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Financings And Capitalization
6 Months Ended
Jun. 30, 2017
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, 2017.



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Principal 
(In Millions)

Interest Rate 

Issue/Retirement 
Date 

Maturity Date 

 

Debt issuances

 

 

 

 

 

 

 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

Senior notes

 

$

350  3.450 

%

February 2017 

August 2027 

 

Consumers

 

 

 

 

 

 

 

 

First mortgage bonds

 

$

350  3.950 

%

February 2017 

July 2047 

 

Debt retirements

 

 

 

 

 

 

 

 

Consumers

 

 

 

 

 

 

 

 

First mortgage bonds

 

$

250  5.150 

%

February 2017 

February 2017 

 



Term Loan: In April 2017, CMS Energy reached an agreement to extend the maturity date of its $180 million term loan by one year, through April 2019.

Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at June 30, 2017:



 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

In Millions  

Expiration Date

Amount of Facility 

Amount Borrowed 

Letters of Credit 
Outstanding 

Amount Available 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20221,2

 

$

550 

 

$

 -

 

$

 

$

549 

 

Consumers

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20222,3

 

$

650 

 

$

 -

 

$

 

$

643 

 

November 23, 20183

 

 

250 

 

 

 -

 

 

 

 

248 

 

September 9, 20193,4

 

 

30 

 

 

 -

 

 

30 

 

 

 -

 



1During the six months ended June 30, 2017, CMS Energy’s average borrowings totaled $42 million with a weighted-average interest rate of 2.02 percent. Obligations under this facility are secured by Consumers common stock.

2In May 2017, the expiration date of this revolving credit agreement was extended from May 2021 to May 2022.

3Obligations under this facility are secured by first mortgage bonds of Consumers.

4In June 2017, the expiration date of this letter of credit reimbursement agreement was extended from May 2018 to September 2019.

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’ revolving credit facilities and may have an aggregate principal amount outstanding of up to $500 million. While the amount of outstanding commercial paper does not reduce the available capacity of the revolving credit facilities, Consumers does not intend to issue commercial paper in an amount exceeding the available capacity. At June 30, 2017, no commercial paper notes were outstanding under this program.

Dividend Restrictions: At June 30, 2017, payment of dividends by CMS Energy on its common stock was limited to $4.4 billion under provisions of the Michigan Business Corporation Act of 1972.

Under the provisions of its articles of incorporation, at June 30, 2017, Consumers had $1.1 billion 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, 2017, Consumers paid $236 million in dividends on its common stock to CMS Energy.

Issuance of Common Stock: In March 2017, 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 
Shares Issued 

Average 
Price per Share 

Net Proceeds 
(In Millions)

 

June 2017

1,494,371 

 

$

47.31 

 

$

70 

 



                  

                  

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, 2017.



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



Principal 
(In Millions)

Interest Rate 

Issue/Retirement 
Date 

Maturity Date 

 

Debt issuances

 

 

 

 

 

 

 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

Senior notes

 

$

350  3.450 

%

February 2017 

August 2027 

 

Consumers

 

 

 

 

 

 

 

 

First mortgage bonds

 

$

350  3.950 

%

February 2017 

July 2047 

 

Debt retirements

 

 

 

 

 

 

 

 

Consumers

 

 

 

 

 

 

 

 

First mortgage bonds

 

$

250  5.150 

%

February 2017 

February 2017 

 



Term Loan: In April 2017, CMS Energy reached an agreement to extend the maturity date of its $180 million term loan by one year, through April 2019.

Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at June 30, 2017:



 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

In Millions  

Expiration Date

Amount of Facility 

Amount Borrowed 

Letters of Credit 
Outstanding 

Amount Available 

 

CMS Energy, parent only

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20221,2

 

$

550 

 

$

 -

 

$

 

$

549 

 

Consumers

 

 

 

 

 

 

 

 

 

 

 

 

 

May 27, 20222,3

 

$

650 

 

$

 -

 

$

 

$

643 

 

November 23, 20183

 

 

250 

 

 

 -

 

 

 

 

248 

 

September 9, 20193,4

 

 

30 

 

 

 -

 

 

30 

 

 

 -

 



1During the six months ended June 30, 2017, CMS Energy’s average borrowings totaled $42 million with a weighted-average interest rate of 2.02 percent. Obligations under this facility are secured by Consumers common stock.

2In May 2017, the expiration date of this revolving credit agreement was extended from May 2021 to May 2022.

3Obligations under this facility are secured by first mortgage bonds of Consumers.

4In June 2017, the expiration date of this letter of credit reimbursement agreement was extended from May 2018 to September 2019.

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’ revolving credit facilities and may have an aggregate principal amount outstanding of up to $500 million. While the amount of outstanding commercial paper does not reduce the available capacity of the revolving credit facilities, Consumers does not intend to issue commercial paper in an amount exceeding the available capacity. At June 30, 2017, no commercial paper notes were outstanding under this program.

Dividend Restrictions: At June 30, 2017, payment of dividends by CMS Energy on its common stock was limited to $4.4 billion under provisions of the Michigan Business Corporation Act of 1972.

Under the provisions of its articles of incorporation, at June 30, 2017, Consumers had $1.1 billion 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, 2017, Consumers paid $236 million in dividends on its common stock to CMS Energy.

Issuance of Common Stock: In March 2017, 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 
Shares Issued 

Average 
Price per Share 

Net Proceeds 
(In Millions)

 

June 2017

1,494,371 

 

$

47.31 

 

$

70