Item 16. Form 10-K Summary

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Item 16. Form 10-K Summary

None.

CMS Energy Corporation

Schedule I — Condensed Financial Information of Registrant

CMS ENERGY—PARENT COMPANY

Condensed Statements of Income

In Millions
Years Ended December 31201620152014
Operating Expenses
Other operating expenses$(15)$(9)$(6)
Total operating expenses(15)(9)(6)
Operating Loss(15)(9)(6)
Other Income (Expense)
Equity earnings of subsidiaries660625585
Interest income111
Other expense(19)(9)(20)
Total other income642617566
Interest Charges
Interest on long-term debt150134150
Intercompany interest expense and other132
Total interest charges151137152
Income Before Income Taxes476471408
Income Tax Benefit(75)(52)(69)
Net Income Available to Common Stockholders$551$523$477

The accompanying notes are an integral part of these statements.

CMS Energy Corporation

Schedule I — Condensed Financial Information of Registrant

CMS ENERGY—PARENT COMPANY

Condensed Statements of Cash Flows

In Millions
Years Ended December 31201620152014
Cash Flows from Operating Activities
Net income$551$523$477
Adjustments to reconcile net income to net cash provided by operating activities
Equity earnings of subsidiaries(660)(625)(585)
Dividends received from subsidiaries499499544
Deferred income taxes(26)(24)30
Other non-cash operating activities and reconciling adjustments18-20
Cash provided by (used in) changes in assets and liabilities
Accounts and notes receivable85(86)(3)
Accounts payable(9)16(2)
Accrued taxes(74)(115)97
Other current and non-current assets and liabilities382131
Net cash provided by operating activities422209609
Cash Flows from Investing Activities
Investment in subsidiaries(275)(150)(495)
Return of capital--178
Net cash used in investing activities(275)(150)(317)
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt603349550
Issuance of common stock724343
Retirement of long-term debt(530)(100)(547)
Debt prepayment costs(18)-(20)
Payment of dividends on common stock(345)(320)(293)
Debt issuance costs and financing fees(5)(3)(6)
Change in notes payable76(28)(19)
Net cash used in financing activities(147)(59)(292)
Net Increase in Cash and Cash Equivalents, Including Restricted Amounts---
Cash and Cash Equivalents, Including Restricted Amounts, Beginning of Period---
Cash and Cash Equivalents, Including Restricted Amounts, End of Period$-$-$-

The accompanying notes are an integral part of these statements.

CMS Energy Corporation

Schedule I — Condensed Financial Information of Registrant

CMS ENERGY—PARENT COMPANY

Condensed Balance Sheets

ASSETS
In Millions
December 3120162015
Current Assets
Notes and accrued interest receivable$2$88
Accounts receivable, including intercompany and related parties79
Accrued taxes51-
Prepayments and other current assets1-
Total current assets6197
Plant, Property, and Equipment
Plant, property, and equipment, gross-16
Less accumulated depreciation and amortization-16
Total plant, property, and equipment--
Other Non-current Assets
Notes receivable3-
Deferred income taxes366340
Investments in subsidiaries6,6746,240
Other investments — DB SERP2626
Other45
Total other non-current assets7,0736,611
Total Assets$7,134$6,708
LIABILITIES AND EQUITY
In Millions
December 3120162015
Current Liabilities
Accounts and notes payable, including intercompany and related parties$141$74
Accrued interest, including intercompany2838
Accrued taxes-23
Other current liabilities105
Total current liabilities179140
Non-current Liabilities
Long-term debt2,6782,605
Postretirement benefits2122
Other non-current liabilities33
Total non-current liabilities2,7022,630
Equity
Common stockholders’ equity4,2533,938
Total Liabilities and Equity$7,134$6,708

The accompanying notes are an integral part of these statements.

CMS Energy Corporation

Schedule I — Condensed Financial Information of Registrant

CMS ENERGY—PARENT COMPANY

Notes to the Condensed Financial Statements

1: Basis of Presentation

CMS Energy’s condensed financial statements have been prepared on a parent-only basis. In accordance with Rule 12-04 of Regulation S-X, these parent-only financial statements do not include all of the information and notes required by GAAP for annual financial statements, and therefore these parent-only financial statements and other information included should be read in conjunction with CMS Energy’s audited consolidated financial statements contained within Item 8. Financial Statements and Supplementary Data.

2: Guarantees

CMS Energy has issued guarantees with a maximum potential obligation of $324 million on behalf of some of its wholly owned subsidiaries and related parties. CMS Energy’s maximum potential obligation consists primarily of potential payments:

· to third parties under certain commodity purchase and swap agreements entered into with CMS ERM

· to third parties in support of non-recourse revenue bonds issued by Genesee

· to the MDEQ on behalf of CMS Land and CMS Capital, for environmental remediation obligations at Bay Harbor

· to the U.S. Department of Energy on behalf of Consumers, in connection with Consumers’ 2011 settlement agreement with the U.S. Department of Energy regarding damages resulting from the department’s failure to accept spent nuclear fuel from nuclear power plants formerly owned by Consumers

The expiry dates of these guarantees vary, depending upon contractual provisions or upon the statute of limitations under the relevant governing law.

CMS Energy Corporation

Schedule II — Valuation and Qualifying Accounts and Reserves

Years Ended December 31, 2016, 2015, and 2014

In Millions
DescriptionBalance at Beginning of PeriodCharged to ExpenseCharged to Other AccountsDeductionsBalance at End of Period
Allowance for uncollectible accounts1
2016$28$31$-$35$24
20154050-6228
20143372-6540
Deferred tax valuation allowance
2016$4$1$-$-$5
201523(1)-4
20142---2
Allowance for notes receivable1
2016$9$19$-$12$16
201588-79
201458-58

1 Deductions are write-offs of uncollectible accounts, net of recoveries.

Consumers Energy Company

Schedule II — Valuation and Qualifying Accounts and Reserves

Years Ended December 31, 2016, 2015, and 2014

In Millions
DescriptionBalance at Beginning of PeriodCharged to ExpenseCharged to Other AccountsDeductionsBalance at End of Period
Allowance for uncollectible accounts1
2016$28$31$-$35$24
20153950-6128
20143172-6439
Deferred tax valuation allowance
2016$-$-$-$-$-
20151-(1)--
20141---1

1 Deductions are write-offs of uncollectible accounts, net of recoveries.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, CMS Energy Corporation has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 7th day of February 2017.

CMS ENERGY CORPORATION
By:/s/ Patricia K. Poppe
Patricia K. Poppe
President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of CMS Energy Corporation and in the capacities indicated and on the 7th day of February 2017.

/s/ Patricia K. Poppe/s/ Richard M. Gabrys
Patricia K. PoppeRichard M. Gabrys, Director
President and Chief Executive Officer, and Director
(Principal Executive Officer)
/s/ Thomas J. Webb/s/ William D. Harvey
Thomas J. WebbWilliam D. Harvey, Director
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
/s/ Glenn P. Barba/s/ Philip R. Lochner, Jr.
Glenn P. BarbaPhilip R. Lochner, Jr., Director
Vice President, Controller, and Chief Accounting Officer
(Controller)
/s/ Jon E. Barfield/s/ John G. Russell
Jon E. Barfield, DirectorJohn G. Russell, Director
/s/ Deborah H. Butler/s/ Myrna M. Soto
Deborah H. Butler, DirectorMyrna M. Soto, Director
/s/ Kurt L. Darrow/s/ John G. Sznewajs
Kurt L. Darrow, DirectorJohn G. Sznewajs, Director
/s/ Stephen E. Ewing/s/ Laura H. Wright
Stephen E. Ewing, DirectorLaura H. Wright, Director

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Consumers Energy Company has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 7th day of February 2017.

CONSUMERS ENERGY COMPANY
By:/s/ Patricia K. Poppe
Patricia K. Poppe
President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of Consumers Energy Company and in the capacities indicated and on the 7th day of February 2017.

/s/ Patricia K. Poppe/s/ Richard M. Gabrys
Patricia K. PoppeRichard M. Gabrys, Director
President and Chief Executive Officer, and Director
(Principal Executive Officer)
/s/ Thomas J. Webb/s/ William D. Harvey
Thomas J. WebbWilliam D. Harvey, Director
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
/s/ Glenn P. Barba/s/ Philip R. Lochner, Jr.
Glenn P. BarbaPhilip R. Lochner, Jr., Director
Vice President, Controller, and Chief Accounting Officer
(Controller)
/s/ Jon E. Barfield/s/ John G. Russell
Jon E. Barfield, DirectorJohn G. Russell, Director
/s/ Deborah H. Butler/s/ Myrna M. Soto
Deborah H. Butler, DirectorMyrna M. Soto, Director
/s/ Kurt L. Darrow/s/ John G. Sznewajs
Kurt L. Darrow, DirectorJohn G. Sznewajs, Director
/s/ Stephen E. Ewing/s/ Laura H. Wright
Stephen E. Ewing, DirectorLaura H. Wright, Director

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EXHIBITS

CMS ENERGY’S AND CONSUMERS’ EXHIBIT INDEX

The agreements included as exhibits to this Form 10-K filing are included solely to provide information regarding the terms of the agreements and are not intended to provide any other factual or disclosure information about CMS Energy, Consumers, or other parties to the agreements. The agreements may contain representations and warranties made by each of the parties to each of the agreements that were made exclusively for the benefit of the parties involved in each of the agreements and should not be treated as statements of fact. The representations and warranties were made as a way to allocate risk if one or more of those statements prove to be incorrect. The statements were qualified by disclosures of the parties to each of the agreements that may not be reflected in each of the agreements. The agreements may apply standards of materiality that are different than standards applied to other investors. Additionally, the statements were made as of the date of the agreements or as specified in the agreements and have not been updated.

The representations and warranties may not describe the actual state of affairs of the parties to each agreement. Additional information about CMS Energy and Consumers may be found in this filing, at www.cmsenergy.com, at www.consumersenergy.com, and through the SEC’s website at www.sec.gov.

Previously Filed
ExhibitsWith File NumberAs Exhibit NumberDescription
3.111-9513(3)(a)—Restated Articles of Incorporation of CMS Energy, effective June 1, 2004, as amended May 22, 2009 (Form 10-Q for the quarterly period ended June 30, 2009)
3.211-95133.2—CMS Energy Bylaws, amended and restated effective February 8, 2016 (Form 8-K filed February 8, 2016)
3.31-56113(c)—Restated Articles of Incorporation of Consumers effective June 7, 2000 (Form 10-K for the fiscal year ended December 31, 2000)
3.41-56113.2—Consumers Bylaws, amended and restated as of January 24, 2013 (Form 8-K filed January 29, 2013)
4.12-65973(b)(1) — 4—Indenture dated as of September 1, 1945 between Consumers and Chemical Bank (successor to Manufacturers Hanover Trust Company), as Trustee, including therein indentures supplemental thereto through the Forty-third Supplemental Indenture dated as of May 1, 1979 (Form S-16 filed November 13, 1979)
Indentures Supplemental thereto:
4.1.a1-5611(4)(a)—71st dated as of 3/06/98 (Form 10-K for the fiscal year ended December 31, 1997)
4.1.b1-5611(4)(a)(i)—99th dated as of 1/20/05 (Form 10-K for the fiscal year ended December 31, 2004)
4.1.c1-56114.2—100th dated as of 3/24/05 (Form 8-K filed March 30, 2005)
4.1.d1-56114.2—104th dated as of 8/11/05 (Form 8-K filed August 11, 2005)
4.1.e1-56114.1—108th dated as of 3/14/08 (Form 8-K filed March 14, 2008)
4.1.f1-56114.1—110th dated as of 9/12/08 (Form 8-K filed September 12, 2008)
4.1.g1-56114.1—111th dated as of 3/6/09 (Form 8-K filed March 6, 2009)
4.1.h1-56114.1—112th dated as of 9/1/10 (Form 8-K filed September 7, 2010)
Previously Filed
ExhibitsWith File NumberAs Exhibit NumberDescription
4.1.i1-56114.1—113th dated as of 10/15/10 (Form 8-K filed October 20, 2010)
4.1.j1-56114.1—114th dated as of 3/31/11 (Form 8-K filed April 6, 2011)
4.1.k1-56114.1—116th dated as of 9/1/11 (Form 10-Q for the quarterly period ended September 30, 2011)
4.1.l1-56114.1—117th dated as of 5/8/12 (Form 8-K filed May 8, 2012)
4.1.m1-56114.1—119th dated as of 8/3/12 (Form 10-Q for the quarterly period ended September 30, 2012)
4.1.n1-56114.1—120th dated as of 12/17/12 (Form 8-K filed December 20, 2012)
4.1.o1-56114.1—121st dated as of 5/17/13 (Form 8-K filed May 17, 2013)
4.1.p1-56114.1—122nd dated as of 8/9/13 (Form 8-K filed August 9, 2013)
4.1.q1-56114.1—123rd dated as of 12/20/13 (Form 8-K filed December 27, 2013)
4.1.r1-56114.1—124th dated as of 8/18/2014 (Form 8-K filed August 18, 2014)
4.1.s1-56114.1—125th dated as of 11/6/2015 (Form 8-K filed November 6, 2015)
4.1.t1-56114.1—126th dated as of 11/23/2015 (Form 8-K filed November 25, 2015)
4.1.u1-56114.1—127th dated as of 8/10/16 (Form 8-K filed August 10, 2016)
4.21-5611(4)(b)—Indenture dated as of January 1, 1996 between Consumers and The Bank of New York Mellon, as Trustee (Form 10-K for the fiscal year ended December 31, 1995)
4.31-5611(4)(c)—Indenture dated as of February 1, 1998 between Consumers and The Bank of New York Mellon (formerly The Chase Manhattan Bank), as Trustee (Form 10-K for the fiscal year ended December 31, 1997)
4.4133-47629(4)(a)—Indenture dated as of September 15, 1992 between CMS Energy and NBD Bank, as Trustee (Form S-3 filed May 1, 1992)
Indentures Supplemental thereto:
4.4.a11-95134.3—23rd dated as of 6/15/09 (Form 8-K filed June 15, 2009)
4.4.b11-95134.1—24th dated as of 1/14/10 (Form 8-K filed January 14, 2010)
4.4.c11-95134.1—28th dated as of 3/12/12 (Form 8-K filed March 12, 2012)
4.4.d11-95134.1—29th dated as of 3/22/13 (Form 8-K filed March 22, 2013)
4.4.e11-95134.1—30th dated as of 2/27/14 (Form 8-K filed February 27, 2014)
4.4.f11-95134.2—31st dated as of 2/27/14 (Form 8-K filed February 27, 2014)
4.4.g11-95134.1—32nd dated as of 11/9/15 (Form 8-K filed November 9, 2015)
4.4.h11-95134.1—33rd dated as of 5/5/16 (Form 8-K filed May 5, 2016)
4.4.i11-95134.1—34th dated as of 11/3/16 (Form 8-K filed November 3, 2016)
4.511-9513(4a)—Indenture dated as of June 1, 1997 between CMS Energy and The Bank of New York Mellon, as Trustee (Form 8-K filed July 1, 1997)
Previously Filed
ExhibitsWith File NumberAs Exhibit NumberDescription
10.121-9513(10)(g)—2004 Form of Executive Severance Agreement (Form 10-Q for the quarterly period ended September 30, 2009)
10.221-9513(10)(h)—2004 Form of Officer Severance Agreement (Form 10-Q for the quarterly period ended September 30, 2009)
10.321-951310.3—CMS Energy’s Performance Incentive Stock Plan as amended and restated, effective January 22, 2015 (Form 10-K for the fiscal year ended December 31, 2014)
10.421-9513(10)(i)—CMS Deferred Salary Savings Plan effective December 1, 1989 and as further amended effective December 1, 2007 (Form 10-K for the fiscal year ended December 31, 2007)
10.4.a21-9513(10)(l)—Amendment to the Deferred Salary Savings Plan dated December 21, 2008 (Form 10-K for the fiscal year ended December 31, 2008)
10.4.b21-951310.1—Amendment to the CMS Energy Deferred Salary Savings Plan effective January 1, 2016 (Form 10-Q for the quarterly period ended September 30, 2015)
10.4.c21-951310.4.c—Amendment to the CMS Energy Deferred Salary Savings Plan effective December 17, 2015 (Form 10-K for the fiscal year ended December 31, 2015)
10.521-951310.5—CMS Energy and Consumers Director’s Deferred Compensation Plan, effective as of November 30, 2007 (Form 10-K for the fiscal year ended December 31, 2014)
10.621-951310.6—Supplemental Executive Retirement Plan for Employees of CMS Energy/Consumers effective on January 1, 1982 and as amended effective April 1, 2011 (Form 10-Q for the quarterly period ended March 31, 2011)
10.721-951310.5—Defined Contribution Supplemental Executive Retirement Plan effective April 1, 2006 and as amended effective April 1, 2011 (Form 10-Q for the quarterly period ended March 31, 2011)
10.7.a21-951310.7.a—Amendment to the Defined Contribution Supplemental Executive Retirement Plan effective January 1, 2016 (Form 10-K for the fiscal year ended December 31, 2015)
10.821-9513—Form of Officer Separation Agreement as of January 2017
10.911-9513(10)(y)—Environmental Agreement dated as of June 1, 1990 made by CMS Energy to The Connecticut National Bank and Others (Form 10-K for the fiscal year ended December 31, 1990)
10.101,21-9513(10)(a)—Form of Indemnification Agreement between CMS Energy and its Directors, effective as of November 1, 2007 (Form 10-Q for the quarterly period ended September 30, 2007)
10.1121-5611(10)(b)—Form of Indemnification Agreement between Consumers and its Directors, effective as of November 1, 2007 (Form 10-Q for the quarterly period ended September 30, 2007)
10.1221-951310.2—CMS Incentive Compensation Plan for CMS Energy and Consumers Officers as amended, effective as of March 14, 2014 (Form 10-Q for the quarterly period ended March 31, 2014)
Previously Filed
ExhibitsWith File NumberAs Exhibit NumberDescription
10.12.a21-951310.17.a—Amendment to CMS Incentive Compensation Plan for CMS Energy and Consumers Officers effective December 17, 2015 (Form 10-K for the fiscal year ended December 31, 2015)
10.1321-951310.1—2016 Form of Change in Control Agreement (Form 8-K filed June 23, 2016)
10.1421-561110.1—Annual Employee Incentive Compensation Plan for Consumers as amended, effective as of March 14, 2014 (Form 10-Q for the quarterly period ended March 31, 2014)
10.14.a21-561110.19.a—Amendment to Annual Employee Incentive Compensation Plan for Consumers effective December 17, 2015 (Form 10-K for the fiscal year ended December 31, 2015)
10.1511-951310.1—$550 million Third Amended and Restated Revolving Credit Agreement dated as of May 27, 2015 among CMS Energy, the Banks, as defined therein, and Barclays, as Agent (Form 8-K filed June 1, 2015)
10.15.a11-951310.1—Description of the $550 million Third Amended and Restated Revolving Credit Agreement Extension (Form 8-K filed June 1, 2016)
10.161-561110.2—$650 million Fourth Amended and Restated Revolving Credit Agreement dated as of May 27, 2015 among Consumers, the Banks, as defined therein, and JPMorgan, as Agent (Form 8-K filed June 1, 2015)
10.16.a1-561110.2—Description of the $650 million Fourth Amended and Restated Revolving Credit Agreement Extension (Form 8-K filed June 1, 2016)
10.1711-951310.3—Pledge and Security Agreement dated as of March 31, 2011, made by CMS Energy to Barclays Bank PLC, as Administrative Agent for the Banks, as defined therein (Form 8-K filed April 6, 2011)
10.181-561110.1—$250 million secured Revolving Credit Agreement dated as of November 23, 2015 between Consumers and The Bank of Nova Scotia (Form 8-K filed November 25, 2015)
10.18.a1-561110.1—Description of the $250 million secured Revolving Credit Agreement Extension (Form 8-K filed November 23, 2016)
10.1921-951310.1—Consumers and other CMS Energy Companies Retired Executives Survivor Benefit Plan for Management/ Executive Employees, distributed July 1, 2011 (Form 10-Q for the quarterly period ended September 30, 2011)
10.2011-951310.1—$180,000,000 Term Loan Credit Agreement dated as of June 11, 2015 among CMS Energy, the financial institutions named therein, and JPMorgan Chase Bank, N.A., as Agent (Form 8-K filed June 16, 2015)
10.20.a11-951310.3—Description of the $180,000,000 Term Loan Credit Agreement Extension (Form 10-Q for the quarterly period ended March 31, 2016)
Previously Filed
ExhibitsWith File NumberAs Exhibit NumberDescription
10.211-561110.1—Form of Commercial Paper Dealer Agreement between Consumers, as Issuer, and the Dealer party thereto (Form 10-Q for the quarterly period ended September 30, 2014)
12.1—Statement regarding computation of CMS Energy’s Ratios of Earnings to Fixed Charges and Combined Fixed Charges and Preferred Dividends
12.2—Statement regarding computation of Consumers’ Ratios of Earnings to Fixed Charges and Combined Fixed Charges and Preferred Dividends
21.1—Subsidiaries of CMS Energy and Consumers
23.1—Consent of PricewaterhouseCoopers LLP for CMS Energy
23.2—Consent of PricewaterhouseCoopers LLP for Consumers
31.1—CMS Energy’s certification of the CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2—CMS Energy’s certification of the CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.3—Consumers’ certification of the CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.4—Consumers’ certification of the CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1—CMS Energy’s certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2—Consumers’ certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.11333-19961199.1—CMS Energy Stock Purchase Plan, as amended and restated October 27, 2014 (Form S-3ASR filed October 27, 2014)
101.INS3—XBRL Instance Document
101.SCH3—XBRL Taxonomy Extension Schema
101.CAL3—XBRL Taxonomy Extension Calculation Linkbase
101.DEF3—XBRL Taxonomy Extension Definition Linkbase
101.LAB3—XBRL Taxonomy Extension Labels Linkbase
101.PRE3—XBRL Taxonomy Extension Presentation Linkbase

1 Obligations of CMS Energy or its subsidiaries, but not of Consumers.

2 Management contract or compensatory plan or arrangement.

3 The financial information contained in the XBRL-related information is “unaudited” and “unreviewed.”

Exhibits that have been previously filed with the SEC, designated above, are incorporated herein by reference and made a part hereof.

Previous: Item 15. Exhibits and Financial Statement Schedules