8-KMaterial AgreementsExhibits & Filings

CMS ENERGY CORP 8-K Report, Material Agreement (Aug 29, 2017)

Filed August 29, 2017For Securities:CMSCMS-PCCMSACMSCCMSD

Summary

CMS Energy Corporation's subsidiary, Consumers Energy Company, announced the entry into a Bond Purchase Agreement (BPA) on August 25, 2017, to sell an aggregate principal amount of $485 million in First Mortgage Bonds (FMBs) through two private placements. This action indicates a significant financing activity aimed at raising capital for the company's operations or projects. The issuance is scheduled in two tranches: the first in September 2017, totaling $185 million across various maturities and interest rates, and the second in November 2017, for the remaining $300 million. Investors should note that this filing is primarily informational, detailing a material definitive agreement for debt issuance. The specific terms, including the interest rates and maturity dates, are provided for the upcoming bond issuances. The company cautions that forward-looking statements within this report are subject to risks and uncertainties, and investors should refer to their comprehensive risk factors and forward-looking statements detailed in their 10-K and 10-Q filings for a complete understanding of potential impacts on future results.

Key Highlights

  • 1Consumers Energy Company, a subsidiary of CMS Energy, entered into a Bond Purchase Agreement (BPA) on August 25, 2017.
  • 2The BPA outlines the private placement sale of $485 million in aggregate principal amount of First Mortgage Bonds (FMBs).
  • 3The debt issuance will occur in two private placements: one in September 2017 and another in November 2017.
  • 4The September 2017 issuance includes $185 million in FMBs with maturities in 2032, 2037, and 2052 and specific interest rates.
  • 5The November 2017 issuance will comprise the remaining $300 million in FMBs with maturities in 2032, 2037, and 2052 and specific interest rates.
  • 6The filing includes the Bond Purchase Agreement as an exhibit, detailing the terms of the transaction.
  • 7The company notes that forward-looking statements are subject to risks and uncertainties and refers investors to other SEC filings for detailed risk factors.

Frequently Asked Questions

This 8-K filing primarily announces a material definitive agreement: the entry into a Bond Purchase Agreement by Consumers Energy Company to issue and sell $485 million in First Mortgage Bonds through private placements. It informs investors about this significant financing activity.

Consumers Energy plans to issue the bonds in two private placements. The first is expected in September 2017, for $185 million, and the second is expected in November 2017, for $300 million, totaling $485 million in aggregate principal amount.

The bonds have varying interest rates and maturities. For the September 2017 issuance: $40 million at 3.18% due 2032, $125 million at 3.52% due 2037, and $20 million at 3.86% due 2052. For the November 2017 issuance: $60 million at 3.18% due 2032, $210 million at 3.52% due 2037, and $30 million at 3.86% due 2052.

The filing itself contains forward-looking statements that are subject to risks and uncertainties. The company directs investors to its detailed "FORWARD-LOOKING STATEMENTS AND INFORMATION" and "RISK FACTORS" sections in its Form 10-K for the year ended December 31, 2016, and updated in its Forms 10-Q, for a comprehensive understanding of factors that could impact its results.