19.12.2007 15:03:00
|
National Fuel Files Petition with the New York State Public Service Commission
Today, National Fuel Gas Distribution Corporation, the Utility segment
of National Fuel Gas Company (NYSE: NFG) (the "Company”
or "National Fuel”),
is filing a petition with the New York State Public Service Commission ("PSC”)
seeking the issuance of an Order compelling New Mountain Vantage GP,
L.L.C. and its foreign and domestic affiliates (collectively, "New
Mountain”), to disclose the full extent of
their holdings of shares of the Company’s
stock to determine whether New Mountain’s
actions violate the Public Service Law. In the event New Mountain is
found to be in violation of the Public Service Law, the petition asks
the PSC to take such action as the Public Service Law requires,
including but not limited to, requiring New Mountain to file for the
Commission’s permission to acquire such
shares and for the Commission to hold hearings as to whether such
acquisition of shares is in the public interest.
National Fuel is an integrated energy company with five business
segments, including a Utility segment with operations in western New
York. The Company serves more than 500,000 customers in western New York
and has provided safe and reliable natural gas service to its customers
for more than 100 years. New Mountain, a hedge fund activist
shareholder, is advancing a business plan for all of National Fuel’s
operating segments that, the Company believes, is not in the best
interest of the Company’s Utility customers.
The Company further believes that New Mountain is required to have taken
certain action with the PSC before it secured a significant ownership
position in the Company, advanced its business strategy and presented a
list of candidates it wishes to be elected to the Company’s
Board of Directors.
The Company, in its petition explains that the Public Service Law
requires that if an entity is pursuing a controlling interest, either
directly or indirectly, in a regulated public utility, then it must
first secure the approval of the PSC. Such a requirement, the Company
believes, is designed to give the public and regulatory agencies an
opportunity to determine if that entity will be qualified to manage the
assets that deliver essential energy services to the citizens of New
York.
"We are proud of our long history of
providing safe and reliable service to our customers and we believe that
any entity that is putting itself in a position to have substantial
influence and control over the way that important service is provided,
should have first sought the necessary Commission review and approval,”
said Philip C. Ackerman, National Fuel’s
Chairman and Chief Executive Officer. "Utility
law has developed over time to protect the best interests of the
hundreds of thousands of customers who rely on a local utility to
provide them with the services they need, in a safe and reliable
fashion. We believe that New Mountain’s
interests are focused on short-term gains derived principally from the
Company’s Exploration and Production segment
and that it has conveniently ignored the fundamental rules for this
vital operation,” Ackerman continued.
Since earlier this year, New Mountain has advanced a business strategy
for the Company that would, among other things, break up National Fuel’s
integrated structure. The Company believes that such an action would
have a detrimental effect on its businesses, particularly if the end
result were to have the Utility segment as the remaining, sole
substantial asset of the Company. The Company’s
current structure provides certain efficiencies for the Utility segment
that, if lost, would be harmful and costly to its Utility customers.
Last month, the Company filed a similar petition with the Pennsylvania
Public Utility Commission. National Fuel has also served the citizens of
northwestern Pennsylvania for more than 100 years and currently provides
natural gas service to more than 200,000 customers in that region.
The opinions of New Mountain and the Company differ with regard to the
value and wisdom of its integrated structure and the very nature of some
of the Company’s operations. In a letter sent
to New Mountain last week, the Company said that New Mountain’s
analysis of its business structure and its recommendation for changing
that structure are "flawed by inadequate
analysis.” The Company also noted that New
Mountain is lacking in real experience in managing assets in the energy
industry. "We have deep experience in all
aspects of the energy industry and in the utility sector, particularly.
Our Management Team, Board of Directors and employee group as a whole
are fully committed and unquestionably qualified to offer our customers
the kind of service that they need for their safety and comfort every
day. In contrast, New Mountain criticizes management for approaching its
E(xploration) and P(roduction) business from a utility mindset. We
believe that position speaks volumes about how we differ in valuing the
importance of the Utility segment of the National Fuel Gas Company
system and the essential role it plays in our community,”
Ackerman said.
National Fuel is an integrated energy company with $3.9 billion in
assets comprised of the following five operating segments: Utility,
Pipeline and Storage, Exploration and Production, Energy Marketing, and
Timber. Additional information about National Fuel is available on its
Internet Web site: http://www.nationalfuelgas.com
or through its investor information service at 1-800-334-2188.
IMPORTANT INFORMATION AND WHERE TO FIND IT
In connection with its 2008 Annual Meeting, National Fuel Gas Company
has filed a preliminary proxy statement and will be filing a definitive
proxy statement, WHITE proxy card and other materials with the U.S.
Securities and Exchange Commission ("SEC”).
WE URGE INVESTORS TO READ THE PROXY STATEMENT AND THESE OTHER MATERIALS
CAREFULLY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT NATIONAL FUEL GAS COMPANY AND THE MATTERS TO
BE CONSIDERED AT ITS ANNUAL MEETING. Investors may contact Morrow & Co.,
LLC, National Fuel Gas Company’s proxy
advisor for the 2008 Annual Meeting, at (800) 252-1959 or by email at nfginfo@morrowco.com.
Investors may also obtain a free copy of the proxy statement and other
relevant documents when they become available as well as other materials
filed with the SEC concerning National Fuel Gas Company at the SEC’s
website at http://www.sec.gov. Free
copies of National Fuel Gas Company’s SEC
filings are also available on National Fuel Gas Company’s
website at http://www.nationalfuelgas.com.
These materials and other documents may also be obtained for free from:
Secretary, National Fuel Gas Company, 6363 Main Street, Williamsville,
New York 14221, (716) 857-7000.
CERTAIN INFORMATION REGARDING PARTICIPANTS IN THE SOLICITATION
National Fuel Gas Company and its directors are, and certain of its
officers and employees may be deemed to be, participants in the
solicitation of proxies from National Fuel Gas Company’s
stockholders with respect to the matters considered at National Fuel Gas
Company’s 2008 Annual Meeting. Information
regarding these directors, and these certain officers and employees, is
included in the preliminary proxy statement on Schedule 14A filed with
the SEC on December 17, 2007, and on National Fuel Gas Company's website
at http://www.nationalfuelgas.com.
Security holders can also obtain information with respect to the
identity of the participants and potential participants in the
solicitation and a description of their direct or indirect interests, by
security holdings or otherwise, for free, by contacting: Secretary,
National Fuel Gas Company, 6363 Main Street, Williamsville, New York
14221, (716) 857-7000. More detailed information with respect to the
identity of the participants, and their direct or indirect interests, by
security holdings or otherwise, will be set forth in the proxy statement
and other materials to be filed with the SEC in connection with National
Fuel Gas Company’s 2008 Annual Meeting.
Der finanzen.at Ratgeber für Aktien!
Wenn Sie mehr über das Thema Aktien erfahren wollen, finden Sie in unserem Ratgeber viele interessante Artikel dazu!
Jetzt informieren!
Wenn Sie mehr über das Thema Aktien erfahren wollen, finden Sie in unserem Ratgeber viele interessante Artikel dazu!
Jetzt informieren!
Nachrichten zu National Fuel Gas Co.mehr Nachrichten
05.11.24 |
Ausblick: National Fuel Gas legt die Bilanz zum abgelaufenen Quartal vor (finanzen.net) | |
30.07.24 |
Ausblick: National Fuel Gas gibt Ergebnis zum abgelaufenen Quartal bekannt (finanzen.net) | |
16.07.24 |
Erste Schätzungen: National Fuel Gas legt die Bilanz zum abgelaufenen Quartal vor (finanzen.net) |