- -------------------------------------------------------------------------------- FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 20, 1999 Commission file number 1-12579 OGE ENERGY CORP. (Exact name of registrant as specified in its charter) Oklahoma 73-1481638 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 321 North Harvey P. O. Box 321 Oklahoma City, Oklahoma 73101-0321 (Address of principal executive offices) (Zip Code) 405-553-3000 (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- Item 5. Other Events ENOGEX INC. TO ACQUIRE TRANSOK LLC ---------------------------------- OGE Energy Corp. announced, May 17, 1999, that its subsidiary, Enogex Inc., will acquire Transok LLC, a gatherer, processor, and transporter of natural gas in Oklahoma. The seller is Tejas Energy LLC of Houston, an affiliate of Shell Oil Company. Tejas had previously announced plans to sell Transok and has accepted Enogex's offer of $701 million, which includes assumption of $173 million of long-term debt. OGE Energy's board of directors has approved the acquisition, which is subject to regulatory review under the Hart-Scott-Rodino Act of 1976. Enogex Inc., a subsidiary of OGE Energy, is a non-regulated natural gas gathering, processing, transportation, production, and energy services company with principal pipeline operations in Oklahoma, Arkansas, and Texas. The transaction will be treated as a purchase for accounting purposes. OGE Energy does not expect to recognize any goodwill associated with this transaction. Some of the matters discussed in this Form 8-K may contain forward-looking statements of OGE Energy that are subject to certain risks, uncertainties, and assumptions. Actual results may vary materially. Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures; business conditions in the energy industry; competitive factors; unusual weather; regulatory decisions and other risk factors listed in OGE Energy's Form 10-K for the year ended December 31, 1998 and other factors described from time to time in OGE Energy's reports to the Securities and Exchange Commission. Item 7. (c) Exhibits EXHIBIT NUMBER DESCRIPTION -------------- ----------- 99.01 Press release dated May 17, 1999 announcing Enogex Inc. will acquire Transok LLC, a gatherer, processor and transporter of natural gas in Oklahoma. SIGNATURES 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. OGE ENERGY CORP. (Registrant) By /s/ Donald R. Rowlett ------------------------------------------------ Donald R. Rowlett Controller Corporate Accounting (On behalf of the registrant and in his capacity as Controller Corporate Accounting) May 20, 1999 EXHIBIT INDEX EXHIBIT INDEX DESCRIPTION - ------------- ----------- 99.01 OGE ENERGY'S ENOGEX INC. TO ACQUIRE TRANSOK LLC