JACKSON, Mich., July 8 /PRNewswire-FirstCall/ -- CMS Energy Corporation (NYSE:CMS) today announced that, as of 5:00 p.m., New York City time, on July 7, 2009 (the "Early Tender Deadline"), the following principal amounts of its outstanding senior notes listed in the table below (the "Notes") have been validly tendered and not validly withdrawn in connection with its previously announced cash tender offers (each an "Offer" and, collectively, the "Offers") to purchase the Notes.
CMS Energy also announced that it has increased the combined aggregate principal amount of Notes that it is offering to purchase in the Offers from $240 million to $330 million (as increased, the "Tender Cap"). Except as described in this news release, all other terms and conditions of the Offers as described in the Offer to Purchase dated June 23, 2009 (the "Offer to Purchase") and related Letter of Transmittal remain unchanged.
Accep- Principal Tender Early Total
Title of Principal tance Amount Tendered Offer Tender Consider-
Security Amount Priority as of the Early Consider- Payment ation
(CUSIP No.) Outstanding Level Tender Deadline ation(1) (1) (1)(2) 7.75% Senior
Notes due
2010 (CUSIP
Nos. 125896
AV2 and $300,000,000 1 $232,439,000 $1,020.00 $30.00 $1,050.00
125896 AU4) 8.50% Senior
Notes due 2011
(CUSIP No. $300,375,000 2 $85,854,000 $1,007.50 $30.00 $1,037.50
125896 AQ3) (1) Per $1,000 principal amount of Notes accepted for purchase. (2) The Total Consideration includes the Early Tender Payment and is
payable only in respect of Notes validly tendered (and not validly
withdrawn) prior to the Early Tender Deadline and accepted for
payment. Because the aggregate principal amount outstanding of the 7.75 percent Senior Notes due 2010 does not exceed the Tender Cap, the 7.75 percent Senior Notes due 2010 will not be subject to proration as described in the Offer to Purchase and related Letter of Transmittal. The 8.50 percent Senior Notes due 2011 may be subject to proration.
Settlement of the Offers is expected to occur two business days after 11:59 p.m., New York City time, on Tuesday, July 21, 2009, unless extended (the "Expiration Time"), or promptly thereafter (the "Settlement Date"). Settlement will include payment of accrued and unpaid interest on the Notes to, but not including, the Settlement Date.
Holders whose Notes are validly tendered after the Early Tender Deadline and at or before the Expiration Time will be eligible to receive only the Tender Offer Consideration (as defined in the Offer to Purchase) for each $1,000 principal amount of Notes tendered by such holders that are accepted for purchase, which is equal to the applicable Total Consideration (as defined in the Offer to Purchase) minus the Early Tender Payment (as defined in the Offer to Purchase).
CMS has retained Global Bondholder Services Corporation to act as information agent in connection with the Offers. Requests for copies of the Offer to Purchase and questions regarding the Offers may be directed to Global Bondholder Services Corporation at 1-(866) 470-4300 (U.S. toll-free) or 1-(212) 430-3774 (collect). CMS has engaged Deutsche Bank Securities Inc. to act as dealer manager in connection with the Offers. Questions regarding the Offers may be directed to Deutsche Bank Securities Inc., Liability Management Group at 1-(866) 627-0391 (U.S. toll-free) or 1-(212) 250-2955 (collect).
This announcement is not an offer to purchase or a solicitation of an offer to purchase. The Offers are made solely by the Offer to Purchase as amended by this news release.
The Offers are not being made to, nor will CMS accept tenders of Notes from, holders in any jurisdiction in which the Offers or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.
CMS Energy is a Michigan-based company that has an electric and natural gas utility, Consumers Energy, as its primary business and also owns and operates independent power generation businesses.
This news release contains forward-looking statements. The forward-looking statements are subject to risks and uncertainties. They should be read in conjunction with "FORWARD-LOOKING STATEMENTS AND INFORMATION" and "RISK FACTORS", each found in CMS' Form 10-K for the year ended December 31, 2008 and Form 10-Q for the quarter ended March 31, 2009. CMS' "FORWARD-LOOKING STATEMENTS AND INFORMATION" and "RISK FACTORS" sections are incorporated herein by reference and discuss important factors that could cause CMS' results to differ materially from those anticipated in such statements.
For more information on CMS Energy, please visit our web site at: http://www.cmsenergy.com/ DATASOURCE: CMS Energy CONTACT: Media Contacts: Jeff Holyfield, +1-517-788-2394 or Dan Bishop, +1-517-788-2395, Investment Analyst Contact: CMS Energy Investor Relations, +1-517-788-2590 Web Site: http://www.cmsenergy.com/
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