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UNITED STATES
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 (Date of earliest event reported) April 28, 2016
Commission |
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Registrant; State of Incorporation; |
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IRS Employer |
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1-9513 |
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CMS ENERGY CORPORATION |
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38-2726431 |
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1-5611 |
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CONSUMERS ENERGY COMPANY |
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38-0442310 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On April 28, 2016, CMS Energy Corporation (CMS Energy) issued a News Release, in which it announced its results for the first quarter of 2016. Attached as Exhibit 99.1 to this report and incorporated herein by reference is a copy of the CMS Energy News Release, furnished as a part of this report.
Exhibit 99.1 contains certain financial measures that are considered non-GAAP financial measures as defined in Securities and Exchange Commission rules and contains a reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States.
Item 7.01. Regulation FD Disclosure.
The information set forth in the CMS Energy News Release dated April 28, 2016, attached as Exhibit 99.1, is incorporated by reference in response to this Item 7.01.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Investors and others should note that CMS Energy routinely posts important information on its website and considers the Investor Relations section, www.cmsenergy.com/investor-relations, a channel of distribution
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 |
CMS Energy News Release dated April 28, 2016 |
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.
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CMS ENERGY CORPORATION | ||
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Dated: April 28, 2016 |
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/s/ Thomas J. Webb |
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Thomas J. Webb | ||
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Executive Vice President and | ||
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Chief Financial Officer | ||
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CONSUMERS ENERGY COMPANY | ||
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Dated: April 28, 2016 |
By: |
/s/ Thomas J. Webb |
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Thomas J. Webb | ||
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Executive Vice President and | ||
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Chief Financial Officer | ||
Exhibit Index
99.1 CMS Energy News Release dated April 28, 2016
Exhibit 99.1
CMS ENERGY ANNOUNCES FIRST QUARTER EARNINGS OF $0.59 PER SHARE, REAFFIRMS 2016 EARNINGS GUIDANCE OF $1.99 TO $2.02 PER SHARE
JACKSON, Mich., April 28, 2016 CMS Energy announced today reported net income of $164 million, or $0.59 per share, for the first quarter of 2016, compared to reported net income of $202 million, or $0.73 per share, for the same quarter of 2015. Earnings per share in 2016 grew $0.12 or 20% compared with 2015 on a weather-normalized basis.
CMS Energy reaffirmed its guidance for 2016 adjusted earnings of $1.99 to $2.02 per share. This is consistent with the companys 2016 plan of 5% to 7% annual adjusted earnings per share growth. Starting in 2017 CMS has increased its earnings per share guidance to 6% to 8% based on projected increases in capital investment.
First quarter results reflect the second warmest winter on record which decreased gas deliveries and electric sales, and greater storm activity which increased service restoration expenses. The company continues to execute its business plan, with a focus on safety, customer service, reliability, affordability and environmental stewardship.
John Russell, CMS Energys president and chief executive officer, said that CMS Energys principal subsidiary, Consumers Energy, is improving its environmental performance with the retirement earlier this month of its seven oldest coal plants. The company has retired a higher percentage of its coal plants than any investor owned utility in the U.S., resulting in major improvements in air quality and a large reduction in water usage. Electric rates dropped by $38 million with the retirement of the coal plants.
Were earning a well-deserved reputation as one of the leading sustainable energy providers focused on environmental stewardship, said Russell. While executing our business plan and keeping our promises, were also exceeding requirements for renewable energy and reducing our carbon footprint by 25%. Recently the gas-fired Jackson Generating Station, purchased at one-quarter the cost of building a new plant, and the community Solar Garden at Grand Valley State University began serving customers.
This month the company reduced its natural gas commodity price to the lowest level since 1998 and more than 60 percent compared to a decade ago. Consumers Energy has the lowest gas commodity costs among Michigan gas utilities.
Electric customers continue to see improved reliability based on company investments. Service restoration has improved by nearly 20% compared to 5 years ago for outages outside of major storms.
CMS Energy (NYSE: CMS) 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.
# # #
CMS Energy will hold a webcast to discuss its 2016 first quarter results and provide a business and financial outlook on April 28 at 8:30 AM (EDT). To participate in the Webcast, go to CMS Energys home page (www.cmsenergy.com) and select Investor Meeting.
This news release contains non-Generally Accepted Accounting Principles (non-GAAP) measures, such as adjusted earnings. Management views adjusted earnings as a key measure of the companys present operating financial performance, unaffected by discontinued operations, asset sales, impairments, regulatory items from prior years, or other items detailed in the attached summary financial statements. These items have the potential to impact, favorably or unfavorably, the companys reported earnings.
This news release contains forward-looking statements. The forward-looking statements are subject to risks and uncertainties that could cause CMS Energys and Consumers Energys results to differ materially. All forward-looking statements should be considered in the context of the risk and other factors detailed from time to time in CMS Energys and Consumers Energys Securities and Exchange Commission filings.
Investors and others should note that CMS Energy routinely posts important information on its website and considers the Investor Relations section, www.cmsenergy.com/investor-relations, a channel of distribution.
For more information on CMS Energy, please visit our website at www.cmsenergy.com. To sign up for email alert notifications, please visit the Investor Relations section of our website.
Media Contacts: Dan Bishop, 517/788-2395 or Brian Wheeler, 517/788-2394
Investment Analyst Contact: CMS Energy Investor Relations, 517/788-2590
CMS Energy Corporation
SUMMARIZED CONSOLIDATED STATEMENTS OF INCOME
(In Millions, Except Per Share Amounts)
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First Quarter |
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(Unaudited) |
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2016 |
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2015 |
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Operating Revenue |
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$ |
1,801 |
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$ |
2,111 |
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Operating Expenses |
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1,465 |
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1,714 |
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Operating Income |
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$ |
336 |
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$ |
397 |
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Other Income |
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8 |
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6 |
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Interest Charges |
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106 |
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101 |
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Income before Income Taxes |
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$ |
238 |
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$ |
302 |
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Income Tax Expense |
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74 |
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100 |
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Net Income Available to Common Stockholders |
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$ |
164 |
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$ |
202 |
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Income Per Share |
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Basic |
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$ |
0.59 |
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$ |
0.73 |
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Diluted |
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0.59 |
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0.73 |
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CMS Energy Corporation
SUMMARIZED CONSOLIDATED BALANCE SHEETS
(In Millions)
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March 31 |
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December 31 |
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2016 |
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2015 |
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(Unaudited) |
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Assets |
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Cash and cash equivalents |
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$ |
177 |
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$ |
266 |
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Restricted cash and cash equivalents |
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28 |
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19 |
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Other current assets |
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1,685 |
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2,035 |
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Total current assets |
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$ |
1,890 |
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$ |
2,320 |
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Plant, property, and equipment |
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14,907 |
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14,705 |
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Other non-current assets |
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3,240 |
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3,274 |
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Total Assets |
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$ |
20,037 |
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$ |
20,299 |
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Liabilities and Equity |
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Current liabilities |
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$ |
1,097 |
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$ |
1,347 |
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Non-current liabilities |
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5,560 |
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5,504 |
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Capitalization |
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Debt, capital leases, and financing obligation (*) |
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Debt, capital leases, and financing obligation |
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(excluding non-recourse and securitization debt) |
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7,770 |
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8,022 |
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Non-recourse debt |
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1,111 |
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1,098 |
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Total debt, capital leases, and financing obligation |
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8,881 |
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9,120 |
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Noncontrolling interests |
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37 |
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37 |
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Common stockholders equity |
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4,109 |
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3,938 |
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Total capitalization |
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$ |
13,027 |
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$ |
13,095 |
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Securitization debt |
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353 |
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353 |
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Total Liabilities and Equity |
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$ |
20,037 |
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$ |
20,299 |
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(*) Current and long-term
CMS Energy Corporation
SUMMARIZED STATEMENTS OF CASH FLOWS
(In Millions)
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First Quarter |
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(Unaudited) |
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2016 |
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2015 |
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Beginning of Period Cash |
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$ |
266 |
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$ |
207 |
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Cash provided by operating activities |
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$ |
632 |
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$ |
760 |
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Cash used in investing activities |
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(451) |
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(422) |
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Cash flow from operating and investing activities |
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$ |
181 |
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$ |
338 |
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Cash used in financing activities |
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(270) |
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(23) |
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Total Cash Flow |
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$ |
(89) |
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$ |
315 |
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End of Period Cash |
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$ |
177 |
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$ |
522 |
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CMS Energy Corporation
SUMMARY OF CONSOLIDATED EARNINGS
Reconciliations of GAAP Net Income to Non-GAAP Adjusted Net Income
(In Millions, Except Per Share Amounts)
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First Quarter |
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(Unaudited) |
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2016 |
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2015 |
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Net Income Available to Common Stockholders |
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$ |
164 |
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$ |
202 |
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Reconciling Items: |
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Discontinued Operations (Income) Loss |
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* |
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(*) |
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Restructuring Costs and Other |
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* |
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* |
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Adjusted Net Income - Non-GAAP Basis |
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$ |
164 |
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$ |
202 |
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Average Number of Common Shares Outstanding |
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Basic |
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277 |
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275 |
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Diluted |
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278 |
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276 |
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Basic Earnings Per Average Common Share |
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Net Income Per Share as Reported |
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$ |
0.59 |
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$ |
0.73 |
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Reconciling Items: |
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Discontinued Operations (Income) Loss |
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* |
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(*) |
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Restructuring Costs and Other |
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* |
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* |
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Adjusted Net Income - Non-GAAP Basis |
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$ |
0.59 |
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$ |
0.73 |
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Diluted Earnings Per Average Common Share |
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Net Income Per Share as Reported |
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$ |
0.59 |
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$ |
0.73 |
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Reconciling Items: |
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Discontinued Operations (Income) Loss |
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* |
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(*) |
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Restructuring Costs and Other |
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* |
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* |
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Adjusted Net Income - Non-GAAP Basis |
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$ |
0.59 |
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$ |
0.73 |
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Note: Management views adjusted (non-Generally Accepted Accounting Principles) earnings as a key measure of the Companys present operating financial performance, unaffected by discontinued operations, asset sales, impairments, regulatory items from prior years, or other items detailed in these summary financial statements.
* Less than $500 thousand or $0.01 per share.
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