- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
U.S. 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
MARCH 6, 1996
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
ATLANTA GAS LIGHT COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
GEORGIA 1-9905 58-1045925
(STATE OR OTHER (COMMISSION FILE (I.R.S. EMPLOYER
JURISDICTION NUMBER) IDENTIFICATION NUMBER)
OF INCORPORATION
303 PEACHTREE STREET, N.E.
ATLANTA GEORGIA 30308
(ADDRESS OF PRINCIPAL EXECUTIVE (ZIP CODE)
OFFICES)
404-584-4000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
N/A
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
ITEM 5. OTHER EVENTS
Effective March 6, 1996, AGL Resources Inc. ("Resources"), a Georgia
corporation which was incorporated on November 27, 1995 as a wholly-owned
subsidiary of Atlanta Gas Light Company ("AGL"), became the parent holding
company of AGL. This restructuring was approved by AGL's shareholders at AGL's
1996 Annual Meeting on March 6, 1996. As of the effective date, the holders of
AGL Common Stock automatically became holders of Resources Common Stock and
the present stock certificates representing AGL Common Stock automatically
represent Resources Common Stock.
The purpose of this restructuring is to establish a more efficient corporate
structure for operating in the evolving marketplace. AGL believes that the
establishment of a broad base of income generation from related unregulated
business activities will enhance the overall financial strength of the
enterprise. AGL's current income is derived primarily from its core regulated
business. The establishment of a holding company structure is intended to
facilitate entry into energy-related enterprises which will broaden Resources'
financial base by allowing it to leverage AGL'S existing expertise in the
energy industry. The Board of Directors of AGL believes that the restructuring
will result in greater financial, managerial and organizational flexibility
and will place AGL in a better position to adapt to the changing industry and
to meet and take advantage of future challenges and opportunities,
particularly in unregulated businesses. It will also offer a mechanism for
separating and protecting the utility business and utility customers from the
risk involved in non-utility ventures.
ITEM 7. EXHIBITS.
1. Form of Press Release, dated March 6, 1996
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 THEREUNTO DULY AUTHORIZED.
Atlanta Gas Light Company
/s/ David R. Jones
By: _________________________________
DAVID R. JONES
PRESIDENT AND CHIEF EXECUTIVE
OFFICER
Date: March 6, 1996
II-1
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------
1 Form of Press Release, dated March 6, 1996