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): October 1, 2001
THE LACLEDE GROUP, INC.
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Missouri 1-16681 74-2976504
-------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
720 Olive Street St. Louis, Missouri 63101
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (314) 342-0500
--------------
NONE
-------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation F-D Disclosure.
On October 1, 2001, Laclede Gas Company was reorganized into a
holding company structure pursuant to an Agreement and Plan of Merger and
Reorganization between Laclede Gas and The Laclede Group, Inc. The agreement
was approved on January 25, 2001 by the vote of shareholders representing
more than two-thirds of the outstanding common stock of Laclede Gas entitled
to vote. As part of the reorganization, each outstanding share of Laclede
Gas common stock, with a $1.00 par value, is deemed to represent a share of
The Laclede Group, Inc. common stock, with a par value of $1.00 per share.
At the effective date, Laclede Gas became a subsidiary of The Laclede Group.
The preferred stock and debt of Laclede Gas were not exchanged and remain
outstanding securities of Laclede Gas, although the registration of the
preferred stock has been terminated effective October 1, 2001.
The Laclede Group common stock was registered under the Securities
Act of 1933 pursuant to a registration statement on Form S-4, Registration
No. 333-48794 that was declared effective on December 15, 2000. The proxy
statement/prospectus included in the registration statement contains
additional information about the reorganization.
The Laclede Group common stock and preferred share purchase rights
have been registered under Section 12(b) of the Securities Exchange Act of
1934 on Form 8-A and have been approved for listing on the New York Stock
Exchange. Please see the description of The Laclede Group common stock
contained in the proxy statement/prospectus and the description of the
preferred share purchase rights contained in the Form 8-A for more
information about these securities. Laclede Gas filed a Form 15 on October
1, 2001 to terminate the registration of its common stock and common stock
purchase rights, which were registered pursuant to Section 12(b) of the
Exchange Act and listed on the New York and Chicago Stock Exchanges, and has
delisted the securities from those exchanges. The Laclede Group common
stock's listing on the New York Stock Exchange is effective October 1, 2001.
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.
THE LACLEDE GROUP, INC.
(Registrant)
By: /s/ Gerald T. McNeive, Jr.
----------------------------
Gerald T. McNeive, Jr.
Senior Vice President
October 1, 2001
(Date)