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WISCONSIN ENERGY ACQUIRES WISCONSIN SOUTHERN GAS

 RACINE, Wis., July 30 /PRNewswire/ -- Wisconsin Energy Corp. (NYSE: WEC) and Wisconsin Southern Gas Company, Inc. (NASDAQ: WISC) announced today that they had executed a definitive agreement for the acquisition of Wisconsin Southern by Wisconsin Energy through the merger of Wisconsin Southern into Wisconsin Natural Gas Co., a wholly owned subsidiary of Wisconsin Energy.
 All outstanding shares of Wisconsin Southern common stock will be converted into shares of Wisconsin Energy common stock based on an exchange ratio of 1.6330 shares of Wisconsin Energy common stock for each outstanding share of Wisconsin Southern common stock.
 The exchange ratio is subject to possible adjustment, based on changes in the average market price of the common stock of Wisconsin Energy outside of a certain range prior to closing, to not less than 1.4830 and not more than 1.8167 shares of Wisconsin Energy common stock for each outstanding share of Wisconsin Southern common stock.
 The transaction is structured as a tax-free reorganization. Wisconsin Southern has 1,003,392 shares outstanding as of July 30, 1993.
 The transaction is subject to approval by the shareholders of Wisconsin Southern, all requisite regulatory approvals and the effectiveness of a registration statement to be filed with the Securities and Exchange Commission covering the shares of Wisconsin Energy common stock to be issued in the transaction.
 Subject to receipt of the various approvals, the target date for the transaction to close is Jan. 1, 1994.
 Wisconsin Natural Gas Co. is the state's second largest gas distribution company. Wisconsin Natural is headquartered in Racine, serves nearly 280,000 customers and its southeastern service area is adjacent to the area served by Wisconsin Southern. Wisconsin Southern is headquartered in Lake Geneva and serves nearly 48,000 customers.
 -0- 7/30/93
 /CONTACT: Charles Ziegler of Wisconsin Energy Corporation, 414-221-4444, or Rick James, Wisconsin Natural Gas Company, 414-635-2349/
 (WEC)


CO: Wisconsin Energy Corp.; Wisconsin Southern Gas Company ST: Wisconsin IN: UTI SU: TNM

AR -- CL021 -- 7981 07/30/93 17:46 EDT
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Publication:PR Newswire
Date:Jul 30, 1993
Words:333
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