SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report - November 22, 2002
CH ENERGY GROUP, INC.
(Exact name of registrant as specified in its charter)
NEW YORK 0-30512 14-1804460
State or other (Commission File (IRS Employer
Jurisdiction of Identification) Number)
Incorporation number
284 South Avenue, Poughkeepsie, New York 12601-4879
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (845) 452-2000
Item 5. Other Events.
1. Appointment of Director. At its Board of Directors meeting of
November 22, 2002, Registrant appointed E. Michel Kruse to the CH Energy
Group, Inc. Board of Directors, as described in the Press Release of the
Registrant filed herewith as Exhibit 99(i)16.
2. Restructuring of Central Hudson Energy Services, Inc. On November
22,2002, the Board of Directors of CH Energy Group, Inc. approved a
reorganization of its competitive business subsidiaries to become effective
December 31, 2002. Central Hudson Energy Services, Inc. ("CHES"), which has
been the holding company parent of all competitive business subsidiaries of
CH Energy Group, Inc., will be merged into CH Energy Group, Inc. and will
no longer exist as a separate corporation. Central Hudson Enterprises
Corporation ("CHEC"), currently a subsidiary of CHES, will replace CHES as
the holding company parent of the competitive business subsidiaries of CH
Energy Group, Inc. Greene Point Development Corporation, a current
subsidiary of CHES, will be merged into CHEC. The assets of a subsidiary of
CHEC, Prime Industrial Energy Services, Inc., have been sold, and Prime
Industrial Energy Services, Inc. will be merged into CHEC. CHEC's fuel
distribution subsidiaries, Griffith Energy Services, Inc. and SCASCO, Inc.,
will continue to operate as direct subsidiaries of CHEC. Another CHES
subsidiary, CH Resources, Inc., was divested in May 2002.
The purpose of the reorganization described above is to streamline
administration and improve communication. The reorganization is not
expected to have any material effect on the financial condition of
CH Energy Group.
See Exhibit Index.
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 hereunto duly authorized.
CH ENERGY GROUP, INC.
(Registrant)
By: /s/Donna S. Doyle
DONNA S. DOYLE
Vice President - Accounting and Controller
Dated: November 22, 2002
Exhibit Index
Exhibit No.
Regulation S-K
Item 601
Designation Exhibit Description
99(i)16 Press Release of CH Energy Group, Inc., issued November 22,
2002, announcing the appointment of E. Michel Kruse to its
Board of Directors.
Exhibit 99(i)16
November 22, 2002
For Release: Immediately
Contact: Denise D. VanBuren, (845) 471-8323
Banking Executive Joins Board of CH Energy Group, Inc.
A senior banking executive, E. Michel Kruse, has been named to the
board of CH Energy Group, Inc., a regional energy services company with
holdings, including Central Hudson Gas & Electric Corporation, throughout the
Northeast. Kruse served 25 years with Chase Manhattan Corporation and more
recently as the Chief Executive of BHF-Bank AG in Frankfurt, Germany, and as
a Senior Advisor and Chairman of the Financial Institutions Group of UBS
Warburg. Kruse served as Chief Financial Officer of Chase Manhattan, then as
its Vice Chairman of the Board in charge of all finance and risk functions
for the corporation and its Global Services business. In all, he has nearly
three decades of experience in global banking through assignments that have
taken him to the United States, Germany, London and Hong Kong.
"CH Energy Group will benefit immensely from the business acumen that
Mr. Kruse will bring to the deliberations of our Board, and we welcome his
extensive experience at an important time in our business," said Chairman of
the Board, President and Chief Executive Officer Paul J. Ganci. "His
background in finance and risk-assessment functions will be extraordinarily
helpful going forward." Ganci noted that Kruse will serve as a member of the
Audit Committee of the Board of CH Energy Group, Inc.
A resident of Connecticut, Kruse, 58, holds an MBA from Hamburg
University. He has served on the Supervisory Boards of IKB Deutsche
Industriebank AG, Dusseldorf, and AGIV AG, Frankfurt, and as a Director of
Credit Commercial de France, Paris. He is a trustee of the Institute of
International Education in New York.
Kruse will join Ganci on a Board that also includes: Jack Effron,
Chairman of EFCO Products, Inc. of Poughkeepsie; Steven M. Fetter of
Regulation Unfettered, of Fair Haven, New Jersey; Heinz K. Fridrich, retired
VP of Manufacturing at the IBM Corporation, Fernandina Beach, Florida; Edward
F.X. Gallagher, Chairman and Owner of Gallagher Transportation Services of
Newburgh; Stanley J. Grubel, Former VP and General Manager of Philips
Semiconductors, of White Plains, New York; and Steven V. Lant, Chief
Operating Officer and Chief Financial Officer of CH Energy Group, of
Poughkeepsie.
About CH Energy Group:
With more than 425,000 customers, CH Energy Group, Inc. is a family of
companies seizing new opportunities in the competitive energy marketplace
through two primary subsidiaries: Central Hudson Gas & Electric Corporation
and Central Hudson Energy Services, Inc. Central Hudson is a regulated
transmission and distribution utility delivering natural gas and electricity
to approximately 345,000 customers in eight counties of New York State's
Mid-Hudson Valley. Central Hudson Energy Services is a family of competitive
businesses delivering energy and related services to nearly 80,000 customers
throughout the Northeast and greater Washington D.C. area.
Central Hudson Gas & Electric delivers natural gas and electricity in a
2,600-square-mile service territory extending from the suburbs of
metropolitan New York City north to the Capital District at Albany. Since
deregulation, Central Hudson has established a proven track record in
providing its customers with extremely competitive prices for energy
delivery. Strengthened by relationships that stretch back 150 years with the
communities of the Mid-Hudson Valley, Central Hudson is considered an
industry leader in not only lowering costs but in also introducing innovative
technology and service reliability improvements - all of which are focused on
continually increasing customer satisfaction.
Central Hudson Energy Services incorporates business units that deliver
fuel oil, natural gas, propane and motor fuels, as well as a full menu of
energy services, to customers in 11 states. Its regional footprint stretches
from markets in New England to those of the Washington, D.C. metropolitan
area.