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Financings And Capitalization | 12 Months Ended
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Dec. 31, 2016
Financings And Capitalization | 5:Financings and Capitalization Presented in the following table is CMS Energy’s long-term debt at December 31:
﻿ |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Interest Rate (%) |  | Maturity | 2016 | 2015 |
﻿CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |  |  |
﻿Senior notes | 6.550 |  | 2017 |  | $ | - |  | $ | 250 |
﻿ | 5.050 |  | 2018 |  |  | - |  |  | 250 |
﻿ | 8.750 |  | 2019 |  |  | 300 |  |  | 300 |
﻿ | 6.250 |  | 2020 |  |  | 300 |  |  | 300 |
﻿ | 5.050 |  | 2022 |  |  | 300 |  |  | 300 |
﻿ | 3.875 |  | 2024 |  |  | 250 |  |  | 250 |
﻿ | 3.600 |  | 2025 |  |  | 250 |  |  | 250 |
﻿ | 3.000 |  | 2026 |  |  | 300 |  |  | - |
﻿ | 2.950 |  | 2027 |  |  | 275 |  |  | - |
﻿ | 4.700 |  | 2043 |  |  | 250 |  |  | 250 |
﻿ | 4.875 |  | 2044 |  |  | 300 |  |  | 300 |
﻿Total senior notes |  |  |  |  | $ | 2,525 |  | $ | 2,450 |
﻿Term loan facility | variable | 1 | 2018 |  |  | 180 |  |  | 180 |
﻿EnerBank |  |  |  |  |  |  |  |  |  |
﻿Certificates of deposit | 1.505 | 2 | 2017-2026 |  |  | 1,198 |  |  | 1,098 |
﻿Consumers |  |  |  |  |  | 5,661 |  |  | 5,409 |
﻿Total principal amount outstanding |  |  |  |  | $ | 9,564 |  | $ | 9,137 |
﻿Current amounts |  |  |  |  |  | (864) |  |  | (684) |
﻿Net unamortized discounts |  |  |  |  |  | (15) |  |  | (12) |
﻿Unamortized issuance costs |  |  |  |  |  | (45) |  |  | (41) |
﻿Total long-term debt |  |  |  |  | $ | 8,640 |  | $ | 8,400 |
﻿
| 1 |  | Outstanding borrowings bear interest at an annual interest rate of LIBOR plus 0.85 percent (1.61 percent at December 31, 2016).
| 2 |  | The weighted-average interest rate for EnerBank’s certificates of deposit was 1.51 percent at December 31, 2016 and 1.36 percent at December 31, 2015. EnerBank’s primary deposit product consists of brokered certificates of deposit with varying maturities and having a face value of $1,000.
Presented in the following table is Consumers’ long-term debt at December 31:
﻿ |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Interest Rate (%) |  | Maturity | 2016 | 2015 |
﻿Consumers |  |  |  |  |  |  |  |  |  |
﻿First mortgage bonds 1 | 5.500 |  | 2016 |  | $ | - |  | $ | 173 |
﻿ | 5.150 |  | 2017 |  |  | 250 |  |  | 250 |
﻿ | 3.210 |  | 2017 |  |  | 100 |  |  | 100 |
﻿ | 5.650 |  | 2018 |  |  | 250 |  |  | 250 |
﻿ | 6.125 |  | 2019 |  |  | 350 |  |  | 350 |
﻿ | 6.700 |  | 2019 |  |  | 500 |  |  | 500 |
﻿ | 5.650 |  | 2020 |  |  | 300 |  |  | 300 |
﻿ | 3.770 |  | 2020 |  |  | 100 |  |  | 100 |
﻿ | 5.300 |  | 2022 |  |  | 250 |  |  | 250 |
﻿ | 2.850 |  | 2022 |  |  | 375 |  |  | 375 |
﻿ | 3.375 |  | 2023 |  |  | 325 |  |  | 325 |
﻿ | 3.190 |  | 2024 |  |  | 52 |  |  | 52 |
﻿ | 3.125 |  | 2024 |  |  | 250 |  |  | 250 |
﻿ | 3.390 |  | 2027 |  |  | 35 |  |  | 35 |
﻿ | 5.800 |  | 2035 |  |  | 175 |  |  | 175 |
﻿ | 6.170 |  | 2040 |  |  | 50 |  |  | 50 |
﻿ | 4.970 |  | 2040 |  |  | 50 |  |  | 50 |
﻿ | 4.310 |  | 2042 |  |  | 263 |  |  | 263 |
﻿ | 3.950 |  | 2043 |  |  | 425 |  |  | 425 |
﻿ | 4.100 |  | 2045 |  |  | 250 |  |  | 250 |
﻿ | 3.250 |  | 2046 |  |  | 450 |  |  | - |
﻿ | 4.350 |  | 2064 |  |  | 250 |  |  | 250 |
﻿Total first mortgage bonds |  |  |  |  | $ | 5,050 |  | $ | 4,773 |
﻿Securitization bonds | 2.790 | 2 | 2020-2029 | 3 |  | 328 |  |  | 353 |
﻿Senior notes | 6.875 |  | 2018 |  |  | 180 |  |  | 180 |
﻿Tax-exempt pollution control revenue bonds | various |  | 2018-2035 |  |  | 103 |  |  | 103 |
﻿Total principal amount outstanding |  |  |  |  | $ | 5,661 |  | $ | 5,409 |
﻿Current amounts |  |  |  |  |  | (375) |  |  | (198) |
﻿Net unamortized discounts |  |  |  |  |  | (8) |  |  | (5) |
﻿Unamortized issuance costs |  |  |  |  |  | (25) |  |  | (23) |
﻿Total long-term debt |  |  |  |  | $ | 5,253 |  | $ | 5,183 |
﻿
| 1 |  | The weighted-average interest rate for Consumers’ first mortgage bonds was 4.57 percent at December 31, 2016 and 4.73 percent at December 31, 2015.
| 2 |  | The weighted-average interest rate for Consumers’ securitization bonds issued through its subsidiary Consumers 2014 Securitization Funding was 2.79 percent at December 31, 2016 and 2.69 percent at December 31, 2015.
| 3 |  | Principal and interest payments are made semiannually.
Financings: Presented in the following table is a summary of major long-term debt transactions during the year ended December 31, 20 16:
﻿ |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |
﻿ | Principal |  | Issue/Retirement |  |
﻿ | (In Millions) | Interest Rate |  | Date | Maturity Date |
﻿Debt issuances |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |
﻿Senior notes |  | $ | 300 | 3.000 | % | May 2016 | May 2026 |
﻿Senior notes |  |  | 275 | 2.950 |  | November 2016 | February 2027 |
﻿Total CMS Energy, parent only |  | $ | 575 |  |  |  |  |
﻿Consumers |  |  |  |  |  |  |  |
﻿First mortgage bonds |  | $ | 450 | 3.250 | % | August 2016 | August 2046 |
﻿Total Consumers |  | $ | 450 |  |  |  |  |
﻿Total CMS Energy |  | $ | 1,025 |  |  |  |  |
﻿Debt retirements |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |
﻿Senior notes |  | $ | 250 | 6.550 | % | December 2016 | July 2017 |
﻿Senior notes |  |  | 250 | 5.050 |  | December 2016 | February 2018 |
﻿Total CMS Energy, parent only |  | $ | 500 |  |  |  |  |
﻿Consumers |  |  |  |  |  |  |  |
﻿First mortgage bonds |  | $ | 173 | 5.500 | % | August 2016 | August 2016 |
﻿Total Consumers |  | $ | 173 |  |  |  |  |
﻿Total CMS Energy |  | $ | 673 |  |  |  |  |
﻿ First Mortgage Bonds: Consumers secures its first mortgage bonds by a mortgage and lien on substantially all of its property. Consumers’ ability to issue first mortgage bonds is restricted by certain provisions in the First Mortgage Bond Indenture and the need for regulatory approvals under federal law. Restrictive issuance provisions in the First Mortgage Bond Indenture include achieving a two-times interest coverage ratio and having sufficient unfunded net property additions. Term Loan: In April 2016, the maturity date of CMS Energy’s $180 million term loan was extended 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. At December 31, 20 16, Consumers had entered into short-term borrowing programs allowing it to issue up to $800 million in short-term securities; $398 million of securities were outstanding under these programs. FERC has also authorized Consumers to issue and sell up to $1.8 billion of secured and unsecured long-term securities for general corporate purposes. The remaining availability was $1.3 b illion at December 31, 20 16. The authorizations were effective July 1, 2016 and terminate June 30, 2018. Any long-term issuances during the authorization period are exempt from FERC’s competitive bidding and negotiated placement requirements. Securitization Bonds: Certain regulatory assets held by Consumers’ subsidiary, Consumers 2014 Securitization Funding, collateralize Consumers’ securitization bonds. The bondholders have no recourse to Consumers’ assets except for those held by the subsidiary that issued the bonds. Consumers collects securitization surcharges to cover the principal and interest on the bonds as well as certain other qualified costs. The surcharges collected are remitted to a trustee and are not available to creditors of Consumers or creditors of Consumers’ affiliates other than the subsidiary that issued the bonds. Debt Maturities: At December 31, 20 16, the aggregate annual contractual maturities for long-term debt for the next five years were:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | 2017 | 2018 | 2019 | 2020 | 2021 |
﻿CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿Long-term debt |  | $ | 864 |  | $ | 975 |  | $ | 1,326 |  | $ | 850 |  | $ | 103 |
﻿Consumers |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿Long-term debt |  | $ | 375 |  | $ | 523 |  | $ | 876 |  | $ | 426 |  | $ | 27 |
﻿ Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at December 31, 20 16:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Amount of | Amount | Letters of Credit | Amount |
﻿Expiration Date | Facility | Borrowed | Outstanding | Available |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |  |  |  |  |  |
﻿May 27, 2021 1,3 |  | $ | 550 |  | $ | - |  | $ | 1 |  | $ | 549 |
﻿Consumers |  |  |  |  |  |  |  |  |  |  |  |  |
﻿May 27, 2021 1,4 |  | $ | 650 |  | $ | - |  | $ | 7 |  | $ | 643 |
﻿November 23, 2018 2,4 |  |  | 250 |  |  | - |  |  | - |  |  | 250 |
﻿May 9, 2018 4 |  |  | 30 |  |  | - |  |  | 30 |  |  | - |
﻿
| 1 |  | In May 2016, the expiration date of this revolving credit agreement was extended from 2020 to 2021.
| 2 |  | In November 2016, the expiration date of this revolving credit agreement was extended from 2017 to 2018.
| 3 |  | During the year ended December 31, 2016, CMS Energy’s average borrowings totaled $3 million with a weighted-average interest rate of 1.68 percent. Obligations under this facility are secured by Consumers common stock.
| 4 |  | 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 does not intend to issue commercial paper in an amount exceeding the available revolver capacity. At December 31, 2016, $398 million of commercial paper notes with a weighted-average annual interest rate of 1.14 percent w ere outstanding under this program and are recorded as current notes payable on the consolidated balance sheets of CMS Energy and Consumers. Dividend Restrictions: At December 31, 20 16, payment of dividends by CMS Energy on its common stock was limited to $4.3 billion under provisions of the Michigan Business Corporation Act of 1972. Under the provisions of its articles of incorporation, at December 31, 20 16, Consumers had $1.0 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 year ended December 31, 20 16, Consumers paid $499 million in dividends on its common stock to CMS Energy. Capitalization: The authorized capital stock of CMS Energy consists of:
| · |  | 350 million shares of CMS Energy Common Stock, par value $0.01 per share
| · |  | 10 million shares of CMS Energy Preferred Stock, par value $0.01 per share
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) |
﻿2015 | 888,610 |  | $ | 33.76 |  | $ | 30 |
﻿2016 | 1,449,171 |  |  | 41.40 |  |  | 60 |
﻿Total | 2,337,781 |  | $ | 38.50 |  | $ | 90 |
﻿ Preferred Stock of Subsidiary: Presented in the following table are details about Consumers’ preferred stock outstanding:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  | Optional | Number of | Balance |
﻿ |  |  |  | Redemption | Shares | Outstanding |
﻿ | Series | Price | Outstanding | (In Millions) |
﻿December 31 |  |  |  |  |  |  |  | 2016 | 2015 |
﻿Cumulative, $100 par value, authorized 7,500,000 shares, with no mandatory redemption |  | $ | 4.50 |  | $ | 110.00 | 373,148 |  | $ | 37 |  | $ | 37 |
| 1 |  | ﻿
Consumers Energy Company [Member] |
Financings And Capitalization | 5:Financings and Capitalization Presented in the following table is CMS Energy’s long-term debt at December 31:
﻿ |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Interest Rate (%) |  | Maturity | 2016 | 2015 |
﻿CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |  |  |
﻿Senior notes | 6.550 |  | 2017 |  | $ | - |  | $ | 250 |
﻿ | 5.050 |  | 2018 |  |  | - |  |  | 250 |
﻿ | 8.750 |  | 2019 |  |  | 300 |  |  | 300 |
﻿ | 6.250 |  | 2020 |  |  | 300 |  |  | 300 |
﻿ | 5.050 |  | 2022 |  |  | 300 |  |  | 300 |
﻿ | 3.875 |  | 2024 |  |  | 250 |  |  | 250 |
﻿ | 3.600 |  | 2025 |  |  | 250 |  |  | 250 |
﻿ | 3.000 |  | 2026 |  |  | 300 |  |  | - |
﻿ | 2.950 |  | 2027 |  |  | 275 |  |  | - |
﻿ | 4.700 |  | 2043 |  |  | 250 |  |  | 250 |
﻿ | 4.875 |  | 2044 |  |  | 300 |  |  | 300 |
﻿Total senior notes |  |  |  |  | $ | 2,525 |  | $ | 2,450 |
﻿Term loan facility | variable | 1 | 2018 |  |  | 180 |  |  | 180 |
﻿EnerBank |  |  |  |  |  |  |  |  |  |
﻿Certificates of deposit | 1.505 | 2 | 2017-2026 |  |  | 1,198 |  |  | 1,098 |
﻿Consumers |  |  |  |  |  | 5,661 |  |  | 5,409 |
﻿Total principal amount outstanding |  |  |  |  | $ | 9,564 |  | $ | 9,137 |
﻿Current amounts |  |  |  |  |  | (864) |  |  | (684) |
﻿Net unamortized discounts |  |  |  |  |  | (15) |  |  | (12) |
﻿Unamortized issuance costs |  |  |  |  |  | (45) |  |  | (41) |
﻿Total long-term debt |  |  |  |  | $ | 8,640 |  | $ | 8,400 |
﻿
| 1 |  | Outstanding borrowings bear interest at an annual interest rate of LIBOR plus 0.85 percent (1.61 percent at December 31, 2016).
| 2 |  | The weighted-average interest rate for EnerBank’s certificates of deposit was 1.51 percent at December 31, 2016 and 1.36 percent at December 31, 2015. EnerBank’s primary deposit product consists of brokered certificates of deposit with varying maturities and having a face value of $1,000.
Presented in the following table is Consumers’ long-term debt at December 31:
﻿ |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Interest Rate (%) |  | Maturity | 2016 | 2015 |
﻿Consumers |  |  |  |  |  |  |  |  |  |
﻿First mortgage bonds 1 | 5.500 |  | 2016 |  | $ | - |  | $ | 173 |
﻿ | 5.150 |  | 2017 |  |  | 250 |  |  | 250 |
﻿ | 3.210 |  | 2017 |  |  | 100 |  |  | 100 |
﻿ | 5.650 |  | 2018 |  |  | 250 |  |  | 250 |
﻿ | 6.125 |  | 2019 |  |  | 350 |  |  | 350 |
﻿ | 6.700 |  | 2019 |  |  | 500 |  |  | 500 |
﻿ | 5.650 |  | 2020 |  |  | 300 |  |  | 300 |
﻿ | 3.770 |  | 2020 |  |  | 100 |  |  | 100 |
﻿ | 5.300 |  | 2022 |  |  | 250 |  |  | 250 |
﻿ | 2.850 |  | 2022 |  |  | 375 |  |  | 375 |
﻿ | 3.375 |  | 2023 |  |  | 325 |  |  | 325 |
﻿ | 3.190 |  | 2024 |  |  | 52 |  |  | 52 |
﻿ | 3.125 |  | 2024 |  |  | 250 |  |  | 250 |
﻿ | 3.390 |  | 2027 |  |  | 35 |  |  | 35 |
﻿ | 5.800 |  | 2035 |  |  | 175 |  |  | 175 |
﻿ | 6.170 |  | 2040 |  |  | 50 |  |  | 50 |
﻿ | 4.970 |  | 2040 |  |  | 50 |  |  | 50 |
﻿ | 4.310 |  | 2042 |  |  | 263 |  |  | 263 |
﻿ | 3.950 |  | 2043 |  |  | 425 |  |  | 425 |
﻿ | 4.100 |  | 2045 |  |  | 250 |  |  | 250 |
﻿ | 3.250 |  | 2046 |  |  | 450 |  |  | - |
﻿ | 4.350 |  | 2064 |  |  | 250 |  |  | 250 |
﻿Total first mortgage bonds |  |  |  |  | $ | 5,050 |  | $ | 4,773 |
﻿Securitization bonds | 2.790 | 2 | 2020-2029 | 3 |  | 328 |  |  | 353 |
﻿Senior notes | 6.875 |  | 2018 |  |  | 180 |  |  | 180 |
﻿Tax-exempt pollution control revenue bonds | various |  | 2018-2035 |  |  | 103 |  |  | 103 |
﻿Total principal amount outstanding |  |  |  |  | $ | 5,661 |  | $ | 5,409 |
﻿Current amounts |  |  |  |  |  | (375) |  |  | (198) |
﻿Net unamortized discounts |  |  |  |  |  | (8) |  |  | (5) |
﻿Unamortized issuance costs |  |  |  |  |  | (25) |  |  | (23) |
﻿Total long-term debt |  |  |  |  | $ | 5,253 |  | $ | 5,183 |
﻿
| 1 |  | The weighted-average interest rate for Consumers’ first mortgage bonds was 4.57 percent at December 31, 2016 and 4.73 percent at December 31, 2015.
| 2 |  | The weighted-average interest rate for Consumers’ securitization bonds issued through its subsidiary Consumers 2014 Securitization Funding was 2.79 percent at December 31, 2016 and 2.69 percent at December 31, 2015.
| 3 |  | Principal and interest payments are made semiannually.
Financings: Presented in the following table is a summary of major long-term debt transactions during the year ended December 31, 20 16:
﻿ |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |
﻿ | Principal |  | Issue/Retirement |  |
﻿ | (In Millions) | Interest Rate |  | Date | Maturity Date |
﻿Debt issuances |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |
﻿Senior notes |  | $ | 300 | 3.000 | % | May 2016 | May 2026 |
﻿Senior notes |  |  | 275 | 2.950 |  | November 2016 | February 2027 |
﻿Total CMS Energy, parent only |  | $ | 575 |  |  |  |  |
﻿Consumers |  |  |  |  |  |  |  |
﻿First mortgage bonds |  | $ | 450 | 3.250 | % | August 2016 | August 2046 |
﻿Total Consumers |  | $ | 450 |  |  |  |  |
﻿Total CMS Energy |  | $ | 1,025 |  |  |  |  |
﻿Debt retirements |  |  |  |  |  |  |  |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |
﻿Senior notes |  | $ | 250 | 6.550 | % | December 2016 | July 2017 |
﻿Senior notes |  |  | 250 | 5.050 |  | December 2016 | February 2018 |
﻿Total CMS Energy, parent only |  | $ | 500 |  |  |  |  |
﻿Consumers |  |  |  |  |  |  |  |
﻿First mortgage bonds |  | $ | 173 | 5.500 | % | August 2016 | August 2016 |
﻿Total Consumers |  | $ | 173 |  |  |  |  |
﻿Total CMS Energy |  | $ | 673 |  |  |  |  |
﻿ First Mortgage Bonds: Consumers secures its first mortgage bonds by a mortgage and lien on substantially all of its property. Consumers’ ability to issue first mortgage bonds is restricted by certain provisions in the First Mortgage Bond Indenture and the need for regulatory approvals under federal law. Restrictive issuance provisions in the First Mortgage Bond Indenture include achieving a two-times interest coverage ratio and having sufficient unfunded net property additions. Term Loan: In April 2016, the maturity date of CMS Energy’s $180 million term loan was extended 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. At December 31, 20 16, Consumers had entered into short-term borrowing programs allowing it to issue up to $800 million in short-term securities; $398 million of securities were outstanding under these programs. FERC has also authorized Consumers to issue and sell up to $1.8 billion of secured and unsecured long-term securities for general corporate purposes. The remaining availability was $1.3 b illion at December 31, 20 16. The authorizations were effective July 1, 2016 and terminate June 30, 2018. Any long-term issuances during the authorization period are exempt from FERC’s competitive bidding and negotiated placement requirements. Securitization Bonds: Certain regulatory assets held by Consumers’ subsidiary, Consumers 2014 Securitization Funding, collateralize Consumers’ securitization bonds. The bondholders have no recourse to Consumers’ assets except for those held by the subsidiary that issued the bonds. Consumers collects securitization surcharges to cover the principal and interest on the bonds as well as certain other qualified costs. The surcharges collected are remitted to a trustee and are not available to creditors of Consumers or creditors of Consumers’ affiliates other than the subsidiary that issued the bonds. Debt Maturities: At December 31, 20 16, the aggregate annual contractual maturities for long-term debt for the next five years were:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | 2017 | 2018 | 2019 | 2020 | 2021 |
﻿CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿Long-term debt |  | $ | 864 |  | $ | 975 |  | $ | 1,326 |  | $ | 850 |  | $ | 103 |
﻿Consumers |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿Long-term debt |  | $ | 375 |  | $ | 523 |  | $ | 876 |  | $ | 426 |  | $ | 27 |
﻿ Revolving Credit Facilities: The following secured revolving credit facilities with banks were available at December 31, 20 16:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |
﻿In Millions
﻿ | Amount of | Amount | Letters of Credit | Amount |
﻿Expiration Date | Facility | Borrowed | Outstanding | Available |
﻿CMS Energy, parent only |  |  |  |  |  |  |  |  |  |  |  |  |
﻿May 27, 2021 1,3 |  | $ | 550 |  | $ | - |  | $ | 1 |  | $ | 549 |
﻿Consumers |  |  |  |  |  |  |  |  |  |  |  |  |
﻿May 27, 2021 1,4 |  | $ | 650 |  | $ | - |  | $ | 7 |  | $ | 643 |
﻿November 23, 2018 2,4 |  |  | 250 |  |  | - |  |  | - |  |  | 250 |
﻿May 9, 2018 4 |  |  | 30 |  |  | - |  |  | 30 |  |  | - |
﻿
| 1 |  | In May 2016, the expiration date of this revolving credit agreement was extended from 2020 to 2021.
| 2 |  | In November 2016, the expiration date of this revolving credit agreement was extended from 2017 to 2018.
| 3 |  | During the year ended December 31, 2016, CMS Energy’s average borrowings totaled $3 million with a weighted-average interest rate of 1.68 percent. Obligations under this facility are secured by Consumers common stock.
| 4 |  | 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 does not intend to issue commercial paper in an amount exceeding the available revolver capacity. At December 31, 2016, $398 million of commercial paper notes with a weighted-average annual interest rate of 1.14 percent w ere outstanding under this program and are recorded as current notes payable on the consolidated balance sheets of CMS Energy and Consumers. Dividend Restrictions: At December 31, 20 16, payment of dividends by CMS Energy on its common stock was limited to $4.3 billion under provisions of the Michigan Business Corporation Act of 1972. Under the provisions of its articles of incorporation, at December 31, 20 16, Consumers had $1.0 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 year ended December 31, 20 16, Consumers paid $499 million in dividends on its common stock to CMS Energy. Capitalization: The authorized capital stock of CMS Energy consists of:
| · |  | 350 million shares of CMS Energy Common Stock, par value $0.01 per share
| · |  | 10 million shares of CMS Energy Preferred Stock, par value $0.01 per share
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) |
﻿2015 | 888,610 |  | $ | 33.76 |  | $ | 30 |
﻿2016 | 1,449,171 |  |  | 41.40 |  |  | 60 |
﻿Total | 2,337,781 |  | $ | 38.50 |  | $ | 90 |
﻿ Preferred Stock of Subsidiary: Presented in the following table are details about Consumers’ preferred stock outstanding:
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  |  |  |  |  |  |  |  |  |  |  |
﻿ |  |  |  | Optional | Number of | Balance |
﻿ |  |  |  | Redemption | Shares | Outstanding |
﻿ | Series | Price | Outstanding | (In Millions) |
﻿December 31 |  |  |  |  |  |  |  | 2016 | 2015 |
﻿Cumulative, $100 par value, authorized 7,500,000 shares, with no mandatory redemption |  | $ | 4.50 |  | $ | 110.00 | 373,148 |  | $ | 37 |  | $ | 37 |
| 1 |  | ﻿

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