SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 20, 2000 SEMCO ENERGY, INC. (Exact name of registrant as specified in its charter) MICHIGAN 001-15565 38-2144267 (State of (Commission (I.R.S. Employer incorporation) File Number) Identification No.) 405 WATER STREET, PORT HURON, MICHIGAN 48060 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 810-987-2200 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On November 1, 1999, SEMCO Energy, Inc. ("SEMCO Energy") acquired the assets and certain liabilities of ENSTAR Natural Gas Company and the outstanding stock of Alaska Pipeline Company (together known as "ENSTAR"). Certain financial statements of ENSTAR and a pro forma combined statement of income of SEMCO Energy are filed as exhibits to this report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial Statements of Business Acquired - Attached as Exhibit 99.1 are the ENSTAR Combined Financial Statements and Notes to the Combined Financial Statements for the Years Ended December 31, 1999, 1998 and 1997 as well as the audit report of KPMG LLP. (b) Pro Forma Financial Information - Attached as Exhibit 99.2 is the SEMCO Energy Pro Forma Combined Statement of Income (the "Pro Forma Statement of Income") and Notes to the Pro Forma Statement of Income for the Year Ended December 31, 1999 reflecting the acquisition of ENSTAR. The audit report of Arthur Andersen LLP is also included as part of Exhibit 99.2. (c) Exhibits - 23.1 Consent of KPMG LLP, independent auditors. 23.2 Consent of Arthur Andersen LLP, independent auditors. 99.1 ENSTAR Combined Financial Statements and Notes to the Combined Financial Statements for the Years Ended December 31, 1999, 1998, and 1997. 99.2 SEMCO Energy Pro Forma Combined Statement of Income for the Year Ended December 31, 1999 reflecting the acquisition of ENSTAR. - 2 - SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SEMCO Energy, Inc. (Registrant) Dated: March 20, 2000 By: /s/Sebastian Coppola ___________________________________ Sebastian Coppola Senior Vice President and Chief Financial Officer - 3 - EXHIBIT INDEX Form 8-K March 20, 2000 Filed ---------------------- Exhibit No. Description Herewith By Reference - ----------- ---------------------------------- -------- ------------ 23.1 Consent of KPMG LLP, independent . X auditors. 23.2 Consent of Arthur Andersen LLP,. . X independent auditors. 99.1 ENSTAR Combined Financial. . . . . X Statements and Notes to the Combined Financial Statements for the Years Ended December 31, 1999, 1998, and 1997. 99.2 SEMCO Energy Pro Forma . . . . . . X Statement of Income for the Year Ended December 31, 1999 reflecting the acquisition of ENSTAR. - 4 -