly, however, the combined company is committed to
attempting to initiate Columbia Gas of Kentucky's Customer ChoiceSM1 Program, as
requested in Case No. 99-165 currently pending before the Commission. The
combined company is committed to working with marketers as trade allies to
deliver enhanced benefits of competition to Kentucky consumers.
28. The merger is driven by a convergence strategy rather than by cost
synergies, and is not expected to produce significant savings at the operating
levels. Net savings, if any, that subsequently may be achieved at the corporate
level by the elimination of redundancies ultimately will be reflected in the
service company charges distributed among the operating companies, and will be
considered when Columbia Gas of Kentucky's base rates are reviewed pursuant to
any rate review scheduled by the Commission as part of its Orders in Case No.
99-165.
D. THE COMBINED COMPANY HAS THE FINANCIAL ABILITY TO
PROVIDE REASONABLE SERVICE
29. Columbia Gas of Kentucky will not issue any equity or indebtedness to
effect, or as a result of, the merger.
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1 Customer CHOICESM is a service mark of Columbia Gas of Ohio, Inc. and its use
has been licensed by Columbia Gas of Kentucky, Inc. CHOICE(R)is a registered
service mark of Columbia Gas of Ohio, Inc. and its use has also been licensed by
Columbia Gas of Kentucky, Inc.
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30. Following the merger, Columbia Gas of Kentucky will continue to
benefit from NiSource's policy of attaining and maintaining investment grade
credit ratings for its subsidiaries. Columbia Gas of Kentucky will also continue
to benefit from NiSource's management and operational policies to minimize costs
while maintaining safe, reliable customer service, as well as NiSource's policy
to make capital available at favorable terms to fund Columbia Gas of Kentucky's
total capital requirements as necessary.
31. The combined company's significantly larger market capitalization will
permit the company to weather adverse economic conditions and to better absorb
risks. The increased scale of the combined company should, over time, lead to
more efficient operations.
32. Following the merger, the combined company expects to maintain a
capital structure consistent with the capital structures of utilities of similar
size. New NiSource and its subsidiaries are to expected to remain investment
grade, with long-term debt rated BBB or better.
33. The merger will allow the combined company to participate in the
growing energy convergence marketplace by exploiting arbitrage opportunities
that may exist among natural gas, coal and electricity. Further opportunities
may be available given the differences in weather, time, geographic location of
customers, and physical location of fuel supplies and gas storage across the
Texas-to-Maine corridor. These opportunities will exist as the combined company
leverages its ownership, control and optimization of related, strategically
positioned physical assets.
E. THE COMBINED COMPANY HAS THE TECHNICAL ABILITY TO
PROVIDE REASONABLE SERVICE
34. Both NiSource and Columbia Energy are well respected in the utility
industry for their technical expertise. The merger will enable the combined
company to leverage strong utility brands while offering customers access to a
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comprehensive choice of products and services, a product mix broader than either
company alone could offer and one competitive with the largest and most
recognized diversified energy companies in the country. The merged company will
implement the best practices of each company, resulting in a more efficient
merged company that will provide better service to all customers.
35. The combined base of electric and gas assets resulting from the merger
will enhance the marketing and delivery of complementary energy products and
services through assured energy supplies, broad knowledge of a wide range of
energy products, even greater credibility with customers and opportunities to
coordinate business activities of each company's energy marketing ventures.
36. The merger creates potential for lower gas costs. The merger positions
the combined company to take advantage of economies and efficiencies over time
in areas of coordinated gas supply, optimized use of transportation capacity,
ability to take advantage of geographic diversity between NiSource's and
Columbia Energy's core markets, more efficient use of gas storage facilities,
and enhanced ability to benefit from new supply projects.2 These enhancements
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2 The proposed merger will not impact Columbia Gas of Kentucky's ability to
continue to provide reliable natural gas supplies to its customers. However, the
merger will create the opportunity to acquire these supplies at lower costs. The
merger positions the combined company to take advantage of economies and
efficiencies over time in areas of coordinated gas supply, optimized use of
transportation capacity, ability to take advantage of geographic diversity
between NiSource's and Columbia Energy's core markets, more efficient use of gas
storage facilities, and enhanced ability to benefit from new supply projects.
NiSource and Columbia Gas of Kentucky currently procure gas and services
from common industry providers. Combining the separate transactional activities
of the two companies should lead to greater gas purchase efficiency. For
example, over ninety-six percent (96%) of Columbia Gas of Kentucky's gas supply
is obtained from the onshore and offshore Texas and Louisana supply basins. The
current NiSource affiliates currently purchase over fifty percent (50%) of their
gas supply from the same supply basins. The combined company will have a larger
presence in this competitive supply basin, and should be able to procure
supplies at prices lower than the prices that either company could obtain acting
separately.
The opportunity will exist for the combined company to dispatch unutilized
portions of their portfolio assets to nationally recognized common trading
centers - market hubs. Through this common, industry-recognized practice, the
combined company will be able to introduce supply diversity to customers at
lower costs as they will now control sufficient assets to arrange this practice
without acquiring the service from independent marketers.
The combined company's customers are located in geographically diverse
regions of the country. Opportunities may exist for the combined company to
further optimize contracted and owned storage and transportation assets and
potentially eliminate duplication of transportation, storage and supply
services.
The transactional economies of scale and the potential elimination of
duplicative portfolio assets may result in gas cost savings that will flow to
all the sales customers of the operating subsidiaries, and will help to ensure
that Columbia Gas of Kentucky's customers continue to see competitive gas costs
in the rapidly changing gas supply market. Any such gas cost savings will be
reflected in Columbia's future Gas Cost Adjustment filings.
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and associated savings will flow to all the sales customers of the operating
subsidiaries, and will help to ensure that Columbia Gas of Kentucky's customers
continue to see competitive gas costs in the rapidly changing gas supply market.
F. THE COMBINED COMPANY HAS THE MANAGERIAL ABILITY TO
PROVIDE REASONABLE SERVICE
37. NiSource and Columbia Energy will be able to draw upon the expertise
and abilities of a larger and more diverse of management pool and employee pool,
and should be better able to attract and retain the most qualified employees.
The employees of the combined company also should benefit from new career
opportunities in the expanded organization to lead the companies forward in the
increasingly competitive energy industry.
IV. TESTIMONY
38. The following witnesses are filing testimony in support of this Joint
Application: Mark T. Maassel, Vice President, Regulatory and Government Policy
of NiSource; Joseph W. Kelly, Vice President and Chief Operating Officer of
Columbia Gas of Kentucky; and, Jamie Welch, Director, Global Energy and Project
Finance Group, Credit Suisse First Boston.
V. SERVICE ADDRESSES
39. Correspondence, notices, pleadings and Commission Orders relating to
this Joint Application should be served on the Applicants as follows:
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For NiSource:
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Hon. Mark T. Maassel
801 East 86th Avenue
Merrillville, IN 46410
Hon. Peter V. Fazio, Jr.
Hon. Carrie J. Hightman
Hon. Allan Horwich
Schiff Hardin & Waite
6600 Sears Tower
Chicago, IL 60606
For New NiSource:
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Hon. Mark T. Maassel
801 East 86th Avenue
Merrillville, IN 46410
Hon. Peter V. Fazio, Jr.
Hon. Carrie J. Hightman
Hon. Allan Horwich
Schiff Hardin & Waite
6600 Sears Tower
Chicago, IL 60606
For Columbia Energy:
--------------------
Hon. Sharon B. Heaton
Hon. Benga L. Farina
Columbia Energy Group
13880 Dulles Corner Lane
Herndon, VA 20171-4600
For Columbia Gas of Kentucky:
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Mr. Joseph W. Kelly
Columbia Gas of Kentucky, Inc.
2001 Mercer Road
P.O. Box 14241,
Lexington, KY 40512-4241
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Hon. Stephen B. Seiple
Columbia Gas of Kentucky, Inc.
200 Civic Center Drive
P.O. Box 117
Columbus, OH 43216-0117
Hon. Richard S. Taylor
315 High Street
Frankfort, KY 40601
VI. CONCLUSION
40. The proposed merger is to be made in accordance with law, is for a
proper purpose, and is consistent with the public interest. Furthermore, the
combined company will have the financial, technical and managerial abilities to
provide reasonable service. Therefore, the Commission should approve the
proposed merger pursuant to KRS ss. 278.020(4) and (5).
WHEREFORE, NiSource Inc., New NiSource Inc., the Columbia Energy Group and
Columbia Gas of Kentucky, Inc. respectfully request that the Public Service
Commission of the Commonwealth of Kentucky:
1. Issue an Order approving the merger, and finding that the merger is in
accordance with the law, is for a proper purpose and is consistent with the
public interest pursuant to KRS ss. 278.020(5);
2. Issue an Order approving the merger, and finding that upon
consummation of the merger Columbia Gas of Kentucky will retain the technical,
financial and managerial ability to provide reasonable service in the
Commonwealth pursuant to KRS ss. 278.020(4);
3. Issue an Order approving the merger as described in Section III of
this Joint Application, in both its preferred form as described in paragraphs
6-8, and the alternative form described in paragraph 9 herein;
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4. Issue an Order granting the Applicants all additional authorizations
and relief required for the consummation of the merger; and,
5. Issue an Order granting the Applicants all other relief to which they
may be entitled. Dated at Columbus, Ohio, this 1st day of May, 2000.
Respectfully submitted,
COLUMBIA GAS OF KENTUCKY, INC.
By:
------------------------------------
Stephen B. Seiple
Senior Attorney
Andrew J. Sonderman, General Counsel
Stephen B. Seiple, Senior Attorney
200 Civic Center Drive
P.O. Box 117
Columbus, Ohio 43216-0117
Telephone: (614) 460-4648
Fax: (614) 460-4648
Email: [email protected]
Richard S. Taylor
315 High Street
Frankfort, Kentucky 40601
Telephone: (502) 223-8967
Fax: (502) 226-6383
Attorneys for
NEW NISOURCE INC.
NISOURCE INC.
THE COLUMBIA ENERGY GROUP
COLUMBIA GAS OF KENTUCKY, INC.
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