FORM 8-K
CURRENT REPORT
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) MARCH 13, 2003
COMMISSION REGISTRANT; STATE OF INCORPORATION; IRS EMPLOYER
FILE NUMBER ADDRESS; AND TELEPHONE NUMBER IDENTIFICATION NO.
----------- ----------------------------- ------------------
1-9513 CMS ENERGY CORPORATION 38-2726431
(A MICHIGAN CORPORATION)
FAIRLANE PLAZA SOUTH, SUITE 1100
330 TOWN CENTER DRIVE
DEARBORN, MICHIGAN 48126
(313) 436-9261
1-5611 CONSUMERS ENERGY COMPANY 38-0442310
(A MICHIGAN CORPORATION)
212 WEST MICHIGAN AVENUE
JACKSON, MICHIGAN
(517) 788-1030
1-2921 PANHANDLE EASTERN PIPE LINE 44-0382470
COMPANY
(A DELAWARE CORPORATION)
5444 WESTHEIMER ROAD, P.O. BOX 4967
HOUSTON, TEXAS 77210-4967
(713) 989-7000
ITEM 5. OTHER EVENTS
On March 13, 2003, CMS Energy Corporation and Southern Union Company received
requests for additional information ("Second Requests") from the Federal Trade
Commission under the Hart-Scott-Rodino Antitrust Improvements Act relating to
Southern Union's acquisition of Panhandle Eastern Pipe Line Company. CMS Energy
and Southern Union intend to respond to the Second Requests as quickly as
practicable, but unless issues raised by the FTC can be accommodated through a
consent order settlement, the Second Requests will delay the closing of the
transaction beyond March 31, 2003. The sale has been approved by the
Massachusetts Department of Telecommunications and Energy and is pending before
the Missouri Public Service Commission.
CMS Energy is a party to a $295.8 million revolving credit facility that has
approximately $124 million outstanding and a maturity date of March 31, 2003.
CMS Energy had planned to use the proceeds from the sale of Panhandle to pay
down the facility. If CMS Energy and Southern Union are not be able to close the
sale of Panhandle by March 31, 2003, CMS Energy has adequate cash reserves to
retire the credit facility. However, to maintain its current liquidity, CMS
Energy has requested that the lending banks amend the credit facility to extend
the maturity date until the earlier of June 30, 2003 or the closing date for the
sale of Panhandle.
This Form 8-K contains "forward-looking statements", within the meaning of the
safe harbor provisions of the federal securities laws. The "forward-looking
statements" are subject to risks and uncertainties. They should be read in
conjunction with the "Forward-Looking Statements and Risk Factors" in CMS
Energy's Form 10-Q for the Quarterly Period Ended September 30, 2002, Management
Discussion and Analysis Consumers Energy Company's Form 10-K/A for the Year
Ended December 31, 2001, Item I, Consumers Forward-Looking Statements Cautionary
Factors and Uncertainties and Panhandle's Form 10-K/A for the Year Ended
December 31, 2001, Item I, Panhandle Forward-Looking Statements Cautionary
Factors and Uncertainties (all incorporated herein by reference) that discuss
important factors that could cause CMS Energy's, Consumers Energy's and
Panhandle's results to differ materially from those anticipated in such
statements.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
CMS ENERGY CORPORATION
Dated: March 13, 2003
By: /s/ Thomas J. Webb
---------------------------------
Thomas J. Webb
Executive Vice President and Chief
Financial Officer
CONSUMERS ENERGY COMPANY
Dated: March 13, 2003
By: /s/ Thomas J. Webb
---------------------------------
Thomas J. Webb
Executive Vice President and Chief
Financial Officer
PANHANDLE EASTERN PIPE LINE
COMPANY
Dated: March 13, 2003
By: /s/ Thomas J. Webb
---------------------------------
Thomas J. Webb
Executive Vice President and Chief
Financial Officer