NUI corporation completes transfer of Pennsylvania and New York divisions to C&T Enterprises Inc.

BEDMINSTER, N.J., Nov. 19, 2002 — NUI Corp. has closed on the sale of its Pennsylvania and New York utility operations to C&T Enterprises, Inc. (C&T), a Pennsylvania electricity cooperative.

Under the agreement, C&T assumes the assets of NUI’s Valley Cities Gas/Waverly Gas (VCW) operations, effective Nov. 7.

In addition to the transfer of assets, the transaction creates a strategic alliance between NUI and C&T through which NUI will continue to provide certain support services to C&T, including gas supply management, gas control and engineering services, through separate three-year contracts.

C&T is paying NUI $15 million for the assets and customers of VCW, with a potential for up to an additional $3 million if certain financial targets are achieved.

“Valley Cities/Waverly and C&T are a great fit for each other,” said John Kean Jr., NUI president and chief executive officer. “C&T is a local company that is new to natural gas distribution and has great confidence in the capabilities of the VCW employees. We are looking forward to working with C&T to make the continued relationship of this alliance a success.”

“VCW’s operations are solid and the division has a highly dedicated group of employees,” said John McNamara, chairman of C&T Enterprises. “We recognize the value of the employees, all of whom become employees of C&T. C&T is a company that cares about its employees, has strong roots in the community and shares NUI’s commitment to customer service.”

Valley Cities Gas and Waverly Gas provide natural gas service to about 6,600 customers in the Sayre, Pennsylvania area, including Athens and Towanda, and Waverly, New York. Daily operation of the division is expected to continue unchanged under C&T and Valley Cities Gas and Waverly Gas customers will see no discernable change in their service.

NUI Corporation, based in Bedminster, NJ, provides energy, telecommunications and business services. NUI operates four natural gas utilities, and businesses involved in natural gas storage and pipeline activities; wholesale energy trading and portfolio management; retail energy sales; energy and environmental project development; energy consulting; telecommunications; and geospatial and customer information systems and services. Visit our web site at www.nui.com.

C&T Enterprises, Inc. is a wholly owned, for-profit subsidiary of Tri-County Rural Electric Cooperative and Claverack Rural Electric Cooperative. It was formed in 1998 to facilitate the co-op’s diversification activities. The group of utilities affiliated with C&T Enterprises serves approximately 45,000 electric and fuel oil customers in the northern tier of the state.

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