EX-1.1
from 8-K
30 pages
National Fuel Gas Company $300,000,000 3.95% Notes Due 2027 Underwriting Agreement September 18, 2017 Merrill Lynch, Pierce, Fenner & Smith Incorporated U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC as Representatives of the Several Underwriters Underwriting Agreement
12/34/56
EX-1
from DEFA14A
7 pages
Exhibit 1 [X] [Logo-Red Checkmark in Box] Vote Each White Proxy Card You Receive • Form 10-K (2007 as You Know, the Hedge Fund New Mountain Vantage Advisers, Fiscal Year) L.L.C. (“New Mountain”) Has Launched a Disruptive Proxy Contest • Proxy Statement to Propose Its Own Slate of Directors to Serve on the Board of (2007 Fiscal Year) National Fuel Gas Company. We Believe That, if New Mountain’s • Bios for National Candidates Are Elected, They Will Propose a Course of Action That Fuel’s Nominees to May Serve New Mountain’s Interests, but Would Harm the the Board of Majority of Our Shareholders. Directors • 2008 Annual We Believe That the Persons New Mountain Has Nominated to Meeting of Serve on Your Board of Directors Are Not Only Lacking in Any Real Shareholders Experience in Managing the Kinds of Assets That Comprise Your • Learn More Company, but That They Are Committed to Advancing Strategies for Your Company That, at Best, Favor Their Short-Term Interests and Not the Interests of the Majority of Our Shareholders. for More [X] [Logo-Red Information, See the “Learn More” Section Below. Checkmark in Box] Vote Now We Urge You to Vote for the Company’s Nominees to Your Board of Directors by Using Your White Proxy Card or Clicking on the “Vote Now” Link Below to Preserve Your Board’s Disciplined and Knowledge-Based Approach to Developing the Assets of Your Company, While Providing Superior Returns and Opportunity for Continued Growth. We Urge You Not to Sign Any Blue Proxy Cards You Receive From New Mountain. Sincerely, /S/ Phil Ackerman Phil Ackerman Chairman and Chief Executive Officer /S/ Dave Smith Dave Smith President and Chief Operating Officer /S/ Ron Tanski Ron Tanski Treasurer and Principal Financial Officer
12/34/56
EX-1
from U-1
1 page
Exhibit 1.6 National Fuel Gas Distribution Corporation Income Statement for the Twelve Months Ended March 31, 2005 <table> <caption> Utility Operating Income - <s> <c> Operating Revenues (400) $1,130,507,187 - Operating Expenses - Operation Expenses (401) 936,936,972 Maintenance Expenses (402) 12,471,579 Depreciation Expense (403) 39,966,091 Taxes Other Than Income Taxes (408.1) 46,806,927 Income Taxes - Federal (409.1) 18,027,639 - Other (409.1) 3,238,163 Provision for Deferred Income Taxes (410.1) 60,819,608 (Less) Provision for Deferred Income Taxes - Cr. (411.1) (51,452,919) Total Utility Operating Expenses 1,066,814,060 Net Utility Operating Income 63,693,127 Other Income - Nonutility Operating Income Revenues From Merchandising, Jobbing and Contract Work (415) 56,585 (Less) Costs and Exp. of Merchandising, Job. & Contract Work (416) (189,539) Nonoperating Rental Income (418) 3,725 Interest and Dividend Income (419) 376,011 Allowance for Other Funds Used During Construction (419.1) 127,013 Miscellaneous Nonoperating Income (421) 17,858 Total Other Income 391,653 Other Income Deductions - Miscellaneous Income Deductions (426.1 - 426.5) 934,503 Total Other Income Deductions 934,503 Taxes - Other Income and Deductions - Taxes Other Than Income Taxes (408.2) 5,238 Income Taxes - Federal (409.2) (863,589) Income Taxes - Other (409.2) (8,429) (Less) Investment Tax Credits (420) (673,722) Total Taxes - Other Income and Deductions (1,540,502) Net Other Income and Deductions 997,652 Interest Charges - Amortization of Loss on Reaquired Debt (428.1) 421,954 Interest on Debt to Associated Companies (430) 16,262,318 Other Interest Expense (431) 3,420,995 (Less) Allowance for Borrowed Funds Used During Construction (432) (109,863) Total Interest Charges 19,995,404 Net Income $44,695,375 - =============== </Table>
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