UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report September 29, 2010
(Date of earliest event reported)
QUESTAR CORPORATION
(Exact name of registrant as specified in its charter)
STATE OF UTAH | 001-08796 | 87-0407509 |
(State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
180 East 100 South Street, P.O. Box 45433 Salt Lake City, Utah 84145-0433
(Address of principal executive offices)
Registrant's telephone number, including area code (801) 324-5699
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Section 2 - Financial Information
Item 2.01 Completion of Acquisition or Disposition of Assets
On June 30, 2010, Questar Corporation (Questar) distributed all of the shares of common stock of QEP Resources, Inc. (QEP) held by Questar to Questar shareholders in a tax-free, pro rata dividend (the Spinoff). Each Questar shareholder received one share of QEP common stock for each share of Questar common stock held (including fractional shares) at the close of business on the record date. In connection therewith, QEP distributed Wexpro Company (Wexpro), a wholly-owned subsidiary of QEP, to Questar. The financial information presented in this Current Report on Form 8-K recasts QEP's financial condition and operating results as discontinued operations and Wexpro's financial condition and operating results as a separate line of business for all periods presented.
Section 9 - Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Exhibit
3.1.
Amended and restated Articles of Incorporation. (Appendix A to the Definitive Proxy Statement filed in connection with the registrant's May 18, 2010, Annual Meeting of Shareholders.)
10.4.
Questar Corporation Long-term Stock Incentive Plan, as amended and restated effective May 18, 2010.
10.5.
First Amendment of Questar Corporation Long-term Stock Incentive Plan, effective June 12, 2010.
10.7.
Questar Corporation Deferred Compensation Plan for Directors, as amended and restated effective June 12, 2010.
10.14.
Questar Corporation Deferred Compensation Wrap Plan, as amended and restated June 12, 2010.
10.24.
Questar Corporation Annual Management Incentive Plan II, as amended and restated on January 1, 2010.
10.25.
First Amendment of Questar Corporation Annual Management Incentive Plan II, effective June 12, 2010.
12.
Ratio of earnings to fixed charges.
23.1.
Consent of Independent Registered Public Accounting Firm.
23.2.
Consent of Independent Petroleum Engineers and Geologists.
23.3
Qualifications and report of Independent Petroleum Engineers and Geologists.
99.1
Questar Corporation recast consolidated financial statements
101.INS
XBRL Instance.
101.SCH
XBRL Taxonomy.
101.LAB
XBRL Labels.
2
101.PRE
XBRL Presentation.
101.CAL
XBRL Calculations.
101.DEF
XBRL Definitions.
SIGNATURE
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 thereunto duly authorized.
Questar Corporation
(Registrant)
September 29, 2010
/s/Martin H. Craven
Martin H. Craven
Vice President, Chief Financial Officer
and Treasurer
List of Exhibits:
Exhibit No.
Exhibit
3.1.
Amended and restated Articles of Incorporation. (Appendix A to the Definitive Proxy Statement filed in connection with the registrant's May 18, 2010, Annual Meeting of Shareholders.)
10.4.
Questar Corporation Long-term Stock Incentive Plan, as amended and restated effective May 18, 2010.
10.5.
First Amendment of Questar Corporation Long-term Stock Incentive Plan, effective June 12, 2010.
10.7.
Questar Corporation Deferred Compensation Plan for Directors, as amended and restated effective June 12, 2010.
10.14.
Questar Corporation Deferred Compensation Wrap Plan, as amended and restated June 12, 2010.
10.24.
Questar Corporation Annual Management Incentive Plan II, as amended and restated on January 1, 2010.
10.25.
First Amendment of Questar Corporation Annual Management Incentive Plan II, effective June 12, 2010.
12.
Ratio of earnings to fixed charges.
23.1.
Consent of Independent Registered Public Accounting Firm.
23.2.
Consent of Independent Petroleum Engineers and Geologists.
23.3
Qualifications and report of Independent Petroleum Engineers and Geologists.
99.1
Questar Corporation recast consolidated financial statements
3
101.INS
XBRL Instance.
101.SCH
XBRL Taxonomy.
101.LAB
XBRL Labels.
101.PRE
XBRL Presentation.
101.CAL
XBRL Calculations.
101.DEF
XBRL Definitions.
4