Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
August 01 2022 - 4:53PM
Edgar (US Regulatory)
Filed
under Rule 433
File No. 333-236742-01
Final
Term Sheet
August 1,
2022
Issuer: |
Consumers Energy Company |
Securities: |
3.60% First Mortgage Bonds due 2032 (the “2032 Bonds”) |
|
4.20% First Mortgage Bonds due 2052 (the “2052 Bonds”) |
Aggregate Principal Amount Offered: |
|
2032 Bonds: |
$350,000,000 |
2052 Bonds: |
$450,000,000 |
Maturity Date: |
|
2032 Bonds: |
August 15, 2032 |
2052 Bonds: |
September 1, 2052 |
Coupon: |
|
2032 Bonds: |
3.60% |
2052 Bonds: |
4.20% |
Yield to Maturity: |
|
2032 Bonds: |
3.609% |
2052 Bonds: |
4.204% |
Spread to Benchmark Treasury: |
|
2032 Bonds: |
+100 basis points |
2052 Bonds: |
+125 basis points |
Benchmark Treasury Security: |
|
2032 Bonds: |
2.875% due May 15, 2032 |
2052 Bonds: |
2.250% due February 15, 2052 |
Benchmark Treasury Price and Yield: |
|
2032 Bonds: |
102-09; 2.609% |
2052 Bonds: |
86-06; 2.954% |
Interest Payment Dates: |
|
2032 Bonds: |
February 15 and August 15 |
2052 Bonds: |
March 1 and September 1 |
First Interest Payment Date: |
|
2032 Bonds: |
February 15, 2023 |
2052 Bonds: |
March 1, 2023 |
Record Dates: |
|
2032 Bonds: |
February 1 and August 1 |
2052 Bonds: |
February 15 and August 15 |
Public Offering Price: |
|
2032 Bonds: |
99.925% |
2052 Bonds: |
99.929% |
Optional Redemption: |
|
2032 Bonds: |
Make-whole call at any time prior to February 15, 2032 at the Treasury Rate plus 15 basis points
and, |
|
thereafter, at par |
2052 Bonds: |
Make-whole call at any time prior to March 1, 2052 at the Treasury Rate plus
20 basis points and, thereafter, at par |
Trade Date: |
August 1, 2022 |
Settlement Date: |
August 11, 2022 (T+8) |
Expected Ratings |
|
(Moody’s / S&P / Fitch): |
A1 (stable) / A (stable) / A+ (stable) |
|
Note: A securities rating is not a recommendation to buy, sell or hold securities and may
be subject to revision or withdrawal at any time |
Joint Book-Running Managers: |
J.P. Morgan Securities LLC |
|
MUFG Securities Americas Inc. |
|
PNC Capital Markets LLC |
|
U.S. Bancorp Investments, Inc. |
|
Barclays Capital Inc. |
|
BNP Paribas Securities Corp. |
|
KeyBanc Capital Markets Inc. |
|
Mizuho Securities USA LLC |
|
Scotia Capital (USA) Inc. |
|
SMBC Nikko Securities America, Inc. |
|
Truist Securities, Inc. |
Co-Managers: |
Comerica Securities, Inc. |
|
Fifth Third Securities, Inc. |
|
Loop Capital Markets LLC |
CUSIP/ISIN: |
|
2032 Bonds: |
210518 DP8 / US210518DP81 |
2052 Bonds: |
210518 DQ6 / US210518DQ64 |
Consumers Energy
Company has filed a registration statement (including a prospectus, as supplemented) with the Securities and Exchange Commission (“SEC”)
for the offering to which this communication relates. Before you invest, you should read the prospectus (as supplemented) in that registration
statement and other documents Consumers Energy Company has filed with the SEC for more complete information about Consumers Energy Company
and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Consumers
Energy Company, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it
by calling J.P. Morgan Securities LLC collect at (212) 834-4533, MUFG Securities
Americas Inc. toll-free at (877) 649-6848, PNC Capital Markets LLC toll-free at (855) 881-0697 or U.S. Bancorp Investments, Inc.
toll-free at (877) 558-2607.
Any disclaimers or other
notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers were automatically
generated as a result of this communication being sent via email or another communication system.
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