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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report(Date of earliest event reported): October 12, 1999
YANKEE ENERGY SYSTEM, INC.
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(Exact name of registrant as specified in its charter)
Connecticut 0-17605 06-1236430
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
599 Research Parkway, Meriden, Connecticut, 06450-1030
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203)639-4000
n/a
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(Former name or address, if changed since last report)
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ITEM 5 - Other Events
On October 12, 1999, Yankee Energy System, Inc., a Connecticut
corporation (the "Company"), held a Special Meeting of shareholders
to approve an Agreement and Plan of Merger dated June 14, 1999 (the
"Merger Agreement") between the Company and Northeast Utilities, a
Massachusetts business trust. The Company's shareholders voted to
approve the Merger Agreement. The press release issued in
connection therewith is filed herewith as Exhibit 99(a) and is
incorporated herein by reference.
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ITEM 7 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
The following exhibit is filed as part of this report:
99(a) Press Release dated October 12, 1999.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
YANKEE ENERGY SYSTEM, INC.
By: /s/ Mary J. Healey
Dated: October 27, 1999 ---------------------------
Mary J. Healey
Vice President, General
Counsel and Secretary
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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99(a) Press Release dated October 12, 1999.
Exhibit 99(a)
Contact: Tom Dorsey
Director, Investor Relations
203) 639-4643
[email protected]
FOR IMMEDIATE RELEASE
YANKEE ENERGY SHAREHOLDERS APPROVE MERGER WITH NORTHEAST
UTILITIES
MERIDEN, Conn., October 12, 1999 (NYSE:YES) - The Board of
Directors of Yankee Energy System, Inc. (YES) announced
today that Yankee's proposed merger with Northeast Utilities
(NYSE:NU) has been overwhelmingly approved by YES
shareholders. The vote was announced at a special meeting of
shareholders held in Meriden, Conn. today. The merger still
requires regulatory approvals,which are expected to be
completed by early 2000.
"This vote represents the beginning of a bright future
for Yankee," said Charles E. Gooley, president and chief
executive officer of YES. "Clearly, shareholders share our
vision for the future and have seized this opportunity to
join Northeast Utilities. We believe that as part of the NU
family, we will be better positioned to provide value to our
customers, our shareholders and our employees in today's
highly competitive energy industry. I am confident
regulators will agree with this positioning."
Approximately 75% of YES' shareholder base participated
in the special shareholder meeting, with approximately 70%
of those shares voting in favor of the merger.
Under terms of the agreement, Yankee will retain its
corporate name and will become a wholly owned subsidiary of
Northeast Utilities. Yankee Energy System (YES) is the
parent of Yankee Gas Services Company, Connecticut's largest
natural gas distribution company serving 185,000 customers
in 69 cities and towns. Other YES subsidiaries include R.
M. Services, Inc., Yankee Energy Services Company (YESCo),
and Yankee Financial.
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More information can be found about Yankee Energy
System or Northeast Utilities by visiting their web sites
at: www.yankeeenergy.com or www.nu.com.
This press release contains forward-looking statements
within the meaning of Section 21E of the Securities Exchange
Act of 1934. The forward-looking statements are subject to
various risks and uncertainties. Discussion of factors that
could cause actual results to differ materially from
management's projections, forecasts, estimates and
expectations may include factors that are beyond the
company's ability to control or estimate precisely,
such as estimates of future market conditions, the ability
to realize cost savings and the terms associated with
obtaining regulatory approvals. Other factors include, but
are not limited to, weather conditions, economic conditions
in the company's service territory, fluctuations in energy-
related commodity prices, marketing efforts and other
uncertainties. Other risk factors are detailed from time to
time in the two companies' SEC reports.
Yankee Energy System, Inc., is the parent of Yankee Gas
Services Company, the largest natural gas distribution
company in Connecticut serving approximately 185,000
customers in 69 cities and towns throughout the state.
Yankee Energy is also the parent of Yankee Energy Services
Company, which provides a full range of energy-related
services for its customers including comprehensive building
automation and HVAC equipment services; R.M. Services, Inc.,
which offers collection services; and Yankee Energy
Financial Services Company, which provides a full range of
residential and commercial equipment financing options.
Further information about Yankee Energy can be obtained from
its web site: www.yankeeenergy.com
