XML 40 R13.htm IDEA: XBRL DOCUMENT
v3.20.4

Financings And Capitalization | 12 Months Ended
--- | ---
Dec. 31, 2020
Debt Instrument [Line Items] |
Financings and Capitalization | Financings and Capitalization Presented in the following table is CMS Energy’s long-term debt at December 31:
In Millions
| Interest Rate (%) | Maturity | 2020 | 2019
CMS Energy, including Consumers |  |  |  |  |  |  |  |
CMS Energy, parent only |  |  |  |  |  |  |  |
Senior notes | 5.050 |  |  | 2022 |  |  | $ | — |  |  | $ | 300 |
| 3.875 |  |  | 2024 |  |  | 250 |  |  | 250 |
| 3.600 |  |  | 2025 |  |  | 250 |  |  | 250 |
| 3.000 |  |  | 2026 |  |  | 300 |  |  | 300 |
| 2.950 |  |  | 2027 |  |  | 275 |  |  | 275 |
| 3.450 |  |  | 2027 |  |  | 350 |  |  | 350 |
| 4.700 |  |  | 2043 |  |  | 250 |  |  | 250 |
| 4.875 |  |  | 2044 |  |  | 300 |  |  | 300 |
|  |  |  |  |  | $ | 1,975 |  |  | $ | 2,275 |
Term loan facility | variable | 1 | 2021 |  |  | 200 |  |  | — |
Junior subordinated notes 2 | 4.750 |  |  | 2050 |  |  | 500 |  |  | — |
| 3.750 |  |  | 2050 |  |  | 400 |  |  | — |
| 5.625 |  |  | 2078 |  |  | 200 |  |  | 200 |
| 5.875 |  |  | 2078 |  |  | 280 |  |  | 280 |
| 5.875 |  |  | 2079 |  |  | 630 |  |  | 630 |
|  |  |  |  |  | $ | 2,010 |  |  | $ | 1,110 |
Total CMS Energy, parent only |  |  |  |  |  | $ | 4,185 |  |  | $ | 3,385 |
Consumers |  |  |  |  |  | 8,197 |  |  | 7,322 |
CMS Enterprises, including subsidiaries |  |  |  |  |  |  |  |
Term loan facility | variable | 3 | 2025 |  |  | 85 |  |  | 92 |
EnerBank |  |  |  |  |  |  |  |
Certificates of deposit | 1.621 |  | 4 | 2021-2028 |  |  | 2,805 |  |  | 2,389 |
Total principal amount outstanding |  |  |  |  |  | $ | 15,272 |  |  | $ | 13,188 |
Current amounts |  |  |  |  |  | (1,486) |  |  | (1,111) |
Unamortized discounts |  |  |  |  |  | (33) |  |  | (27) |
Unamortized issuance costs |  |  |  |  |  | (119) |  |  | (99) |
Total long-term debt |  |  |  |  |  | $ | 13,634 |  |  | $ | 11,951 |
1 At December 31, 2020, the interest rate on the balance of this term loan facility was 0.600 percent, based on an interest rate of one-week LIBOR plus 0.500 percent. 2 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. 3 A subsidiary of CMS Enterprises issued non‑recourse debt to finance the acquisition of a wind generation project in Northwest Ohio. The interest rate for the debt is three-month LIBOR plus 1.500 percent through October 2022 and three-month LIBOR plus 1.750 percent thereafter. At December 31, 2020 and 2019, the interest rate was 1.754 percent and 3.445 percent, respectively. The same subsidiary of CMS Enterprises entered into interest rate swaps with the lending banks to fix the interest charges associated with the debt, at a rate of 4.702 percent through October 2022 and 4.952 percent thereafter. Principal and interest payments are made quarterly. For information about the interest rate swaps, see Note 6, Fair Value Measurements. 4 The weighted-average interest rate for EnerBank’s certificates of deposit was 1.621 percent at December 31, 2020 and 2.445 percent at December 31, 2019. 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 | 2020 | 2019
Consumers |  |  |  |  |  |  |  |
First mortgage bonds | 3.770 |  |  | 2020 |  |  | $ | — |  |  | $ | 100 |
| 2.850 |  |  | 2022 |  |  | — |  |  | 375 |
| 5.300 |  |  | 2022 |  |  | — |  |  | 250 |
| 0.350 |  |  | 2023 |  |  | 300 |  |  | — |
| 3.375 |  |  | 2023 |  |  | 325 |  |  | 325 |
| 3.125 |  |  | 2024 |  |  | 250 |  |  | 250 |
| 3.190 |  |  | 2024 |  |  | 52 |  |  | 52 |
| 3.680 |  |  | 2027 |  |  | 100 |  |  | 100 |
| 3.390 |  |  | 2027 |  |  | 35 |  |  | 35 |
| 3.800 |  |  | 2028 |  |  | 300 |  |  | 300 |
| 3.180 |  |  | 2032 |  |  | 100 |  |  | 100 |
| 5.800 |  |  | 2035 |  |  | 175 |  |  | 175 |
| 3.520 |  |  | 2037 |  |  | 335 |  |  | 335 |
| 4.010 |  |  | 2038 |  |  | 215 |  |  | 215 |
| 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 |  |  | 450 |
| 3.950 |  |  | 2047 |  |  | 350 |  |  | 350 |
| 4.050 |  |  | 2048 |  |  | 550 |  |  | 550 |
| 4.350 |  |  | 2049 |  |  | 550 |  |  | 550 |
| 3.750 |  |  | 2050 |  |  | 300 |  |  | 300 |
| 3.100 |  |  | 2050 |  |  | 550 |  |  | 550 |
| 3.500 |  |  | 2051 |  |  | 575 |  |  | — |
| 3.860 |  |  | 2052 |  |  | 50 |  |  | 50 |
| 4.280 |  |  | 2057 |  |  | 185 |  |  | 185 |
| 2.500 |  |  | 2060 |  |  | 525 |  |  | — |
| 4.350 |  |  | 2064 |  |  | 250 |  |  | 250 |
| variable | 1 | 2069 |  |  | 76 |  |  | 76 |
| variable | 1 | 2070 |  |  | 134 |  |  | — |
| variable | 1 | 2070 |  |  | 127 |  |  | — |
|  |  |  |  |  | $ | 7,897 |  |  | $ | 6,961 |
Tax-exempt revenue bonds | variable |  | 2035 |  |  | — |  |  | 35 |
| 1.800 |  | 2 | 2049 |  |  | 75 |  |  | 75 |
|  |  |  |  |  | $ | 75 |  |  | $ | 110 |
Securitization bonds | 3.250 |  | 3 | 2025-2029 | 4 |  | 225 |  |  | 251 |
Total principal amount outstanding |  |  |  |  |  | $ | 8,197 |  |  | $ | 7,322 |
Current amounts |  |  |  |  |  | (364) |  |  | (202) |
Unamortized discounts |  |  |  |  |  | (29) |  |  | (23) |
Unamortized issuance costs |  |  |  |  |  | (62) |  |  | (49) |
Total long-term debt |  |  |  |  |  | $ | 7,742 |  |  | $ | 7,048 |
1 The variable-rate bonds bear interest quarterly at a rate of three-month LIBOR minus 0.300 percent, subject to a zero-percent floor (zero percent at December 31, 2020). The holders of these variable-rate bonds may put them to Consumers for redemption on certain dates prior to their stated maturity, including dates within one year of December 31, 2020. 2 The interest rate on these tax‑exempt revenue bonds will reset on October 1, 2024. 3 The weighted-average interest rate for Consumers’ securitization bonds issued through its subsidiary, Consumers 2014 Securitization Funding, was 3.250 percent at December 31, 2020 and 3.220 percent at December 31, 2019. 4 Principal and interest payments are made semiannually. Financings: Presented in the following table is a summary of major long-term debt issuances during the year ended December 31, 2020:
| Principal (In Millions) | Interest Rate | Issuance Date | Maturity Date |  |  |  |
CMS Energy, parent only |  |  |  |  |  |  |  |  |
Term loan facility 1 |  | $ | 300 |  | variable | February | February 2021 |  |  |  |
Junior subordinated notes 2 |  | 500 |  | 4.750 | % | May | June 2050 |  |  |  |
Junior subordinated notes 3 |  | 400 |  | 3.750 | % | November | December 2050 |  |  |  |
Total CMS Energy, parent only |  | $ | 1,200 |  |  |  |  |  |  |  |
Consumers |  |  |  |  |  |  |  |  |
Term loan facility |  | $ | 300 |  | variable | January | January 2021 |  |  |  |
First mortgage bonds |  | 575 |  | 3.500 | % | March | August 2051 |  |  |  |
First mortgage bonds |  | 525 |  | 2.500 | % | May | May 2060 |  |  |  |
First mortgage bonds |  | 134 |  | variable | May | May 2070 |  |  |  |
First mortgage bonds |  | 127 |  | variable | October | October 2070 |  |  |  |
First mortgage bonds |  | 300 |  | 0.350 | % | December | June 2023 |  |  |  |
Total Consumers |  | $ | 1,961 |  |  |  |  |  |  |  |
Total CMS Energy |  | $ | 3,161 |  |  |  |  |  |  |  |
1 In December 2020, CMS Energy repaid $100 million of this facility and, in February 2021, amended the facility by extending its maturity date to November 2021. 2 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. On June 1, 2030, and every five years thereafter, the notes will reset to an interest rate equal to the five-year treasury rate plus 4.116 percent. 3 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. On December 1, 2030, and every five years thereafter, the notes will reset to an interest rate equal to the five-year treasury rate plus 2.900 percent. Presented in the following table is a summary of major long-term debt retirements during the year ended December 31, 2020:
| Principal (In Millions) | Interest Rate | Retirement Date | Maturity Date
CMS Energy, parent only |  |  |  |  |
Senior notes 1 |  | $ | 300 |  | 5.050 | % | December | March 2022
Total CMS Energy, parent only |  | $ | 300 |  |  |  |
Consumers |  |  |  |  |
First mortgage bonds |  | $ | 100 |  | 3.770 | % | April | October 2020
First mortgage bonds |  | 250 |  | 5.300 | % | June | September 2022
First mortgage bonds |  | 375 |  | 2.850 | % | September | May 2022
Term loan facility |  | 300 |  | variable | December | January 2021
Total Consumers |  | $ | 1,025 |  |  |  |
Total CMS Energy |  | $ | 1,325 |  |  |  |
1 CMS Energy retired these senior notes at a premium and recorded a loss on extinguishment of $16 million in other expense on its consolidated statements of income. In July 2020, Consumers purchased, in lieu of redemption, $35 million of variable-rate tax-exempt revenue bonds due April 2035. At December 31, 2020, Consumers held the variable-rate tax-exempt revenue bonds and may remarket the bonds or replace them with debt instruments of an equivalent value. In September 2020, proceeds from the sale of a Class A membership interest in Aviator Wind to a tax equity investor and additional contributions from the Class B membership interest (of which CMS Enterprises owns 51 percent) were used to retire $492 million of debt assumed through the purchase of the VIE. For more information, see Note 21, Variable Interest Entities. 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. Regulatory Authorization for Financings: Consumers is required to maintain FERC authorization for financings. Its current authorization terminates on July 31, 2022. 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, 2020, the aggregate annual maturities for long-term debt for the next five years, based on stated maturities or earlier put dates, were:
In Millions
| 2021 | 2022 | 2023 | 2024 | 2025
CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |
Long-term debt |  |  |  |  |  |  |  |  |  |
CMS Energy, parent only |  | $ | 200 |  |  | $ | — |  |  | $ | — |  |  | $ | 250 |  |  | $ | 250 |
Consumers |  | 364 |  |  | 28 |  |  | 654 |  |  | 332 |  |  | 31 |
CMS Enterprises, including subsidiaries |  | 7 |  |  | 8 |  |  | 9 |  |  | 10 |  |  | 51 |
EnerBank |  | 915 |  |  | 572 |  |  | 477 |  |  | 325 |  |  | 244 |
Total CMS Energy |  | $ | 1,486 |  |  | $ | 608 |  |  | $ | 1,140 |  |  | $ | 917 |  |  | $ | 576 |
Consumers |  |  |  |  |  |  |  |  |  |
Long-term debt |  | $ | 364 |  |  | $ | 28 |  |  | $ | 654 |  |  | $ | 332 |  |  | $ | 31 |
Credit Facilities: The following credit facilities with banks were available at December 31, 2020:
In Millions |
Expiration Date | Amount of Facility | Amount Borrowed | Letters of Credit Outstanding | Amount Available |
CMS Energy, parent only |  |  |  |  |  |  |  |  |
June 5, 2023 1 |  | $ | 550 |  |  | $ | — |  |  | $ | 18 |  |  | $ | 532 |  |
CMS Enterprises, including subsidiaries |  |  |  |  |  |  |  |  |
September 25, 2025 2 |  | $ | 39 |  |  | $ | — |  |  | $ | 39 |  |  | $ | — |  |
September 30, 2025 3 |  | 18 |  |  | — |  |  | 8 |  |  | 10 |  |
Consumers 4 |  |  |  |  |  |  |  |  |
June 5, 2023 |  | $ | 850 |  |  | $ | — |  |  | $ | 7 |  |  | $ | 843 |  |
November 19, 2022 |  | 250 |  |  | — |  |  | 1 |  |  | 249 |  |
April 18, 2022 |  | 30 |  |  | — |  |  | 30 |  |  | — |  |
1 During the year ended December 31, 2020, CMS Energy’s average borrowings totaled $1 million with a weighted-average interest rate of 1.888 percent. 2 This letter of credit facility is available to Aviator Wind Equity Holdings. For more information regarding the acquisition of Aviator Wind Equity Holdings, see Note 21, Variable Interest Entities. 3 Under this facility, $8 million is available solely for the purpose of issuing letters of credit. Obligations under this facility are secured by the collateral accounts with the lending bank. There were no borrowings under this facility during the year ended December 31, 2020. 4 Obligations under these facilities are secured by first mortgage bonds of Consumers. During the year ended December 31, 2020, Consumers’ average borrowings totaled less than $1 million with a weighted-average interest rate of 1.425 percent. Short-term Borrowings: Under Consumers’ commercial paper program, Consumers may issue, in one or more placements, investment-grade commercial paper notes with maturities of up to 365 days at market interest 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 of the facilities. At December 31, 2020, there were no commercial paper notes outstanding under this program. In December 2020, Consumers renewed a short-term credit agreement with CMS Energy, permitting Consumers to borrow up to $350 million. For more information on the intercompany credit agreement between CMS Energy and Consumers, see Note 20, Related-Party Transactions—Consumers. Dividend Restrictions: At December 31, 2020, payment of dividends by CMS Energy on its common stock was limited to $5.5 billion under provisions of the Michigan Business Corporation Act of 1972. Under the provisions of its articles of incorporation, at December 31, 2020, Consumers had $1.6 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, 2020, Consumers paid $637 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 2018 and 2020, CMS Energy entered into equity offering programs under which it may sell, from time to time, shares of CMS Energy common stock. Under both programs, CMS Energy may sell its common stock in privately negotiated transactions, in “at the market” offerings, through forward sales transactions, or otherwise. During 2018 and 2019, CMS Energy entered into forward sales contracts having an aggregate sales price of $250 million, the maximum allowed under the 2018 program. In 2020, CMS Energy settled the forward contracts under this program by issuing 4,879,022 shares of common stock at a weighted-average price of $48.86 per share, resulting in net proceeds of $238 million. Under the 2020 program, CMS Energy may sell shares of its common stock having an aggregate sales price of up to $500 million. Presented in the following table are details of CMS Energy’s forward sales contracts under this program at December 31, 2020:
|  |  | Forward Price Per Share
Contract Date | Maturity Date | Number of Shares | Initial | December 31, 2020
September 15, 2020 | December 31, 2021 | 846,759 |  | $ | 61.04 |  |  | $ | 60.53 |
December 22, 2020 | June 22, 2022 | 115,595 |  | 61.81 |  |  | 61.81 |
These contracts allow CMS Energy to either physically settle the contracts by issuing shares of its common stock at the then-applicable forward sale price specified by the agreement or net settle the contracts through the delivery or receipt of cash or shares. CMS Energy may settle the contracts at any time through their maturity dates, and presently intends to physically settle the contracts by delivering shares of its common stock. The initial forward price in the forward equity sale contracts includes a deduction for commissions and will be adjusted on a daily basis over the term based on an interest rate factor and decreased on certain dates by certain predetermined amounts to reflect expected dividend payments. No amounts are recorded on CMS Energy’s consolidated balance sheets until settlements of the forward equity sale contracts occur. If CMS Energy had elected to net share settle the contracts as of December 31, 2020, CMS Energy would have been required to deliver 6,666 shares. Preferred Stock of Subsidiary: Consumers’ preferred stock is traded on the New York Stock Exchange under the symbol CMS-PB. Presented in the following table are details of Consumers’ preferred stock at December 31, 2020 and 2019:
| Par Value | Optional Redemption Price | Number of Shares Authorized | Number of Shares Outstanding
Cumulative, with no mandatory redemption |  | $ | 100 |  |  | $ | 110 |  | 7,500,000 | 373,148
Consumers Energy Company |
Debt Instrument [Line Items] |
Financings and Capitalization | Financings and Capitalization Presented in the following table is CMS Energy’s long-term debt at December 31:
In Millions
| Interest Rate (%) | Maturity | 2020 | 2019
CMS Energy, including Consumers |  |  |  |  |  |  |  |
CMS Energy, parent only |  |  |  |  |  |  |  |
Senior notes | 5.050 |  |  | 2022 |  |  | $ | — |  |  | $ | 300 |
| 3.875 |  |  | 2024 |  |  | 250 |  |  | 250 |
| 3.600 |  |  | 2025 |  |  | 250 |  |  | 250 |
| 3.000 |  |  | 2026 |  |  | 300 |  |  | 300 |
| 2.950 |  |  | 2027 |  |  | 275 |  |  | 275 |
| 3.450 |  |  | 2027 |  |  | 350 |  |  | 350 |
| 4.700 |  |  | 2043 |  |  | 250 |  |  | 250 |
| 4.875 |  |  | 2044 |  |  | 300 |  |  | 300 |
|  |  |  |  |  | $ | 1,975 |  |  | $ | 2,275 |
Term loan facility | variable | 1 | 2021 |  |  | 200 |  |  | — |
Junior subordinated notes 2 | 4.750 |  |  | 2050 |  |  | 500 |  |  | — |
| 3.750 |  |  | 2050 |  |  | 400 |  |  | — |
| 5.625 |  |  | 2078 |  |  | 200 |  |  | 200 |
| 5.875 |  |  | 2078 |  |  | 280 |  |  | 280 |
| 5.875 |  |  | 2079 |  |  | 630 |  |  | 630 |
|  |  |  |  |  | $ | 2,010 |  |  | $ | 1,110 |
Total CMS Energy, parent only |  |  |  |  |  | $ | 4,185 |  |  | $ | 3,385 |
Consumers |  |  |  |  |  | 8,197 |  |  | 7,322 |
CMS Enterprises, including subsidiaries |  |  |  |  |  |  |  |
Term loan facility | variable | 3 | 2025 |  |  | 85 |  |  | 92 |
EnerBank |  |  |  |  |  |  |  |
Certificates of deposit | 1.621 |  | 4 | 2021-2028 |  |  | 2,805 |  |  | 2,389 |
Total principal amount outstanding |  |  |  |  |  | $ | 15,272 |  |  | $ | 13,188 |
Current amounts |  |  |  |  |  | (1,486) |  |  | (1,111) |
Unamortized discounts |  |  |  |  |  | (33) |  |  | (27) |
Unamortized issuance costs |  |  |  |  |  | (119) |  |  | (99) |
Total long-term debt |  |  |  |  |  | $ | 13,634 |  |  | $ | 11,951 |
1 At December 31, 2020, the interest rate on the balance of this term loan facility was 0.600 percent, based on an interest rate of one-week LIBOR plus 0.500 percent. 2 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. 3 A subsidiary of CMS Enterprises issued non‑recourse debt to finance the acquisition of a wind generation project in Northwest Ohio. The interest rate for the debt is three-month LIBOR plus 1.500 percent through October 2022 and three-month LIBOR plus 1.750 percent thereafter. At December 31, 2020 and 2019, the interest rate was 1.754 percent and 3.445 percent, respectively. The same subsidiary of CMS Enterprises entered into interest rate swaps with the lending banks to fix the interest charges associated with the debt, at a rate of 4.702 percent through October 2022 and 4.952 percent thereafter. Principal and interest payments are made quarterly. For information about the interest rate swaps, see Note 6, Fair Value Measurements. 4 The weighted-average interest rate for EnerBank’s certificates of deposit was 1.621 percent at December 31, 2020 and 2.445 percent at December 31, 2019. 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 | 2020 | 2019
Consumers |  |  |  |  |  |  |  |
First mortgage bonds | 3.770 |  |  | 2020 |  |  | $ | — |  |  | $ | 100 |
| 2.850 |  |  | 2022 |  |  | — |  |  | 375 |
| 5.300 |  |  | 2022 |  |  | — |  |  | 250 |
| 0.350 |  |  | 2023 |  |  | 300 |  |  | — |
| 3.375 |  |  | 2023 |  |  | 325 |  |  | 325 |
| 3.125 |  |  | 2024 |  |  | 250 |  |  | 250 |
| 3.190 |  |  | 2024 |  |  | 52 |  |  | 52 |
| 3.680 |  |  | 2027 |  |  | 100 |  |  | 100 |
| 3.390 |  |  | 2027 |  |  | 35 |  |  | 35 |
| 3.800 |  |  | 2028 |  |  | 300 |  |  | 300 |
| 3.180 |  |  | 2032 |  |  | 100 |  |  | 100 |
| 5.800 |  |  | 2035 |  |  | 175 |  |  | 175 |
| 3.520 |  |  | 2037 |  |  | 335 |  |  | 335 |
| 4.010 |  |  | 2038 |  |  | 215 |  |  | 215 |
| 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 |  |  | 450 |
| 3.950 |  |  | 2047 |  |  | 350 |  |  | 350 |
| 4.050 |  |  | 2048 |  |  | 550 |  |  | 550 |
| 4.350 |  |  | 2049 |  |  | 550 |  |  | 550 |
| 3.750 |  |  | 2050 |  |  | 300 |  |  | 300 |
| 3.100 |  |  | 2050 |  |  | 550 |  |  | 550 |
| 3.500 |  |  | 2051 |  |  | 575 |  |  | — |
| 3.860 |  |  | 2052 |  |  | 50 |  |  | 50 |
| 4.280 |  |  | 2057 |  |  | 185 |  |  | 185 |
| 2.500 |  |  | 2060 |  |  | 525 |  |  | — |
| 4.350 |  |  | 2064 |  |  | 250 |  |  | 250 |
| variable | 1 | 2069 |  |  | 76 |  |  | 76 |
| variable | 1 | 2070 |  |  | 134 |  |  | — |
| variable | 1 | 2070 |  |  | 127 |  |  | — |
|  |  |  |  |  | $ | 7,897 |  |  | $ | 6,961 |
Tax-exempt revenue bonds | variable |  | 2035 |  |  | — |  |  | 35 |
| 1.800 |  | 2 | 2049 |  |  | 75 |  |  | 75 |
|  |  |  |  |  | $ | 75 |  |  | $ | 110 |
Securitization bonds | 3.250 |  | 3 | 2025-2029 | 4 |  | 225 |  |  | 251 |
Total principal amount outstanding |  |  |  |  |  | $ | 8,197 |  |  | $ | 7,322 |
Current amounts |  |  |  |  |  | (364) |  |  | (202) |
Unamortized discounts |  |  |  |  |  | (29) |  |  | (23) |
Unamortized issuance costs |  |  |  |  |  | (62) |  |  | (49) |
Total long-term debt |  |  |  |  |  | $ | 7,742 |  |  | $ | 7,048 |
1 The variable-rate bonds bear interest quarterly at a rate of three-month LIBOR minus 0.300 percent, subject to a zero-percent floor (zero percent at December 31, 2020). The holders of these variable-rate bonds may put them to Consumers for redemption on certain dates prior to their stated maturity, including dates within one year of December 31, 2020. 2 The interest rate on these tax‑exempt revenue bonds will reset on October 1, 2024. 3 The weighted-average interest rate for Consumers’ securitization bonds issued through its subsidiary, Consumers 2014 Securitization Funding, was 3.250 percent at December 31, 2020 and 3.220 percent at December 31, 2019. 4 Principal and interest payments are made semiannually. Financings: Presented in the following table is a summary of major long-term debt issuances during the year ended December 31, 2020:
| Principal (In Millions) | Interest Rate | Issuance Date | Maturity Date |  |  |  |
CMS Energy, parent only |  |  |  |  |  |  |  |  |
Term loan facility 1 |  | $ | 300 |  | variable | February | February 2021 |  |  |  |
Junior subordinated notes 2 |  | 500 |  | 4.750 | % | May | June 2050 |  |  |  |
Junior subordinated notes 3 |  | 400 |  | 3.750 | % | November | December 2050 |  |  |  |
Total CMS Energy, parent only |  | $ | 1,200 |  |  |  |  |  |  |  |
Consumers |  |  |  |  |  |  |  |  |
Term loan facility |  | $ | 300 |  | variable | January | January 2021 |  |  |  |
First mortgage bonds |  | 575 |  | 3.500 | % | March | August 2051 |  |  |  |
First mortgage bonds |  | 525 |  | 2.500 | % | May | May 2060 |  |  |  |
First mortgage bonds |  | 134 |  | variable | May | May 2070 |  |  |  |
First mortgage bonds |  | 127 |  | variable | October | October 2070 |  |  |  |
First mortgage bonds |  | 300 |  | 0.350 | % | December | June 2023 |  |  |  |
Total Consumers |  | $ | 1,961 |  |  |  |  |  |  |  |
Total CMS Energy |  | $ | 3,161 |  |  |  |  |  |  |  |
1 In December 2020, CMS Energy repaid $100 million of this facility and, in February 2021, amended the facility by extending its maturity date to November 2021. 2 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. On June 1, 2030, and every five years thereafter, the notes will reset to an interest rate equal to the five-year treasury rate plus 4.116 percent. 3 These unsecured obligations rank subordinate and junior in right of payment to all of CMS Energy’s existing and future senior indebtedness. On December 1, 2030, and every five years thereafter, the notes will reset to an interest rate equal to the five-year treasury rate plus 2.900 percent. Presented in the following table is a summary of major long-term debt retirements during the year ended December 31, 2020:
| Principal (In Millions) | Interest Rate | Retirement Date | Maturity Date
CMS Energy, parent only |  |  |  |  |
Senior notes 1 |  | $ | 300 |  | 5.050 | % | December | March 2022
Total CMS Energy, parent only |  | $ | 300 |  |  |  |
Consumers |  |  |  |  |
First mortgage bonds |  | $ | 100 |  | 3.770 | % | April | October 2020
First mortgage bonds |  | 250 |  | 5.300 | % | June | September 2022
First mortgage bonds |  | 375 |  | 2.850 | % | September | May 2022
Term loan facility |  | 300 |  | variable | December | January 2021
Total Consumers |  | $ | 1,025 |  |  |  |
Total CMS Energy |  | $ | 1,325 |  |  |  |
1 CMS Energy retired these senior notes at a premium and recorded a loss on extinguishment of $16 million in other expense on its consolidated statements of income. In July 2020, Consumers purchased, in lieu of redemption, $35 million of variable-rate tax-exempt revenue bonds due April 2035. At December 31, 2020, Consumers held the variable-rate tax-exempt revenue bonds and may remarket the bonds or replace them with debt instruments of an equivalent value. In September 2020, proceeds from the sale of a Class A membership interest in Aviator Wind to a tax equity investor and additional contributions from the Class B membership interest (of which CMS Enterprises owns 51 percent) were used to retire $492 million of debt assumed through the purchase of the VIE. For more information, see Note 21, Variable Interest Entities. 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. Regulatory Authorization for Financings: Consumers is required to maintain FERC authorization for financings. Its current authorization terminates on July 31, 2022. 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, 2020, the aggregate annual maturities for long-term debt for the next five years, based on stated maturities or earlier put dates, were:
In Millions
| 2021 | 2022 | 2023 | 2024 | 2025
CMS Energy, including Consumers |  |  |  |  |  |  |  |  |  |
Long-term debt |  |  |  |  |  |  |  |  |  |
CMS Energy, parent only |  | $ | 200 |  |  | $ | — |  |  | $ | — |  |  | $ | 250 |  |  | $ | 250 |
Consumers |  | 364 |  |  | 28 |  |  | 654 |  |  | 332 |  |  | 31 |
CMS Enterprises, including subsidiaries |  | 7 |  |  | 8 |  |  | 9 |  |  | 10 |  |  | 51 |
EnerBank |  | 915 |  |  | 572 |  |  | 477 |  |  | 325 |  |  | 244 |
Total CMS Energy |  | $ | 1,486 |  |  | $ | 608 |  |  | $ | 1,140 |  |  | $ | 917 |  |  | $ | 576 |
Consumers |  |  |  |  |  |  |  |  |  |
Long-term debt |  | $ | 364 |  |  | $ | 28 |  |  | $ | 654 |  |  | $ | 332 |  |  | $ | 31 |
Credit Facilities: The following credit facilities with banks were available at December 31, 2020:
In Millions |
Expiration Date | Amount of Facility | Amount Borrowed | Letters of Credit Outstanding | Amount Available |
CMS Energy, parent only |  |  |  |  |  |  |  |  |
June 5, 2023 1 |  | $ | 550 |  |  | $ | — |  |  | $ | 18 |  |  | $ | 532 |  |
CMS Enterprises, including subsidiaries |  |  |  |  |  |  |  |  |
September 25, 2025 2 |  | $ | 39 |  |  | $ | — |  |  | $ | 39 |  |  | $ | — |  |
September 30, 2025 3 |  | 18 |  |  | — |  |  | 8 |  |  | 10 |  |
Consumers 4 |  |  |  |  |  |  |  |  |
June 5, 2023 |  | $ | 850 |  |  | $ | — |  |  | $ | 7 |  |  | $ | 843 |  |
November 19, 2022 |  | 250 |  |  | — |  |  | 1 |  |  | 249 |  |
April 18, 2022 |  | 30 |  |  | — |  |  | 30 |  |  | — |  |
1 During the year ended December 31, 2020, CMS Energy’s average borrowings totaled $1 million with a weighted-average interest rate of 1.888 percent. 2 This letter of credit facility is available to Aviator Wind Equity Holdings. For more information regarding the acquisition of Aviator Wind Equity Holdings, see Note 21, Variable Interest Entities. 3 Under this facility, $8 million is available solely for the purpose of issuing letters of credit. Obligations under this facility are secured by the collateral accounts with the lending bank. There were no borrowings under this facility during the year ended December 31, 2020. 4 Obligations under these facilities are secured by first mortgage bonds of Consumers. During the year ended December 31, 2020, Consumers’ average borrowings totaled less than $1 million with a weighted-average interest rate of 1.425 percent. Short-term Borrowings: Under Consumers’ commercial paper program, Consumers may issue, in one or more placements, investment-grade commercial paper notes with maturities of up to 365 days at market interest 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 of the facilities. At December 31, 2020, there were no commercial paper notes outstanding under this program. In December 2020, Consumers renewed a short-term credit agreement with CMS Energy, permitting Consumers to borrow up to $350 million. For more information on the intercompany credit agreement between CMS Energy and Consumers, see Note 20, Related-Party Transactions—Consumers. Dividend Restrictions: At December 31, 2020, payment of dividends by CMS Energy on its common stock was limited to $5.5 billion under provisions of the Michigan Business Corporation Act of 1972. Under the provisions of its articles of incorporation, at December 31, 2020, Consumers had $1.6 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, 2020, Consumers paid $637 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 2018 and 2020, CMS Energy entered into equity offering programs under which it may sell, from time to time, shares of CMS Energy common stock. Under both programs, CMS Energy may sell its common stock in privately negotiated transactions, in “at the market” offerings, through forward sales transactions, or otherwise. During 2018 and 2019, CMS Energy entered into forward sales contracts having an aggregate sales price of $250 million, the maximum allowed under the 2018 program. In 2020, CMS Energy settled the forward contracts under this program by issuing 4,879,022 shares of common stock at a weighted-average price of $48.86 per share, resulting in net proceeds of $238 million. Under the 2020 program, CMS Energy may sell shares of its common stock having an aggregate sales price of up to $500 million. Presented in the following table are details of CMS Energy’s forward sales contracts under this program at December 31, 2020:
|  |  | Forward Price Per Share
Contract Date | Maturity Date | Number of Shares | Initial | December 31, 2020
September 15, 2020 | December 31, 2021 | 846,759 |  | $ | 61.04 |  |  | $ | 60.53 |
December 22, 2020 | June 22, 2022 | 115,595 |  | 61.81 |  |  | 61.81 |
These contracts allow CMS Energy to either physically settle the contracts by issuing shares of its common stock at the then-applicable forward sale price specified by the agreement or net settle the contracts through the delivery or receipt of cash or shares. CMS Energy may settle the contracts at any time through their maturity dates, and presently intends to physically settle the contracts by delivering shares of its common stock. The initial forward price in the forward equity sale contracts includes a deduction for commissions and will be adjusted on a daily basis over the term based on an interest rate factor and decreased on certain dates by certain predetermined amounts to reflect expected dividend payments. No amounts are recorded on CMS Energy’s consolidated balance sheets until settlements of the forward equity sale contracts occur. If CMS Energy had elected to net share settle the contracts as of December 31, 2020, CMS Energy would have been required to deliver 6,666 shares. Preferred Stock of Subsidiary: Consumers’ preferred stock is traded on the New York Stock Exchange under the symbol CMS-PB. Presented in the following table are details of Consumers’ preferred stock at December 31, 2020 and 2019:
| Par Value | Optional Redemption Price | Number of Shares Authorized | Number of Shares Outstanding
Cumulative, with no mandatory redemption |  | $ | 100 |  |  | $ | 110 |  | 7,500,000 | 373,148

X
- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. + References No definition available. + Details
Name: | us-gaap_DebtInstrumentLineItems
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Details
Name: | dei_LegalEntityAxis=cms_ConsumersEnergyCompanyMember
Namespace Prefix: |
Data Type: | na
Balance Type: |
Period Type: |