PORT HURON, Mich., March 15 /PRNewswire-FirstCall/ -- SEMCO ENERGY, INC.
(NYSE: SEN) announced today that it has closed an offering of 325,000 shares
of its 5% Series B Convertible Cumulative Preferred Stock, generating gross
proceeds to the Company of $65 million, to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933 (the "Act") and to
persons in offshore transactions in reliance on Regulation S under the Act.
SEMCO also has granted the initial purchasers a 30-day option to purchase up
to an additional 25,000 shares of preferred stock in connection with the
Concurrently with the closing of the offering, on March 15, 2005, SEMCO
also closed the repurchase from an affiliate of k1 Ventures Ltd. of all of the
outstanding and issued shares (52,542.94) of SEMCO's 6% Series B Convertible
Preference Stock and warrants to purchase 905,565 shares of SEMCO's common
stock. The aggregate purchase price under the repurchase agreement was $60
million. SEMCO used $60 million of the proceeds from the preferred stock
offering to complete the repurchase.
Additionally, the members of SEMCO's Board of Directors appointed by the
affiliate of k1, Jeffrey A. Safchik and Sherry A. Stanley, have resigned from
"We want to thank Jeff and Sherry for their dedication and contributions
to SEMCO ENERGY," said George A. Schreiber, Jr., SEMCO ENERGY, Inc. President
and Chief Executive Officer. "Their perspective and insight will be missed
and we wish them well in all their future endeavors."
Additional proceeds from the offering beyond those used in connection with
the repurchase of the preference stock will be used to repurchase, redeem,
repay or retire junior capital and other existing subordinated indebtedness or
for general corporate purposes.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy any of these securities. These securities have not been
registered under the Act or any state securities laws, and unless so
registered, may not be offered or sold in the United States except pursuant to
an exemption from the registration requirements of the Act and applicable
SEMCO ENERGY, Inc. distributes natural gas to approximately 398,000
customers combined in Michigan, as SEMCO ENERGY GAS COMPANY, and in Alaska, as
ENSTAR Natural Gas Company. It also owns and operates businesses involved in
propane distribution, intrastate pipelines and natural gas storage in various
regions of the United States.
The following is a "Safe-Harbor" statement under the Private Securities
Litigation Reform Act of 1995. This release contains forward-looking
statements that involve risks and uncertainties. Statements that are not
historic facts, including statements about the Company's outlook, beliefs,
plans, goals and expectations, are forward-looking statements. Factors that
may impact forward-looking statements include, but are not limited to, the
effects of weather, the economic climate, competition, commodity prices,
changing conditions in the capital markets, regulatory approval processes,
success in obtaining new business, success in defending claims against the
Company, and other risks detailed from time to time in the Company's
Securities and Exchange Commission filings.
SOURCE SEMCO ENERGY, Inc.
/CONTACT: Analysts Contact: Thomas Connelly, Director Treasury and
Investor Relations, Phone: +1-248-458-6163, or Media Contact: Timothy Lubbers,
Director of Marketing and Corporate Communications, Phone: +1-810-887-4208,
both of SEMCO ENERGY, Inc./
/Web site: http://www.semcoenergy.com /
CO: SEMCO ENERGY, Inc.
IN: OIL UTI
SU: OFR PER
-- DETU020 --
4095 03/15/2005 13:12 EST http://www.prnewswire.com