8-KOther Events

FIRSTENERGY CORP 8-K Report (Sep 24, 2003)

Filed September 24, 2003For Securities:FE

Summary

This Form 8-K filing by FirstEnergy Corp. on September 24, 2003, primarily serves to file an exhibit related to a previous S-3 registration statement. The key exhibit is the Underwriting Agreement dated September 12, 2003, between FirstEnergy Corp. and several underwriters, including Citigroup Global Markets Inc. and Morgan Stanley & Co. Incorporated as representatives. This agreement outlines the terms for the offer and sale of up to 32,200,000 shares of the Company's common stock. Investors should note that this filing is largely procedural, formalizing the terms of a significant equity offering. The agreement details the number of shares to be sold, the purchase price, the role of the underwriters, and various conditions and representations necessary for such a transaction. It also includes standard provisions for indemnification and lock-up agreements for key stakeholders.

Key Highlights

  • 1FirstEnergy Corp. filed an Underwriting Agreement dated September 12, 2003, as an exhibit to its Form 8-K.
  • 2The agreement is with Citigroup Global Markets Inc. and Morgan Stanley & Co. Incorporated, acting as representatives for several underwriters.
  • 3The purpose of the agreement is the offer and sale of up to 32,200,000 shares of FirstEnergy Corp.'s common stock.
  • 4This filing relates to a previously filed registration statement on Form S-3 (No. 333-103865).
  • 5The agreement specifies the number of 'Firm Shares' (28,000,000) and 'Additional Shares' (up to 4,200,000) to be sold.
  • 6The filing includes details on representations and warranties made by FirstEnergy Corp., conditions for the underwriters, and indemnification provisions.
  • 7A 90-day lock-up period is stipulated for certain shareholders, officers, and directors, restricting the sale of their shares.

Frequently Asked Questions

The primary purpose of this Form 8-K filing is to publicly disclose and file the Underwriting Agreement between FirstEnergy Corp. and its underwriters, dated September 12, 2003. This agreement details the terms and conditions under which the underwriters will purchase and offer shares of FirstEnergy Corp.'s common stock to the public.

The Underwriting Agreement covers the sale of 28,000,000 'Firm Shares' and allows for the sale of up to an additional 4,200,000 'Additional Shares' (an overallotment option). The total potential number of shares offered is up to 32,200,000. Annex B indicates a total offering price to the public of $840,000,000 for the 28,000,000 firm shares.

The lead underwriters, acting as representatives for the several underwriters, are Citigroup Global Markets Inc. and Morgan Stanley & Co. Incorporated. A full list of other participating underwriters is provided in Annex A of the Underwriting Agreement.

Yes, the filing references lock-up agreements, which are standard in such offerings. These agreements typically restrict certain shareholders, officers, and directors from selling their shares for a period, in this case, 90 days after the date of the final prospectus, without the prior written consent of the representatives of the underwriters.