Item 8.01. Other Events.
On May 20, 2020, Consumers Energy Company ("Consumers") issued and sold
$134,349,000 principal amount of its Floating Rate First Mortgage Bonds due 2070
(the "Bonds"), pursuant to a registration statement on Form S-3 that Consumers
filed with the Securities and Exchange Commission utilizing a "shelf"
registration process (No. 333-236742-01) (the "Registration Statement"), a
Preliminary Prospectus Supplement dated May 6, 2020 to Prospectus dated February
28, 2020, an Issuer Free Writing Prospectus that included the final terms of the
transaction, a Final Prospectus Supplement dated May 8, 2020 to Prospectus dated
February 28, 2020 and an underwriting agreement among Consumers and the
underwriters named in that agreement with respect to the Bonds. Consumers
intends to use the net proceeds from the offering for general corporate
This Current Report on Form 8-K is being filed to file certain documents in
connection with the offering as exhibits to the Registration Statement.
Item 9.01. Financial Statements and Exhibits.
1.1 Underwriting Agreement dated May 8, 2020 among Consumers and UBS
Securities LLC, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC,
RBC Capital Markets, LLC and J.P. Morgan Securities LLC, as
4.1 141st Supplemental Indenture dated as of May 20, 2020 between
Consumers and The Bank of New York Mellon, as Trustee.
4.2 Form of Floating Rate First Mortgage Bonds due 2070 (included in
5.1 Opinion of Melissa M. Gleespen, Esq., Vice President, Corporate
Secretary and Chief Compliance Officer of Consumers, dated May 20, 2020,
regarding the legality of the Bonds.
23.1 Consent of Melissa M. Gleespen, Esq. (included in Exhibit 5.1).
99.1 Information relating to Item 14 of the Registration Statement on Form
S-3 (No. 333-236742-01).
104.1 Included in the cover page, formatted in Inline XBRL
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