Bay State Gas Company and NIPSCO Industries Inc. Receive Shareholder Approval for Merger

Bay State Gas Company, a leading natural gas distributor in New England, announced that its shareholders have overwhelmingly approved the company's merger with NIPSCO Industries, Inc. of Indiana. The merger marks a significant step towards creating the 10th largest natural gas distribution company in the United States, with over one million gas customers. The combined entity will offer a broader range of products and services at competitive prices, benefiting both shareholders and customers.

Key Takeaways:

• Approximately 78% of Bay State Gas Company's shareholders voted in favor of the merger with NIPSCO Industries, Inc.
• The combined company will have over one million gas customers, making it the 10th largest natural gas distributor in the United States.
• Shareholders will receive a significant premium for their shares, with added upside potential of participating in the ownership of a larger, broader-based entity.
• Employees will be part of a stronger, growing organization, while customers will have the choice of a greater array of products and services.
• The merger is subject to approval by regulators in Mass., N.H., and Maine, the Federal Energy Regulatory Commission, and the Securities and Exchange Commission.
• Completion of the transaction is expected to conclude this fall.

Statistics:

• 78%: The percentage of outstanding shares voted in favor of the merger.
• Over 1 million: The number of gas customers that the combined entity will serve.
• 308,000: The number of natural gas customers served by Bay State Gas Company in Massachusetts, New Hampshire, and Maine.
• 94,000: The number of residential, commercial, and industrial customers served by Bay State's nonregulated Energy Products & Services business.

Sources:

• Business Wire, May 27, 1998
• Bay State Gas Company
• NIPSCO Industries, Inc. web sites: http://www.bgc.com, http://www.energyusa.com, and http://www.nipsco.com.