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Hauser Selected As CFO Of Duke Energy Post Merger
CHARLOTTE, N.C. and CINCINNATI, August 23, 2005 — Paul M. Anderson,
chairman of the board and chief executive officer of Duke Energy, and James E.
Rogers, chairman, president and chief executive officer of Cinergy, announced
today their selection of David L. Hauser, currently group vice president and chief
financial officer of Duke Energy, to be the chief financial officer of Duke Energy
when the companies complete their merger in 2006. The selection is subject to the
approval of the board of directors of the new company once the merger is
completed.
“As we integrate Duke Energy and Cinergy to create a platform for continued
growth, we thought it important to identify early the leader who would be
accountable for the new company’s financial systems and controls,” said Paul
Anderson. “Since being named CFO of Duke Energy in late 2003, David has done
an excellent job with our financial reporting, including creating greater
transparency and improving relations with the financial community. He’s the right
leader to take on the important work of designing the financial systems for the
new Duke Energy,” Anderson said.
“I’ve had the opportunity to work with David since the merger was announced in
May and have been impressed with his experience, his industry knowledge and his
business savvy,” said Jim Rogers. “The new Duke Energy will participate in the
continued consolidation of the electric and gas industry, and David has the
experience and strategic skills to be a key member of our leadership team,” Rogers
said.
A comprehensive integration process to merge Duke Energy and Cinergy will be
kicked off in mid-September. It is anticipated that the appointment of other key
executive and senior leadership positions will occur by the end of November 2005.
The companies expect to close the merger in the first half of 2006. A more precise
closing window will be established following regulatory and shareholder approvals.
Hauser is a 30-year employee of Duke Energy. During his first 20 years with the
company, he held various accounting positions, including controller. He later
served as vice president, procurement services and materials. He was named
senior vice president of global asset development in 1997 and, in 1998, was
named senior vice president and treasurer.
A native of High Point, Hauser graduated from Furman (S.C.) University with a
bachelor of arts degree in business administration. He received a master of
business administration degree from the University of North Carolina at Charlotte.
He completed the Executive Program of Professional Management Education at
the University of North Carolina at Chapel Hill. He is a certified public accountant
and a certified purchasing manager.
Corporate Profiles
Cinergy has a balanced, integrated portfolio consisting of two core businesses:
regulated operations and commercial businesses. Cinergy’s integrated businesses
make it a Midwest leader in providing both low-cost generation and reliable electric
and gas service. More information about the company is available on the Internet
at: http://www.cinergy.com.
Duke Energy is a diversified energy company with a portfolio of natural gas and
electric businesses, both regulated and unregulated, and an affiliated real estate
company. Duke Energy supplies, delivers and processes energy for customers in
the Americas. Headquartered in Charlotte, N.C., Duke Energy is a Fortune 500
company traded on the New York Stock Exchange under the symbol DUK. More
information about the company is available on the Internet at: http://www.duke-
energy.com.
Forward-Looking Statements
This document includes statements that do not directly or exclusively relate to
historical facts. Such statements are “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These forward-looking statements include
statements regarding benefits of the proposed mergers and restructuring
transactions, integration plans and expected synergies, anticipated future
financial operating performance and results, including estimates of growth. These
statements are based on the current expectations of management of Duke Energy
and Cinergy. There are a number of risks and uncertainties that could cause actual
results to differ materially from the forward-looking statements included in this
document. For example, (1) the companies may be unable to obtain shareholder
approvals required for the transaction; (2) the companies may be unable to obtain
regulatory approvals required for the transaction, or required regulatory
approvals may delay the transaction or result in the imposition of conditions that
could have a material adverse effect on the combined company or cause the
companies to abandon the transaction; (3) conditions to the closing of the
transaction may not be satisfied; (4) problems may arise in successfully integrating
the businesses of the companies, which may result in the combined company not
operating as effectively and efficiently as expected; (5) the combined company
may be unable to achieve cost-cutting synergies or it may take longer than
expected to achieve those synergies;
(6) the transaction may involve unexpected costs or unexpected liabilities, or the
effects of purchase accounting may be different from the companies’
expectations; (7) the credit ratings of the combined company or its subsidiaries
may be different from what the companies expect; (8) the businesses of the
companies may suffer as a result of uncertainty surrounding the transaction; (9)
the industry may be subject to future regulatory or legislative actions that could
adversely affect the companies; and (10) the companies may be adversely
affected by other economic, business, and/or competitive factors. Additional
factors that may affect the future results of Duke Energy and Cinergy are set
forth in their respective filings with the Securities and Exchange Commission
("SEC"), which are available at www.duke-energy.com/investors and
www.cinergy.com/investors, respectively. Duke Energy and Cinergy undertake no
obligation to publicly update or revise any forward-looking statements, whether as
a result of new information, future events or otherwise.
Additional Information and Where to Find It
In connection with the proposed transaction, a registration statement of
Duke Energy Holding Corp. (Registration No. 333-126318), which includes a
preliminary prospectus and a preliminary joint proxy statement of Duke Energy
and Cinergy, and other materials have been filed with the SEC and are publicly
available. WE URGE INVESTORS TO READ THE DEFINITIVE JOINT PROXY
STATEMENT-PROSPECTUS WHEN IT BECOMES AVAILABLE AND THESE OTHER
MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT DUKE ENERGY, CINERGY, DUKE ENERGY HOLDING CORP., AND THE
PROPOSED TRANSACTION. Investors will be able to obtain free copies of the
joint proxy statement-prospectus as well as other filed documents containing
information about Duke Energy and Cinergy at http://www.sec.gov, the SEC’s website. Free copies of
Duke Energy’s SEC filings are also available on Duke Energy’s Web site at http://www.duke-energy.com/investors/, and free copies
of Cinergy’s SEC filings are also available on Cinergy’s Web site at http://www.cinergy.com.
Participants in the Solicitation
Duke Energy, Cinergy and their respective executive officers and directors may be
deemed, under SEC rules, to be participants in the solicitation of proxies from
Duke Energy’s or Cinergy’s stockholders with respect to the proposed transaction.
Information regarding the officers and directors of Duke Energy is included in its
definitive proxy statement for its 2005 annual meeting filed with the SEC on March
31, 2005. Information regarding the officers and directors of Cinergy is included in
its definitive proxy statement for its 2005 annual meeting filed with the SEC on
March 28, 2005. More detailed information regarding the identity of potential
participants, and their direct or indirect interests, by securities, holdings or
otherwise, will be set forth in the registration statement and proxy statement and
other materials to be filed with the SEC in connection with the proposed
transaction.
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