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ENRON AND PORTLAND GENERAL SHAREHOLDERS GIVE OVERWHELMING APPROVAL TO PROPOSED MERGER
FOR IMMEDIATE RELEASE: November 12, 1996
Houston -- Enron and Portland General Corporation announced today that a large majority of their respective shareholders has voted in favor of merging the two companies.
In separate shareholder meetings at the companies' headquarters in Houston and Portland, Oregon, 75 percent of Enron common shares and 77 percent of Portland General common shares were voted in favor of the merger. Under the terms of the merger agreement, shareholder approval also resulted in the expiration of the "collar" provisions providing both companies with the right to terminate the merger agreement due to changes in Enron's common stock price.
"We are pleased that shareholders of both companies endorsed our enthusiasm for the proposed merger and recognize the benefits of a combined Enron/Portland General presence in the highly-competitive power market," said Kenneth L. Lay, Enron chairman and chief executive officer. "In addition, we have received early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, which is a significant step in obtaining the required regulatory clearances."
"Today's shareholder vote represents another milestone toward our goal of creating a new company that will deliver broader services and a greater variety of choices to new and existing customers," said Ken L. Harrison, Portland General chairman and chief executive officer.
The proposed merger, which was announced July 22, represents an outstanding opportunity to create the leading energy company of the future in the North American energy markets:
- It will combine Enron's natural gas and electricity marketing and risk management expertise with Portland General's wholesale and retail electricity expertise, related assets and people skills;
- It will bring more product choices and competitive prices to all customers, large and small, wholesale and eventually retail, too;
- It will establish a company that can lead the convergence of gas and electricity as the primary sources of energy in North America in the 21st Century;
- It is consistent with Enron's long-term compound annual earnings growth target of at least 15 percent because it is expected to be accretive to Enron's earnings per share beginning in the first year after completion of the merger.
Completion of the merger remains subject to satisfaction of regulatory approvals and other customary closing conditions, including approval by the Federal Energy Regulatory Commission and the Oregon Public Utilities Commission.
Enron, one of the world’s largest integrated natural gas and electricity companies with approximately $15 billion in assets, operates the largest natural gas transmission system in the Western Hemisphere and the second largest system in the world; is the largest purchaser and marketer of natural gas and the largest non-regulated marketer of electricity in North America; produces and markets natural gas liquids worldwide; owns 59 percent of Enron Oil & Gas Company, one of the largest independent (non-integrated) exploration and production companies in the United States; owns 59 percent of Enron Global Power & Pipelines L.L.C., which is owner and manager of operating power plants and natural gas pipelines around the world; and is one of the largest independent developers and producers of electricity in the world. Enron is traded under the ticker symbol, "ENE."
For additional information please contact:
Carol Hensley
713-853-6498
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