__________________________________________________________________________
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) May 17, 1995
Commission File Number 1-6537-3
EMPIRE GAS CORPORATION
(Exact name of registrant)
Missouri 43-1494323
(State of organization) (I.R.S. Employer Identification Number)
P.O. Box 303, 1700 S. Jefferson Street, Lebanon, Missouri 65536
(Address of principal executive offices and zip code)
(417) 532-3101
(Registrant's telephone Number)
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ITEM 5. OTHER EVENTS
Empire Gas Corporation incorporates herein by reference the
information contained in the press release filed as Exhibit 99 to this
Current Report.
ITEM 7. EXHIBITS
Sequentially
Exhibit No. Numbered Page
___________ _____________
99 Press Release by Empire Gas
Corporation, dated May 17, 1995. . . . . . . 4
<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.
EMPIRE GAS CORPORATION
BY: /s/ VALERIA SCHALL
_____________________
Valeria Schall
Vice President
Dated: May 25, 1995
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EXHIBIT 99
NEWS RELEASE
Lebanon, Missouri
May 17, 1995
EMPIRE GAS CORPORATION
Announces Agreement to Acquire An Equity Interest In
SYNERGY GROUP INCORPORATED
Empire Gas Corporation, the nation's 11th largest retail propane distributor
based in Lebanon, Missouri and Northwestern Service Company (NPS-NYSE) a
Huron, South Dakota utility company, through its Northwestern Growth
Corporation (NGC) subsidiary announced today their agreement to purchase
Synergy Group Incorporated, the nation's sixth largest retail propane
distributor.
Empire and NGC have established a joint venture company to acquire and own
the stock and assets of Synergy. This transaction provides Empire with the
opportunity to own up to 30% of the joint venture entity. In addition,
Empire will manage the operations for a fee pursuant to the terms of a
Management Agreement. Merle D. Lewis, Director and Chief Executive Officer
of NWPS will serve as Chairman of the Board and Paul S. Lindsey, Jr.,
Chairman and Chief Executive Officer of Empire will serve as President and
Chief Executive Officer.
Empire implemented an aggressive growth strategy after its reorganization in
June 1994 at which time Paul S. Lindsey, Jr., then Vice Chairman of the
Board and Chief Operating Officer, assumed responsibilities of Chief
Executive Officer and Chairman of the Board and became the majority
shareholder of the company. Prior to the Synergy transaction and since
1994, Empire has invested in seven new start up locations and acquired over
13 million gallons of new business, including the acquisition of
approximately 9.5 million gallons of business from Public Service of North
Carolina at the time of the reorganization.
Regarding the transaction, Lindsey said, "It has been a major goal since
current management acquired ownership and control of Empire Gas a year ago
to increase the company's position in the propane industry. The Synergy
acquisition and the partnership bring new opportunities to both Northwestern
and Empire which we believe enhances the value of both companies and further
demonstrates Empire's dedication to achieving the Company's long range
business plans."
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Regarding the strategic relationship with Empire, Lewis said, "We are
extremely pleased with the strategic affiliation we have structured with
Empire. This affiliation represents the alignment of our propane
acquisition strategy with one of the top operators in the propane
distribution industry. Northwestern has had a long tradition of entering
into such strategic affiliations where they add value to our business
strategies."
Synergy Group Inc., a privately owned corporation headquartered in
Farmingdale, NY is a retail marketer and distributor of propane and other
fuels through 152 retail branches serving approximately 200,000 customers in
23 states, primarily in the Northeast, Mid-Atlantic, Southeast and South
Central regions of the United States.
Northwestern Public Service Company, a progressive, investor-owned company
provides electricity and natural gas service to over 100,000 customers
across a 15,000 square mile area of eastern South Dakota and Central
Nebraska. NWPS has, through its Northwestern Growth subsidiary been
actively seeking an entry into the propane industry. The current
transaction will serve as a vehicle for possible future joint ventures
between Empire and NWPS.
For Additional Information, please contact:
Valeria Schall, Empire Gas Corporation
417-532-3101
