8-KMaterial AgreementsExhibits & Filings

CMS ENERGY CORP 8-K Report, Material Agreement (Oct 13, 2004)

Filed October 13, 2004For Securities:CMSCMS-PCCMSACMSCCMSD

Summary

CMS Energy Corporation (CMS) filed an 8-K on October 13, 2004, reporting the closing of a substantial equity offering. The company successfully sold 28.5 million shares of common stock at $9.10 per share, generating net proceeds of approximately $250.3 million. This capital infusion is primarily intended to strengthen its principal subsidiary, Consumers Energy Company, through capital infusions. This offering represents a significant event for CMS Energy, providing crucial funding to support its subsidiary's operations and potentially improving its financial flexibility. Investors should note the company's stated intention to use these proceeds for capital infusions into Consumers Energy, which suggests a focus on operational stability and growth within its core utility business. Pending these infusions, the funds will be held for general corporate purposes, including short-term investments.

Key Highlights

  • 1CMS Energy completed the sale of 28.5 million shares of common stock on October 13, 2004.
  • 2The offering price was $9.10 per share.
  • 3Net proceeds from the stock sale amounted to approximately $250,272,750.
  • 4Proceeds are earmarked for capital infusions into principal subsidiary Consumers Energy Company.
  • 5The company also granted underwriters a 30-day option to purchase up to an additional 4,275,000 shares.
  • 6The Underwriting Agreement was entered into on October 7, 2004, with a syndicate of underwriters led by major financial institutions.
  • 7The filing explicitly references forward-looking statements and directs readers to risk factors discussed in prior 10-K filings.

Frequently Asked Questions

The primary purpose of the stock offering was to raise capital for CMS Energy Corporation to make capital infusions into its principal subsidiary, Consumers Energy Company. These funds are intended to support the subsidiary's operations and financial health.

CMS Energy raised approximately $250.3 million in net proceeds after accounting for underwriting discounts and commissions from the sale of 28.5 million shares.

Consumers Energy Company is the principal subsidiary of CMS Energy Corporation, and it is the primary utility company operating in Michigan, providing electricity and natural gas services.

Investors are directed to read the forward-looking statements in this 8-K in conjunction with the 'FORWARD-LOOKING STATEMENTS AND RISK FACTORS' sections found in CMS Energy's Form 10-K/A for the Fiscal Year Ended December 31, 2003, and Consumers Energy's Form 10-K for the Fiscal Year Ended December 31, 2003.