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EXHIBIT 99.1
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NEWS RELEASE
CONTACT:
WILLIAM L. CLEAR
VICE PRESIDENT & CHIEF FINANCIAL OFFICER
TEL: (540) 676-2380
FOR IMMEDIATE RELEASE
NUI CORPORATION TO ACQUIRE VIRGINIA GAS COMPANY
Abingdon, VA - June 14, 2000 - NUI CORPORATION (NYSE:NUI) and VIRGINIA GAS
COMPANY (NASDAQ:VGCO) jointly announced today that they have entered into a
definitive merger agreement, which provides for the merger of Virginia Gas
Company into a wholly-owned subsidiary of NUI Corporation
Under the terms of the agreement, NUI Corporation will acquire all of the common
stock of Virginia Gas Company for $4.00 per share in NUI common stock, with the
exchange ratio to be established near the time of closing. Based on Virginia
Gas' shares outstanding as of March 31, 2000, the transaction values Virginia
Gas' equity at $22 million.
NUI's primary interest in Virginia Gas relates to its significant underground
natural gas storage facilities and pipeline facilities, which are well
positioned to satisfy the rapidly growing demand for natural gas in the Western
Virginia region. The Virginia Gas underground storage facilities include
traditional storage and high delivery salt cavern storage. Additional storage
and pipeline capacity currently being developed by Virginia Gas is aimed at
meeting the significant demand from local distribution companies in the region
as well as power plant development that is under way due to the mid-Atlantic
region's substantial need for future supplies of power.
John Kean, Jr., NUI's President and Chief Executive Officer, stated, "NUI has
developed an energy trading strategy that complements our existing asset base
and focuses on acquiring critical assets in areas where the demand for natural
gas and power generation provides a unique opportunity to capitalize on our
trading and energy management skills. The Virginia Gas assets complement our
existing strengths in the mid-Atlantic markets and provide us with the
opportunity to continue to expand our natural gas trading and wholesale
activities in this region. We look forward to joining together with Virginia Gas
and its employees in the pursuit of this strategy."
Virginia Gas' President and Chief Executive Officer, Michael L. Edwards,
commented, "We are excited to join the NUI family of companies. The strategies
of the two companies match very nicely with each other and the blending of
talents between the two organizations will give us the opportunity to maximize
the value of what we believe is one of the most attractive energy assets in this
region."
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The combination of NUI and Virginia Gas has been approved by both companies'
boards of directors and will be accounted for as a stock purchase transaction.
The transaction is subject to the approval of Virginia Gas shareholders, state
regulatory agencies and Virginia Gas' principal lenders. The companies
anticipate that the transaction will be completed by the end of calendar year
2000.
Virginia Gas Company, headquartered in Abingdon, Virginia, is engaged in
activities including: pipeline operation, natural gas storage, gathering,
marketing and distribution services; natural gas exploration, production and
well operation; and propane distribution. The company conducts its operations
primarily in the Commonwealth of Virginia.
NUI Corporation, based in Bedminster, NJ, operates natural gas utilities serving
more than 370,000 customers in six states along the eastern seaboard. NUI also
operates businesses involved in wholesale energy trading and portfolio
management; retail energy sales; energy and environmental project development;
energy consulting; sales outsourcing; telecommunications; and customer and
geographic information systems and services.
This press release contains forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended. NUI cautions
that, while it believes such statements to be reasonable and makes them in good
faith, such forward-looking statements almost always vary from actual results,
and the differences between assumptions made in making such statements and
actual results can be material, depending upon the circumstances. Factors which
may make actual results differ from anticipated results noted above include, but
are not limited to, economic conditions; unforeseen competition; weather
conditions; fluctuations in the price of natural gas and other forms of energy;
and other uncertainties, all of which are difficult to predict and many of which
are beyond the control of the Company. Accordingly, investors should not rely
upon these forward-looking statements in making investment decisions.
