Item 8.01. Other Events.

On December 14, 2020, Consumers Energy Company ("Consumers") issued and sold $300,000,000 aggregate principal amount of its 0.35% First Mortgage Bonds due 2023 (the "2023 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 December 2, 2020 to the Prospectus dated February 28, 2020, an Issuer Free Writing Prospectus dated December 2, 2020 that included the final terms of the transaction, a Final Prospectus Supplement dated December 2, 2020 to the Prospectus dated February 28, 2020 and an underwriting agreement among Consumers and the underwriters named in that agreement with respect to the 2023 Bonds. Consumers intends to use the net proceeds from the offering to repay a portion of the $300 million aggregate principal amount outstanding under its term loan credit agreement dated as of January 17, 2020 and for general corporate purposes.

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.





(d) Exhibits.



  1.1      Underwriting Agreement dated December 2, 2020 among Consumers and
         Scotia Capital (USA) Inc., U.S. Bancorp Investments, Inc., and Cabrera
         Capital Markets, LLC, as underwriters.

  4.1      143rd Supplemental Indenture dated as of December 14, 2020 between
         Consumers and The Bank of New York Mellon, as Trustee.

  4.2      Form of 0.35% First Mortgage Bonds due 2023 (included in Exhibit
         4.1).

  5.1      Opinion of Melissa M. Gleespen, Esq., Vice President, Corporate
         Secretary and Chief Compliance Officer of Consumers, dated December 14,
         2020, regarding the legality of the 2023 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

© Edgar Online, source Glimpses