MCN ENERGY GROUP INC
8-K, 1999-12-20
NATURAL GAS DISTRIBUTION
Previous: TOYOTA MOTOR CREDIT CORP, 10-K, 1999-12-20
Next: PRUDENTIAL SECURITIES SECURED FINANCING CORP, 424B5, 1999-12-20



<PAGE>   1

     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) December 20, 1999

                             MCN ENERGY GROUP INC.
             (Exact name of registrant as specified in its charter)

       MICHIGAN                    1-10070                    38-2820658
(State of Incorporation)       (Commission File           (I.R.S. Employer
                                    Number)               Identification No.)

 500 GRISWOLD STREET, DETROIT, MICHIGAN                         48226
(Address of principal executive offices)                     (Zip Code)

              Registrant's telephone number, including area code:
                                 (313) 256-5500

<PAGE>   2
ITEM 5. OTHER EVENTS

On December 20, 1999 MCN Energy Group Inc. issued the following press release:

               MCN ENERGY GROUP SHAREHOLDERS APPROVE MERGER WITH
                                   DTE ENERGY

DETROIT, DEC. 20, 1999 -- At a special meeting held today, MCN Energy Group
Inc. (NYSE:MCN) shareholders overwhelmingly approved the company's proposed
merger with DTE Energy Company (NYSE:DTE). Shareholders of record as of the
close of business on Nov. 5, 1999, were entitled to vote in person or by proxy
at the Special Meeting at MCN's headquarters. More than 98 percent of the common
shares that are voted, or approximately 75 percent of all shared eligible to
be voted, were cast in favor of the merger.

MCN Chairman and CEO Alfred R. Glancy III said, "Today our shareholders have
helped write a new chapter in the book of our company's 150 year history. We
look forward to the new year when shareholders, customers and employees of both
companies will be part of a larger, stronger and more competitive regional
energy company."

MCN's gas utility, Michigan Consolidated Gas Company, and DTE's electric
utility, Detroit Edison, will retain their corporate identities and be operated
as subsidiaries of DTE, making it the largest electric and gas utility in
Michigan.

The transaction is still expected to close by about mid-year 2000, subject to
regulatory approval from the Securities and Exchange Commission and anti-trust
clearances.

Under the merger agreement, DTE will acquire all outstanding shares of MCN, for
either $28.50 in cash or .775 shares of DTE common stock for each share of MCN
common stock.

The company also announced that the Federal Trade Commission has requested
additional information regarding the proposed merger.  The company is in the
process of responding to this request.







                                      ###






MCN Energy Group Inc. is an integrated energy company with more than $4 billion
of assets and approximately $2 billion of annual revenue.  The company
primarily is involved in natural gas production, gathering, processing,
transmission, storage and distribution, electric power generation and energy
marketing in the Midwest-to-Northeast corridor.  Its largest subsidiary is
Michigan Consolidated Gas Company (MichCon), a natural gas utility serving 1.2
million customers in more than 500 communities throughout Michigan. Information
about MCN Energy Group is available on the World Wide Web at www.mcnenergy.com.

This news release contains forward-looking statements that involve risks and
uncertainties, including the ability to complete the proposed transaction
discussed above. Factors that might cause such a difference include, but are not
limited to, those discussed in the companies' Joint Proxy/Prospectus dated Nov.
12, 1999, filed with the Securities and Exchange Commission.
<PAGE>   3
                                   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.

                                        MCN ENERGY GROUP INC.


Date:  December 20, 1999           By:  /s/ Richard G. Kennedy
                                      ------------------------
                                            Richard G. Kennedy
                                            Vice President


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission