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Financings And Capitalization
 6 Months Ended
Jun. 30, 2016
Financings And Capitalization

4:Financings and Capitalization

Financings: Presented in the following table is a summary of major long-term debt transactions during the six months ended June 30, 2016.





 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Principal 

 

Issue

 

 



(In Millions) 

Interest Rate 

 

Date

Maturity Date 

 

Debt issuances

 

 

 

 

 

 

 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

Senior notes

 

$

 300  3.000 

%

May 2016

May 2026 

 

Total debt issuances

 

$

 300 

 

 

 

 

 



Term Loan: In April 2016, CMS Energy reached an agreement to extend the maturity date of its $180 million term loan by one year, through April 2018.

Regulatory Authorization for Financings: Consumers is required to maintain FERC authorization for financings. In June 2016, Consumers received authorization from FERC to have outstanding, at any one time, up to $800 million of secured and unsecured short-term securities for general corporate purposes. FERC also authorized Consumers to issue and sell up to $1.795 billion of secured and unsecured long-term securities for general corporate purposes. The authorization was effective July 1, 2016 and will terminate on June 30, 2018.

Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at June 30, 2016:



 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

In Millions  



 

 

Letters of Credit 

 

Expiration Date

Amount of Facility 

Amount Borrowed 

Outstanding 

Amount Available 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20211,2

 

$

 550 

 

$

 -

 

$

 1 

 

$

 549 

 

Consumers

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20211,3

 

$

 650 

 

$

 -

 

$

 7 

 

$

 643 

 

November 23, 20173

 

 

 250 

 

 

 -

 

 

 -

 

 

 250 

 

May 9, 20183

 

 

 30 

 

 

 -

 

 

 30 

 

 

 -

 



1

In May 2016, the expiration date of this revolving credit agreement was extended from 2020 to 2021.

2

During the six months ended June 30, 2016, CMS Energy’s average borrowings totaled $5 million with a weighted-average interest rate of 1.68 percent. Obligations under this facility are secured by Consumers common stock.

3

Obligations under this facility are secured by first mortgage bonds of Consumers.

Short-term Borrowings: Under Consumers’ commercial paper program, Consumers may issue, in one or more placements, commercial paper notes with maturities of up to 365 days and that bear interest at fixed or floating rates. These issuances are supported by Consumers’ $650 million revolving credit facility and may have an aggregate principal amount outstanding of up to $500 million. While the amount of outstanding commercial paper does not reduce the revolver’s available capacity, Consumers would not issue commercial paper in an amount exceeding the available revolver capacity. At June 30, 2016, no commercial paper notes were outstanding under this program.

Dividend Restrictions: At June 30, 2016, payment of dividends by CMS Energy on its common stock was limited to $4.2 billion under provisions of the Michigan Business Corporation Act of 1972.

Under the provisions of its articles of incorporation, at June 30, 2016, Consumers had $974 million of unrestricted retained earnings available to pay dividends on its common stock to CMS Energy. Provisions of the Federal Power Act and the Natural Gas Act appear to restrict dividends payable by Consumers to the amount of Consumers’ retained earnings. Several decisions from FERC suggest that under a variety of circumstances dividends from Consumers on its common stock would not be limited to amounts in Consumers’ retained earnings. Any decision by Consumers to pay dividends on its common stock in excess of retained earnings would be based on specific facts and circumstances and would be subject to a formal regulatory filing process.

For the six months ended June 30, 2016, Consumers paid $213 million in dividends on its common stock to CMS Energy.

Issuance of Common Stock: In April 2015, CMS Energy entered into an updated continuous equity offering program permitting it to sell, from time to time in “at the market” offerings, common stock having an aggregate sales price of up to $100 million. Presented in the following table are the transactions that CMS Energy entered into under the program:



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Number of 

Average 

Proceeds 

 



Shares Issued 

Price per Share 

(In Millions)

 

April – July 2015

 888,610 

 

$

 33.76 

 

$

 30 

 

March 2016

 1,449,171 

 

 

 41.40 

 

 

 60 

 

Total

 2,337,781 

 

$

 38.50 

 

$

 90 

 



                   

                   

Consumers Energy Company [Member]  
Financings And Capitalization

4:Financings and Capitalization

Financings: Presented in the following table is a summary of major long-term debt transactions during the six months ended June 30, 2016.





 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Principal 

 

Issue

 

 



(In Millions) 

Interest Rate 

 

Date

Maturity Date 

 

Debt issuances

 

 

 

 

 

 

 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

Senior notes

 

$

 300  3.000 

%

May 2016

May 2026 

 

Total debt issuances

 

$

 300 

 

 

 

 

 



Term Loan: In April 2016, CMS Energy reached an agreement to extend the maturity date of its $180 million term loan by one year, through April 2018.

Regulatory Authorization for Financings: Consumers is required to maintain FERC authorization for financings. In June 2016, Consumers received authorization from FERC to have outstanding, at any one time, up to $800 million of secured and unsecured short-term securities for general corporate purposes. FERC also authorized Consumers to issue and sell up to $1.795 billion of secured and unsecured long-term securities for general corporate purposes. The authorization was effective July 1, 2016 and will terminate on June 30, 2018.

Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at June 30, 2016:



 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

In Millions  



 

 

Letters of Credit 

 

Expiration Date

Amount of Facility 

Amount Borrowed 

Outstanding 

Amount Available 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20211,2

 

$

 550 

 

$

 -

 

$

 1 

 

$

 549 

 

Consumers

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20211,3

 

$

 650 

 

$

 -

 

$

 7 

 

$

 643 

 

November 23, 20173

 

 

 250 

 

 

 -

 

 

 -

 

 

 250 

 

May 9, 20183

 

 

 30 

 

 

 -

 

 

 30 

 

 

 -

 



1

In May 2016, the expiration date of this revolving credit agreement was extended from 2020 to 2021.

2

During the six months ended June 30, 2016, CMS Energy’s average borrowings totaled $5 million with a weighted-average interest rate of 1.68 percent. Obligations under this facility are secured by Consumers common stock.

3

Obligations under this facility are secured by first mortgage bonds of Consumers.

Short-term Borrowings: Under Consumers’ commercial paper program, Consumers may issue, in one or more placements, commercial paper notes with maturities of up to 365 days and that bear interest at fixed or floating rates. These issuances are supported by Consumers’ $650 million revolving credit facility and may have an aggregate principal amount outstanding of up to $500 million. While the amount of outstanding commercial paper does not reduce the revolver’s available capacity, Consumers would not issue commercial paper in an amount exceeding the available revolver capacity. At June 30, 2016, no commercial paper notes were outstanding under this program.

Dividend Restrictions: At June 30, 2016, payment of dividends by CMS Energy on its common stock was limited to $4.2 billion under provisions of the Michigan Business Corporation Act of 1972.

Under the provisions of its articles of incorporation, at June 30, 2016, Consumers had $974 million of unrestricted retained earnings available to pay dividends on its common stock to CMS Energy. Provisions of the Federal Power Act and the Natural Gas Act appear to restrict dividends payable by Consumers to the amount of Consumers’ retained earnings. Several decisions from FERC suggest that under a variety of circumstances dividends from Consumers on its common stock would not be limited to amounts in Consumers’ retained earnings. Any decision by Consumers to pay dividends on its common stock in excess of retained earnings would be based on specific facts and circumstances and would be subject to a formal regulatory filing process.

For the six months ended June 30, 2016, Consumers paid $213 million in dividends on its common stock to CMS Energy.

Issuance of Common Stock: In April 2015, CMS Energy entered into an updated continuous equity offering program permitting it to sell, from time to time in “at the market” offerings, common stock having an aggregate sales price of up to $100 million. Presented in the following table are the transactions that CMS Energy entered into under the program:



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Number of 

Average 

Proceeds 

 



Shares Issued 

Price per Share 

(In Millions)

 

April – July 2015

 888,610 

 

$

 33.76 

 

$

 30 

 

March 2016

 1,449,171 

 

 

 41.40 

 

 

 60 

 

Total

 2,337,781 

 

$

 38.50 

 

$

 90