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) November 14, 2000
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NISOURCE INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
001-16189 35-2108964
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(Commission File Number) (IRS Employer Identification No.)
801 E. 86th Avenue
Merrillville, Indiana 46410
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (219) 853-5200
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
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On November 14, 2000 NiSource Finance Corp., a subsidiary of
NiSource Inc., issued and sold $2.5 billion of senior unsecured notes
in a private placement under Rule 144A of the Securities Act of 1933.
The notes were issued under an Indenture dated November 14, 2000, as
supplemented by a First Supplemental Indenture dated November 14,
2000. The notes were issued in three tranches: (i) $750,000,000 of
7-1/2% Notes due November 15, 2003; (ii) $750,000,000 of 7-5/8% Notes
due November 15, 2005; and (iii) $1,000,000,000 of 7-7/8% Notes due
November 15, 2010. The notes are unconditionally guaranteed by
NiSource Inc. NiSource Inc. and NiSource Finance Corp. have agreed to
file a registration statement relating to an exchange offer for the
notes. The proceeds of the issuance were used to reduce short-term
borrowings incurred in connection with NiSource Inc.'s acquisition of
Columbia Energy Group, which was completed on November 1, 2000.
On November 30, 2000 NiSource Inc. agreed to sell up to 11.5
million shares of its common stock in an underwritten public offering
(including up to 1.5 million shares of its common stock subject to an
over-allotment option granted by NiSource Inc. to the underwriters).
It is expected the transaction will close on December 6, 2000. The
proceeds of the offering will be used to reduce short-term borrowings
incurred in connection with the acquisition of Columbia Energy Group.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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Exhibit
Number Exhibit Title
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1.1 Underwriting Agreement, dated November 30, 2000
4.1 First Supplemental Indenture, dated November 14, 2000,
by and among NiSource Finance Corp., NiSource Inc. and
The Chase Manhattan Bank, as Trustee
SIGNATURE
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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 hereto duly authorized.
NISOURCE INC.
(Registrant)
Dated: December 1, 2000 By: /s/ Gary W. Pottorff
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Name: Gary W. Pottorff
Title: Secretary
INDEX TO EXHIBITS
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Exhibit
Number Exhibit Title
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1.1 Underwriting Agreement, dated November 30, 2000
4.1 First Supplemental Indenture, dated November 14, 2000,
by and among NiSource Finance Corp., NiSource Inc. and
The Chase Manhattan Bank, as Trustee