FARMINGTON HILLS, Mich., May 22 /PRNewswire-FirstCall/ --
SEMCO ENERGY, INC. (NYSE: SEN) today announced that on May 21, 2003 it
completed an offering of an aggregate principal amount of $150 million of
71/8% senior unsecured notes due 2008 and an aggregate principal amount of
$150 million of 73/4% senior unsecured notes due 2013 to certain institutional
investors in an offering exempt from the registration requirements of the
Securities Act of 1933, as amended, as previously disclosed by SEMCO ENERGY on
May 1, 2003. The offering was lead-managed by Credit Suisse First Boston LLC.
Concurrent with the offering of the senior notes, SEMCO ENERGY amended its
existing bank credit facilities to renew the term of the credit facilities, to
increase the amounts committed to $155 million and to amend certain terms and
provisions, including but not limited to covenant relief to permit the note
offering and allow additional financial flexibility for SEMCO ENERGY.
SEMCO ENERGY has used part of the proceeds of the offering to retire an
aggregate principal amount of $77 million of 8.95% Remarketable or Redeemable
Securities due 2008 (the "ROARS"), of which an aggregate principal amount of
$28 million remains outstanding. SEMCO ENERGY intends to use the remainder of
the proceeds to, among other things, redeem the remaining outstanding ROARS in
accordance with their terms. SEMCO ENERGY also has used the proceeds to
repurchase all of its outstanding 8.00% Senior Notes due 2004, its 7.20%
Senior Notes due 2007 and its 8.32% Senior Notes due 2024, pursuant to the
terms of each such debt securities. Any remaining proceeds from the offering
will be used to pay associated transaction fees, charges and expenses, and for
working capital and general corporate purposes.
SEMCO ENERGY expects to expense approximately $24.7 million ($16.1 million
net of taxes) of various transaction expenses at the time of the completion of
the transactions described above and to amortize approximately $24.6 million
over the life of the senior notes.
The notes offered have not been registered under the Securities Act and
may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. This press release shall
not constitute an offer to sell or solicitation of an offer to buy such notes.
SEMCO ENERGY, Inc. distributes natural gas to more than 383,000 customers
combined in Michigan, as SEMCO ENERGY GAS COMPANY, and in Alaska, as ENSTAR
Natural Gas Company. It owns and operates businesses involved in natural gas
pipeline construction services, propane distribution, intrastate pipelines and
natural gas storage in various regions of the United States. In addition, it
provides information technology and outsourcing services, specializing in the
mid-range computer market.
This document contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 that are based on current
expectations, estimates and projections of SEMCO Energy, Inc. and its
subsidiaries (the "Company"). Statements that are not historical facts,
including without limitation statements about the Company's outlook, beliefs,
plans, goals and expectations, are forward-looking statements. In addition,
forward-looking statements generally can be identified by the use of forward-
looking terminology such as "may," "will," "expect," "intend," estimate,"
"anticipate," "believe" or "continue" or the negatives of these terms or
variations of them or similar terminology. These statements are subject to
potential risks and uncertainties and, therefore, actual results may differ
materially. The Company undertakes no obligation to update publicly any
forward-looking statements whether as a result of new information, future
events or otherwise.
SOURCE SEMCO ENERGY, INC.