Filed under Rule 433
File No. 333-216355

 

Final Term Sheet

 

March 5, 2018

 

Issuer:

 

CMS Energy Corporation

Security:

 

5.625% Junior Subordinated Notes due 2078 (the “Notes”)

Aggregate Principal Amount Offered:

 

$200,000,000

Over-Allotment Option:

 

None

Maturity Date:

 

March 15, 2078

Coupon:

 

5.625%

Interest Payment Dates:

 

March 15, June 15, September 15 and December 15, subject to deferral

First Interest Payment Date:

 

June 15, 2018

Public Offering Price:

 

$25.00 per Note

Par Call:

 

At any time, in whole or in part, on or after March 15, 2023, at 100% plus accrued and unpaid interest to, but not including, the redemption date

Tax Event Call:

 

At any time prior to March 15, 2023, in whole but not in part, at 100% plus accrued and unpaid interest to, but not including, the redemption date

Rating Agency Call:

 

At any time prior to March 15, 2023, in whole but not in part, at 102% plus accrued and unpaid interest to, but not including, the redemption date

Trade Date:

 

March 5, 2018

Settlement Date:

 

March 8, 2018 (T+3)

Expected Listing:

 

NYSE

Expected Ratings:

 

Baa2 / BBB- / BB+ (Moody’s / S&P / Fitch)

 

 

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 Lead Managers:

 

Merrill Lynch, Pierce, Fenner & Smith

 

 

Incorporated

 

 

RBC Capital Markets, LLC

 

 

Wells Fargo Securities, LLC

Co-Managers:

 

Citigroup Global Markets Inc.

 

 

Comerica Securities, Inc.

 

 

Fifth Third Securities, Inc.

 

 

U.S. Bancorp Investments, Inc.

CUSIP / ISIN:

 

125896 860 / US1258968601

 

CMS Energy Corporation 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 CMS Energy Corporation has filed with the SEC for more complete information about CMS Energy

 


 

Corporation and this offering.  You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.  Alternatively, CMS Energy Corporation, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at (800) 294-1322, RBC Capital Markets, LLC toll-free at (866) 375-6829 and Wells Fargo Securities, LLC toll-free at (800) 645-3751.

 

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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