Consumers Energy Enters New Debt Agreement

TL;DR

Consumers Energy just signed a new debt deal for its 2075 notes.

AI Summary

Consumers Energy Company, a subsidiary of CMS Energy Corp., entered into a material definitive agreement on November 17, 2025, related to its A 5.625% Junior Subordinated Notes due 2075. The filing also notes the termination of a material definitive agreement and other events, with financial statements and exhibits included. The company is based in Jackson, Michigan.

Why It Matters

This filing indicates a change in Consumers Energy's financing structure, which could impact its cost of capital and future investment plans.

Risk Assessment

Risk Level: low — The filing primarily concerns a debt agreement and does not appear to involve significant operational or financial distress.

Key Numbers

• 5.625% — Interest Rate (Interest rate on the junior subordinated notes)
• 2075 — Maturity Year (Maturity year of the junior subordinated notes)

Key Players & Entities

• Consumers Energy Company (company) — Filer and party to agreement
• CMS Energy Corp. (company) — Parent company
• A 5.625% Junior Subordinated Notes due 2075 (dollar_amount) — Subject of the definitive agreement
• November 17, 2025 (date) — Date of material definitive agreement

FAQ

Key Financial Figures

• $0.01 — CMS Energy Corporation Common Stock, $0.01 par value CMS New York Stock Exchan
• $100 — rgy Company Cumulative Preferred Stock, $100 par value: $4.50 Series CMS-PB New
• $4.50 — lative Preferred Stock, $100 par value: $4.50 Series CMS-PB New York Stock Exchan
• $550 million — ts. The CMS Facility was increased from $550 million to $750 million and remains unsecured.
• $750 million — lity was increased from $550 million to $750 million and remains unsecured. On November 21,
• $1.1 billion — ("Consumers") amended and restated its $1.1 billion secured Revolving Credit Facility (the
• $500 million — the Consumers Facility in the amount of $500 million will continue to be secured by first mo
• $150 million — 31, 2011, obligations in the amount of $150 million will continue to be secured by first mo
• $200 million — 20, 2013, obligations in the amount of $200 million will continue to be secured by first mo
• $250 million — 2018, and obligations in the amount of $250 million will continue to be secured by first mo
• $300 million — November 21, 2025, Consumers entered a $300 million secured Revolving Credit Facility (the
• $300 Million — secured Revolving Credit Facility (the $300 Million Facility) with a consortium of banks le
• $250 Million — d Amendment to the Amended and Restated $250 Million Secured Revolving Credit Agreement 10

Filing Documents

• tm2531890d1_8k.htm (8-K) — 56KB
• tm2531890d1_ex4-1.htm (EX-4.1) — 191KB
• tm2531890d1_ex10-1.htm (EX-10.1) — 821KB
• tm2531890d1_ex10-2.htm (EX-10.2) — 854KB
• tm2531890d1_ex10-3.htm (EX-10.3) — 19KB
• tm2531890d1_ex10-1img002.jpg (GRAPHIC) — 37KB
• tm2531890d1_ex10-1img01.jpg (GRAPHIC) — 5KB
• tm2531890d1_ex10-2sp03img001.jpg (GRAPHIC) — 5KB
• tm2531890d1_ex10-2sp03img002.jpg (GRAPHIC) — 49KB
• 0001104659-25-114875.txt ( ) — 2693KB
• cms-20251117.xsd (EX-101.SCH) — 5KB
• cms-20251117_def.xml (EX-101.DEF) — 29KB
• cms-20251117_lab.xml (EX-101.LAB) — 39KB
• cms-20251117_pre.xml (EX-101.PRE) — 27KB
• tm2531890d1_8k_htm.xml (XML) — 13KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

02. Termination of a Material Definitive Agreement

Item 1.02. Termination of a Material Definitive Agreement.

01. Other Events

Item 8.01. Other Events. On November 21, 2025, CMS Energy Corporation ("CMS Energy") amended and restated its Revolving Credit Facility (the "CMS Facility") with a consortium of banks led by Barclays Bank PLC ("Barclays"), as Agent, JPMorgan Chase Bank, N.A. ("JPMorgan") and MUFG Bank, LTD. ("MUFG"), as Co-Syndication Agents, Mizuho Bank, Ltd. ("Mizuho"), Bank of America, N.A. ("Bank of America"), and Wells Fargo Bank, National Association ("Wells Fargo") as Co-Documentation Agents. The CMS Facility was increased from $550 million to $750 million and remains unsecured. On November 21, 2025, Consumers Energy Company ("Consumers") amended and restated its $1.1 billion secured Revolving Credit Facility (the "Consumers Facility") with a consortium of banks led by JPMorgan, as Agent, Barclays and MUFG, as Co-Syndication Agents, Mizuho, Bank of America, and Wells Fargo as Co-Documentation Agents. Obligations under the Consumers Facility in the amount of $500 million will continue to be secured by first mortgage bonds of Consumers issued pursuant to the 114 th Supplemental Indenture dated as of March 31, 2011, obligations in the amount of $150 million will continue to be secured by first mortgage bonds of Consumers issued pursuant to the 123 rd Supplemental Indenture dated as of December 20, 2013, obligations in the amount of $200 million will continue to be secured by first mortgage bonds of Consumers issued pursuant to the 132 nd Supplemental Indenture dated as of June 5, 2018, and obligations in the amount of $250 million will continue to be secured by first mortgage bonds of Consumers issued pursuant to the 146 th Supplemental Indenture dated as of December 14, 2022 all between Consumers and The Bank of New York Mellon, Trustee. Both the CMS Facility and the Consumers Facility have five-year terms, which currently expire on November 21, 2030, each with two, one-year extension options. Both the CMS Facility and the Consumers Facility replace revolving credit facili

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. CMS ENERGY CORPORATION Dated: November 21, 2025 By: /s/ Rejji P. Hayes Rejji P. Hayes Executive Vice President and Chief Financial Officer CONSUMERS ENERGY COMPANY Dated: November 21, 2025 By: /s/ Rejji P. Hayes Rejji P. Hayes Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR